SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark  One)

     [X] Quarterly  report under Section 13 or 15(d) of the Securities  Exchange
Act  of  1934  for  the  quarterly  period  ended  June 30, 2001

     [ ] Transition report under Section 13 or 15(d) of the Securities  Exchange
Act  of  1934  for  the  transition period from to . ------------ --------------


                        Commission file number:33-24108D



                               XRAYMEDIA.COM, INC.

        (Exact name of small business issuer as specified in its charter)


        Minnesota                                       41-0951123
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation  or  organization)


         555 Burrard Street, Suite 900, Vancouver, B. C., Canada V7X1M9
               (Address of principal executive office) (Zip Code)

                                 (888) 777-0658
                           (Issuer's telephone number)


         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  registrant was required to file such reports),  and (2)
has  been  subject  to  such  filing  requirements  for  the  past  90  days.

                               Yes XX           No


         The number of outstanding  shares of the issuer's common stock,  $0.001
par value (the only class of voting stock), as of June 30, 2001 was 44,130,778.

                                        1


                                TABLE OF CONTENTS

                                     PART I

ITEM  1.  FINANCIAL  STATEMENTS

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


                                     PART II

ITEM  2.  CHANGES  IN  SECURITIES  AND  USE  OF  PROCEEDS.

ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K


SIGNATURES

INDEX  TO  EXHIBITS

                                        2


                                     PART 1

                     ITEM 1.           FINANCIAL STATEMENTS

   As  used  herein,  the  term  "Company"  refers  to  XRAYMEDIA.COM,  Inc.,  a
Minnesota corporation,  and its subsidiaries and predecessors  unless  otherwise
indicated.  Consolidated,  unaudited,  condensed  interim  financial  statements
including a balance  sheet for the  Company  as  of the  quarter  ended  June 30
2001  and  statements  of  operations,  and  statements  of  cash flows for the
interim period up to the date of such balance  sheet and the  comparable  period
of the  preceding year are attached hereto as Pages  F-1  through  F-9  and  are
incorporated herein by this  reference.


                      [THIS SPACE LEFT BLANK INTENTIONALLY]

                                        3


                                  XRAYMEDIA.COM
                              (FORMERLY E-BIDD.COM)
                      (A COMPANY IN THE DEVELOPMENT STAGE)
                                  BALANCE SHEET
                                  (unaudited)


<TABLE>
<CAPTION>
                                                             June 30
                                                       2001          2000
                                                   ------------  ------------
<S>                                                <C>           <C>
ASSETS
-------------------------------------------------
CURRENT ASSETS
-------------------------------------------------
Cash. . . . . . . . . . . . . . . . . . . . . . .  $    10,336   $   179,942
Accounts receivable. . . . . . . . . . . . .             2,143        63,145
Prepaids and deposits . . . . . . . . . . . . . .       10,571        36,280
                                                   ------------  ------------
TOTAL CURRENT ASSETS. . . . . . . . . . . . . . .       23,050       278,367
                                                   ------------  ------------
FIXED ASSETS
-------------------------------------------------
Furniture and equipment
Cost. . . . . . . . . . . . . . . . . . . . . . .       71,406        35,954
Accumulated amortization. . . . . . . . . . . . .      (13,526)       (2,389)
                                                   ------------  ------------
Net . . . . . . . . . . . . . . . . . . . . . . .       57,880        33,565
                                                   ------------  ------------
Deposits. . . . . . . . . . . . . . . . . . . . .            0             -
                                                   ------------  ------------
Website Equipment
Cost. . . . . . . . . . . . . . . . . . . . . . .            -       119,350
                                                                 ------------
Accumulated amortization. . . . . . . . . . . . .            0        (3,978)
                                                   ------------  ------------
Net . . . . . . . . . . . . . . . . . . . . . . .            0       115,372
                                                   ------------  ------------
TOTAL ASSETS. . . . . . . . . . . . . . . . . . .  $    80,930   $   427,304
                                                   ============  ============
CURRENT LIABILITIES
-------------------------------------------------
Accounts payable and accrued expenses . . . . . .  $   301,893   $    80,162
Advances. . . . . . . . . . . . . . . . . . . . .      313,687             -
                                                   ------------  ------------
TOTAL CURRENT LIABILITIES . . . . . . . . . . . .      615,580        80,162
                                                   ------------  ------------

STOCKHOLDERS' EQUITY (DEFICIT) (Note B)
-------------------------------------------------
Common Stock, par value $.001; 100,000,000
shares authorized; issued and outstanding
 44,130,778 and 33,030,778 at
 June 30, 2001 and 2000, respectively.. . . . . .       44,131        13,031
Subscriptions Receivable . . . . . . . . . . . . . .   (30,095)            0
                                                   ------------  ------------
Additional paid in capital. . . . . . . . . . . .    3,600,905     3,387,755
Deficit at inception date . . . . . . . . . . . .     (746,875)     (746,875)
Accumulated deficit during the development stage.   (3,402,716)   (2,306,769)
                                                   ------------  ------------
TOTAL STOCKHOLDERS' EQUITY (DEFICIT). . . . . . .     (534,650)      347,142
                                                   ------------  ------------
TOTAL LIABILITIES AND
  STOCKHOLDERS' EQUITY. . . . . . . . . . . . . .  $    80,930   $   427,304
                                                   ============  ============
</TABLE>

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

                                        4


                                  XRAYMEDIA.COM
                             (FORMERLY  E-BIDD.COM)
                      (A COMPANY IN THE DEVELOPMENT STAGE)
                 STATEMENT OF OPERATIONS AND ACCUMULATED DEFICIT
               Three and Six months ended June 30, 2001 and  2000

                                   (unaudited)
<TABLE>
<CAPTION>
                                                                                                  Period from March 1, 1994
                                         Three Months   Three Months                                 (inception of the
                                         Ended June 30  Ended June 30  Six Months Ended June 30     development stage)
                                              2001          2000          2001          2000       through June 30, 2001
                                          ------------  ------------  ------------  ------------  -----------------------
<S>                                       <C>           <C>           <C>           <C>           <C>
COSTS AND EXPENSES
Personnel Costs. . . . . . . . . . . . .  $    21,010   $         -   $    45,989   $         -   $              473,932
Occupancy costs. . . . . . . . . . . . .       20,262        18,276        46,551        26,367                  200,589
Professional fees. . . . . . . . . . . .       52,264       104,030       104,246       212,702                  714,482

Marketing. . . . . . . . . . . . . . . .        5,039        14,420         8,498        33,756                   68,724
Travel . . . . . . . . . . . . . . . . .        8,378        30,537        19,566        54,320                  159,783
Consulting . . . . . . . . . . . . . . .       19,566        27,500        41,035        78,542                  230,762
Interest and bank charges. . . . . . . .        4,144           171         7,177           890                   14,538
Office Admin & Supplies. . . . . . . . .       12,204        23,526        24,742        56,160                  130,785
Communication. . . . . . . . . . . . . .        5,711         1,958        11,582         3,073                   93,798
Insurance. . . . . . . . . . . . . . . .       10,893         7,320        21,297        22,179                   91,502
Miscellaneous. . . . . . . . . . . . . .        1,040         3,248         3,711         3,248                   21,256
Transfer fees. . . . . . . . . . . . . .          994         1,632         1,791         1,632                   12,702
Depreciation and amortization. . . . . .        3,380         5,895         6,760         6,367                   32,737
Bad  debt expense. . . . . . . . . . . .            -                           -             -                    5,400
Website, Internet and Computor Expenses.       27,032        53,417        72,503        73,424                  463,435
Investor relations . . . . . . . . . . .       16,780        19,979        30,442        20,072                   91,005
                                          -------------------------------------------------------------------------------
TOTAL EXPENSES . . . . . . . . . . . . .      208,697       311,909       445,890       592,732                2,805,430
                                          -------------------------------------------------------------------------------

OTHER INCOME(LOSS)
Revenue. . . . . . . . . . . . . . . . .            -        33,050             -        33,050                   44,995
Dissolution of CorpReports . . . . . . .            -             -             -             -                 (503,507)
Other. . . . . . . . . . . . . . . . . .            -             -             -             -                 (138,774)
                                          -------------------------------------------------------------------------------
                                                    -        33,050             -        33,050                 (597,286)

NET EARNINGS (LOSS). . . . . . . . . . .     (208,697)     (278,859)     (445,890)     (559,682)              (3,402,716)

ACCUMULATED DEFICIT:
Beginning. . . . . . . . . . . . . . . .   (3,194,019)   (2,023,910)   (2,956,826)   (1,747,087)                (746,875)
                                          -------------------------------------------------------------------------------
Ending . . . . . . . . . . . . . . . . .  $(3,402,716)  $(2,302,769)  $(3,402,716)  $(2,306,769)  $           (4,149,591)
                                          ============  ============  ============  ============  =======================

BASIC LOSS PER SHARE (Note A). . . . . .  $     (0.01)  $     (0.02)  $     (0.01)  $     (0.04)
                                          ============  ============  ============  ============
DILUTED LOSS PER SHARE (Note A)                                       $     (0.01)  $     (0.04)
                                                                      ============  ============
</TABLE>

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

                                        5


                                  XRAYMEDIA.COM
                             (FORMERLY  E-BIDD.COM)
                      (A COMPANY IN THE DEVELOPMENT STAGE)
                       STATEMENTS OF STOCKHOLDERS' EQUITY
  Period from March 1, 1994 (inception of development stage), to June 30, 2001
                                   (unaudited)
<TABLE>
<CAPTION>
                                                                                         Existing       Deficit
                                                                                        Deficit at    Accumulated
                                                         Common Stock      Additional  inception of     during
                                                       Number of             Paid-in    development   development      Note
                                                         Shares    Amount    Capital       stage        stage       Receivable
-------------------------------------------------------------------------------------------------------------------------------
<S>                                                    <C>         <C>      <C>          <C>         <C>           <C>
BEGINNING BALANCE
at inception of development, March 1, 1994. . . . . .         201  $     -  $  746,875   $(746,875)  $         -   $         -
Shares issued . . . . . . . . . . . . . . . . . . . .         720        1       1,799
Net loss for period ending 12/31/94                                                                       (1,800)

BALANCES                                             --------------------------------------------------------------------------
December 31, 1994 . . . . . . . . . . . . . . . . . .         921        1     748,674    (746,875)       (1,800)            -
Shares issued
Net loss for period ending 12/31/95                                                                            -

BALANCES                                             --------------------------------------------------------------------------
December 31, 1995 . . . . . . . . . . . . . . . . . .         921        1     748,674    (746,875)       (1,800)            -
Shares issued . . . . . . . . . . . . . . . . . . . .          90        -      28,500
Net loss for period ending 12/31/96                                                                      (50,165)

BALANCES                                             --------------------------------------------------------------------------
December 31, 1996 . . . . . . . . . . . . . . . . . .       1,011        1     777,174    (746,875)      (51,965)            -
Shares issued . . . . . . . . . . . . . . . . . . . .      14,492       15     258,536
Net loss for period ending 12/31/97                                                                     (174,022)

BALANCES                                             --------------------------------------------------------------------------
December 31, 1997 . . . . . . . . . . . . . . . . . .      15,503       16   1,035,710    (746,875)     (225,987)            -
Shares issued . . . . . . . . . . . . . . . . . . . .      15,275       15   1,237,445
Net loss for period ending 12/31/98                                                                   (1,315,249)

BALANCES                                             --------------------------------------------------------------------------
December 31, 1998 . . . . . . . . . . . . . . . . . .      30,778       31   2,273,155    (746,875)   (1,541,236)            -
Shares issued . . . . . . . . . . . . . . . . . . . .           -        -           -
Net loss for period ending 03/31/99                                                                            -

BALANCES                                             --------------------------------------------------------------------------
March 31, 1999. . . . . . . . . . . . . . . . . . . .      30,778       31   2,273,155    (746,875)   (1,541,236)            -
Shares issued
Shares issued for cash. . . . . . . . . . . . . . . .   6,590,000    6,590     207,010
Net loss for period ending 12/31/99                                                                     (205,851)

BALANCES                                             --------------------------------------------------------------------------
December 31, 1999 . . . . . . . . . . . . . . . . . .   6,620,778    6,621   2,480,165    (746,875)   (1,747,087)
Shares issued
Shares issued in exchange for extended business model  20,000,000   20,000     (20,000)
Shares issued for note. . . . . . . . . . . . . . . .     150,000      150      29,850                                 (30,095)
Shares issued in exchange for services. . . . . . . .     210,000      210      71,790
Shares issued for cash. . . . . . . . . . . . . . . .   4,050,000    4,050     805,950
Shares issued under stock performance plan. . . . . .   3,300,000    3,300
Net loss for period ending 12/31/00                                                                   (1,209,739)

BALANCES                                             --------------------------------------------------------------------------
December 31, 2000 . . . . . . . . . . . . . . . . . .  34,330,778  $34,331  $3,367,755   $(746,875)  $(2,956,826)  $   (30,095)
                                                       ==========  =======  ===========  ==========  ============  ============
Shares Issued
Shares Issued for debt conversion . . . . . . . . . .   7,350,000    7,350     233,150           -             -             -
Shares issued under stock performance plan. . . . . .   2,450,000    2,450           -           -             -             -
Net loss for Six Months Ending June 30, 2001. . . . .           -        -           -           -      (445,890)            -

BALANCES                                             --------------------------------------------------------------------------
June 30, 2001 . . . . . . . . . . . . . . . . . . . .  44,130,778  $44,131  $3,600,905   $(746,875)  $(3,402,716)  $   (30,095)
                                                       ==========  =======  ===========  ==========  ============  ============

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

                                        6


                                   XRAYMEDIA.COM
                             (FORMERLY  E-BIDD.COM)
                      (A COMPANY IN THE DEVELOPMENT STAGE)
                       STATEMENTS OF STOCKHOLDERS' EQUITY
  Period from March 1, 1994 (inception of development stage), to June 30, 2001
                                   (unaudited)
                             (continued from page  )

                                                     Stockholder's
                                                         Equity
                                                       ----------
<S>                                                    <C>
BEGINNING BALANCE                                   -------------
at inception of development, March 1, 1994. . . . . .  $       -
Shares issued
Net loss for period ending 12/31/94

BALANCES                                            -------------
December 31, 1994 . . . . . . . . . . . . . . . . . .          -
Shares issued
Net loss for period ending 12/31/95

BALANCES                                            -------------
December 31, 1995 . . . . . . . . . . . . . . . . . .          -
Shares issued
Net loss for period ending 12/31/96

BALANCES                                            -------------
December 31, 1996 . . . . . . . . . . . . . . . . . .    (21,665)
Shares issued
Net loss for period ending 12/31/97

BALANCES                                           --------------
December 31, 1997 . . . . . . . . . . . . . . . . . .     62,864
Shares issued
Net loss for period ending 12/31/98

BALANCES                                           --------------
December 31, 1998 . . . . . . . . . . . . . . . . . .    (14,925)
Shares issued
Net loss for period ending 03/31/99

BALANCES                                             ------------
March 31, 1999. . . . . . . . . . . . . . . . . . . .    (14,925)
Shares issued
Shares issued for cash
Net loss for period ending 12/31/99

BALANCES                                            -------------
December 31, 1999 . . . . . . . . . . . . . . . . . .     (7,176)
Shares issued
Shares issued in exchange for extended business model
Shares issued for note
Shares issued in exchange for services
Shares issued for cash
Shares issued under stock performance plan
Net loss for period ending 12/31/00

BALANCES                                            -------------
December 31, 2000 . . . . . . . . . . . . . . . . . .  $(331,710)
                                                       ==========
Shares Issued
Shares Issued for debt conversion . . . . . . . . . .          -
Shares issued under stock performance plan. . . . . .          -
Net loss for Six Months Ending June 30, 2001. . . . .          -

BALANCES                                             ------------
June 30, 2001 . . . . . . . . . . . . . . . . . . . .  $(534,650)
                                                       ==========
</TABLE>

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

                                        7


                                   XRAYMEDIA.COM
                             (FORMERLY  E-BIDD.COM)
                      (A COMPANY IN THE DEVELOPMENT STAGE)
                       STATEMENTS OF STOCKHOLDERS' EQUITY
  Period from March 1, 1994 (inception of development stage), to June 30, 2001
                                   (unaudited)
                             (continued from page  )

<TABLE>
<CAPTION>
                              Six Months Six Months   Six Months
                                Ended       Ended        Ended
                               June  30   June  30    December 31
                                 2001       2000         2000
                               --------    -------      ------
<S>                            <C>         <C>          <C>
Conversion of debt to
common stock. . . . . . . . .  $240,500    $     -      $    -

Shares issued under
Stock Performance Plan. . . .  $  2,450    $     -      $3,300

Shares issued in exchange for
services. . . . . . . . . . .  $      -    $72,000      $    -
                               --------    -------      ------
                               $242,950    $72,000      $3,300
                               --------    -------      ------
</TABLE>

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

                                        8


                                  XRAYMEDIA.COM
                             (FORMERLY  E-BIDD.COM)
                      (A COMPANY IN THE DEVELOPMENT STAGE)
                            STATEMENTS OF CASH FLOWS
                    Six months ended June 30, 2001 and  2000

                                   (unaudited)
<TABLE>
<CAPTION>


                                               Period from
              Six Months Ended     Six Months Ended     March 1, 1994, (Inception
                          June 30     June 30      of the development
                          -------     -------
                                              stage) through

                                                      2001        2000      June 30, 2001
                                                   ----------  ----------  ---------------
<S>                                                <C>         <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings (loss) . . . . . . . . . . . . . . .  $(445,890)  $(559,682)     ($3,402,716)
Adjustments to reconcile net earnings
 (loss) to net cash used by operating activities:
Depreciation and amortization . . . . . . . . . .      6,760       6,367           32,737
Shares Isued for Settlement of Debt . . . . . . .    240,500           -          240,500
Shares Issued for Stock Performance Plan. . . . .      2,450           -            5,750
Shares issued in exchange for services
charged to Professional fees. . . . . . . . . . .          -      72,000           72,000
Abandonment of furniture & equipment. . . . . . .          -           -           30,809
Write-off of goodwill . . . . . . . . . . . . . .          -           -          464,831
CHANGES IN CURRENT ASSETS AND CURRENT
ASSETS AND CURRENT LIABILITIES:
(Increase) decrease in current assets:
Accounts receivable . . . . . . . . . . . . . . .      4,500     (63,145)          (2,143)
Prepaids and deposits . . . . . . . . . . . . . .       (187)    (35,280)         (10,571)

Increase (decrease) in current liabilities:
Accounts payable and accrued expenses . . . . . .    146,631      65,162          301,893
                                                   ----------  ----------  ---------------
Advances. . . . . . . . . . . . . . . . . . . . .     17,198           -          303,687
NET CASH  USED FOR OPERATING ACTIVITIES . . . . .    (28,038)   (514,578)      (1,963,223)
                                                   ----------  ----------  ---------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of furniture and equipment. . . . . .     (3,748)    (35,954)        (121,426)
Acquisition of website equipment. . . . . . . . .          -    (117,350)               -
(Purchase) of  goodwill . . . . . . . . . . . . .          -           -         (464,831)
                                                                           ---------------
(increase) decrease in Subscriptions Receivable .          -           -          (30,095)
NET CASH (USED) FOR INVESTING ACTIVITIES. . . . .     (3,748)   (153,304)        (616,352)
                                                   ----------  ----------  ---------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Increase in Bonds Payable . . . . . . . . . . . .          -           -        1,749,911
Sale of common stock. . . . . . . . . . . . . . .          -     840,000          840,000
                                                   ----------  ----------  ---------------
NET CASH PROVIDED  BY FINANCING
 ACTIVITIES . . . . . . . . . . . . . . . . . . .          -     840,000        2,589,911
                                                   ----------  ----------  ---------------
NET INCREASE (DECREASE) IN CASH . . . . . . . . .    (31,786)    172,118           10,336
CASH, beginning of period . . . . . . . . . . . .     42,122       7,824                -
                                                   ----------  ----------  ---------------
CASH, end of period . . . . . . . . . . . . . . .  $  10,336   $ 179,942   $       10,336
                                                   ==========  ==========  ===============

SUPPLEMENTAL DISCLOSURE:

Noncash investing and financing activities
Shares issued in Settlement of Debt . . . . . . .  $ 240,500   $       -
                                                   ==========  ==========
Shares issued in exchange for services. . . . . .  $       -   $  72,000
                                                   ==========  ==========
</TABLE>


No  significant  amounts  of  interest  or  taxes  were
paid  during  the  periods  shown  above.
See  Notes  to  Financial  Statements

                                        9


                              XRAYMEDIA.COM,  INC.
                          (FORMERLY  E-BIDD.COM,  INC.)
                      (A  COMPANY  IN  THE  DEVELOPMENT  STAGE)
                          NOTES  TO  FINANCIAL  STATEMENTS
                   SIX  MONTHS  ENDED  JUNE  30,  2001  AND  2000


NOTE  A  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  PRINCIPLES

A.  ACCOUNTING  ESTIMATES

THE  PREPARATION  OF  FINANCIAL STATEMENTS IN CONFORMITY WITH GENERALLY ACCEPTED
ACCOUNTING PRINCIPLES REQUIRES MANAGEMENT TO MAKE ESTIMATES AND ASSUMPTIONS THAT
AFFECT  THE  REPORTED  AMOUNTS  OF  ASSETS  AND  LIABILITIES  AND  DISCLOSURE OF
CONTINGENT  ASSETS  AND  LIABILITIES AT THE DATE OF THE FINANCIAL STATEMENTS AND
THE  REPORTED  AMOUNTS  OF  REVENUES  AND  EXPENSES DURING THE REPORTING PERIOD.
ACTUAL  RESULTS  COULD  DIFFER  FROM  THOSE  ESTIMATES.

B.  BASIC  EARNINGS  PER  SHARE

BASIC  EARNINGS  (LOSS)  PER  SHARE  HAVE  BEEN  CALCULATED  IN  CONFORMITY WITH
FINANCIAL ACCOUNTING STANDARDS BOARD STATEMENT NO. 128 "EARNINGS PER SHARE". THE
COMPANY  HAS  A  SIMPLE  CAPITAL  STRUCTURE WITH NO SIGNIFICANT POTENTIAL COMMON
SHARES.  BASIC  EARNINGS  (LOSS) PER SHARE IS CALCULATED WEIGHTED ON THE AVERAGE
NUMBER  OF  COMMON  SHARES  OUTSTANDING  EACH  JUNE  30  (2001  -  37,089,111;
2000  -  14,337,445).


C.  GOING  CONCERN

XRAYMEDIA HAS HAD MINOR SALES AND SUFFERED RECURRING LOSSES FROM OPERATIONS THAT
RAISE  SUBSTANTIAL  DOUBT  ABOUT  ITS  ABILITY  TO  CONTINUE AS A GOING CONCERN.
MANAGEMENT  PLANS  IN  REGARDS  TO  THESE  MATTERS  IS  TO GROW THROUGH BUSINESS
COMBINATIONS  RATHER  THEN  TO  SEEK IMMEDIATE, SHORT-TERM EARNINGS. HOWEVER, IN
ORDER  TO  SUPPORT  EXISTING  OPERATIONS  AND  TO  FUND  PROPOSED  ACQUISITIONS,
ADDITIONAL BANK, PRIVATE AND/OR EQUITY FINANCING MUST BE OBTAINED. ADDITIONALLY,
XRAYMEDIA  PLANS  TO  INCREASE ITS SALES THROUGH ITS WEBSITE, WWW.XRAYMEDIA.COM.

ADDITIONALLY,  THE  COMPANY COMPLETED PRIVATE PLACEMENTS THAT GENERATED $840,000
IN  CASH  THAT WAS USED MAINLY FOR WORKING CAPITAL FOR THE REMAINDER OF THE YEAR
2000.  THE  CASH  GENERATED  THROUGH  THE  PRIVATE  PLACEMENT WAS EXPECTED TO BE
SUFFICIENT  TO COVER ALL THE OPERATING COST FOR THE PERIOD MENTIONED. DUE TO THE
WEBSITE  LAUNCH  DELAYS  AND  UNEXPECTED EXPENDITURES ON INTERNAL DEVELOPMENT OF
REPLACEMENT AUCTION SOFTWARE IT WAS NECESSARY FOR MANAGEMENT TO ARRANGE ADVANCES
TO  XRAYMEDIA.

D.  YEAR  2000  COMPLIANCE

AS  OF  JUNE  30,  2001,  THE  COMPANY HAS NOT EXPERIENCED ANY Y2K OR SUBSEQUENT
PROBLEMS.

                                       10


E.  OFFICE  FURNITURE  AND  EQUIPMENT

OFFICE  FURNITURE  AND  EQUIPMENT  PURCHASES  ARE  CAPITALIZED  AND  THE  COST
DEPRECIATED  OVER  THE  ESTIMATED  USEFUL LIVES OF THE RELATED ASSETS, GENERALLY
FIVE  TO SEVEN YEARS. OFFICE FURNITURE AND EQUIPMENT ABANDONED IS WRITTEN OFF AT
THE  TIME  OF  THE  ABANDONMENT.  WEBSITE  EQUIPMENT WAS RECLASSIFIED DURING THE
2000  AUDIT  AS  CURRENT PERIOD EXPENSE AND PURCHASES SUBSEQUENT TO DECEMBER 31,
2000
WERE  RECORDED  ACCORDINGLY.


F.  ISSUANCE  OF  COMMON  STOCK

THE  ISSUANCE  OF COMMON STOCK FOR OTHER THAN CASH IS RECORDED BY THE COMPANY AT
MANAGEMENT'S  ESTIMATE  OF  THE  FAIR  VALUE  OF  THE ASSETS ACQUIRED OR SERVICE
RENDERED.

G.     INCOME  TAXES

IN  2000,  1999 AND 1998 ONLY THE MINIMUM STATE TAXES WERE PAID. THE COMPANY HAS
NET OPERATING LOSS CARRY FORWARDS OF APPROXIMATELY $2,100,000, WHICH WILL EXPIRE
IN  2013  AND  2014.

H.     FUNCTIONAL  CURRENCY

THE  FINANCIAL  STATEMENTS  ARE STATED IN U. S. DOLLARS, WHICH IS THE FUNCTIONAL
CURRENCY  OF  THE  COMPANY.


I.     DEFERRED  TAX  ASSETS

DIFFERENCES  BETWEEN ACCOUNTING RULES AND TAX LAWS CAUSE DIFFERENCES BETWEEN THE
BASES OF CERTAIN ASSETS AND LIABILITIES FOR FINANCIAL REPORTING PURPOSES AND TAX
PURPOSES.  THE  TAX  EFFECTS  OF  THESE  DIFFERENCES,  TO  THE  EXTENT  THEY ARE
TEMPORARY,  ARE  RECORDED  AS DEFERRED TAX ASSETS AND LIABILITIES UNDER SFAS 109
AND  CONSIST  PRIMARILY  OF  NET  OPERATING  LOSS  CARRY  FORWARDS  AMOUNTING TO
APPROXIMATELY  $2,500,000.  BECAUSE  OF  THE  UNCERTAINTY  OF  UTILIZING THE NET
OPERATING  LOSS  CARRY  FORWARD,  A  VALUATION ALLOWANCE OF THE MAXIMUM HAS BEEN
PROVIDED  AGAINST  THE  DEFERRED  TAX  ASSET.

NOTE  B  -  FURNITURE  AND  EQUIPMENT

PROPERTY  AND  EQUIPMENT  AT  JUNE  30,  2001  CONSISTED  OF:

                                           (2001)            (2000)
                                         ----------------------------
FURNITURE  AND  EQUIPMENT                  $71,406          $35,954
LESS:  ACCUMULATED  DEPRECIATION           (13,526)          (2,389)
                                           --------          -------
FURNITURE  AND  EQUIPMENT,  NET            $57,880          $33,565

DEPRECIATION  EXPENSE  FOR  THE  3  MONTHS  ENDED  JUNE  30,  2001  WAS  $3,380;
FOR  THE  SIX  MONTHS  ENDED  JUNE  30,  2001  $6,760.

                                       11


NOTE  C  -  COMMON  STOCK

DURING  THE  SIX  MONTHS  ENDED  JUNE  30,  2001 2,450,000 SHARES WERE ISSUED OF
COMMON STOCK,  AND  DURING  THE  YEAR  ENDED  DECEMBER 31, 2000 3,300,000 SHARES
WERE ISSUED OF  COMMON  STOCK  UNDER THE PERFORMANCE PLAN. SHARES WERE ISSUED TO
UNRELATED PARTIES WHO  HAVE  BEEN  INSTRUMENTAL  IN  THE  FUTURE PLANNING OF THE
COMPANY. ALSO DURING THE  SIX MONTHS ENDED JUNE 30, 2001 7,350,000  SHARES  WERE
ISSUED OF COMMON STOCK FOR PURPOSES  OF  SETTLING  OUTSTANDING  ACCOUNTS.


NOTE  D  -  ACCOUNTS  PAYABLE  AND  ACCRUED  EXPENSES

ACCOUNTS  PAYABLE  AND  ACCRUED  EXPENSES  AT  JUNE  30,  2001  CONSISTED  OF:

     ACCOUNTS  PAYABLE               $301,893
     ADVANCES                         313,687
                                     --------
                                     $615,580
                                     ========


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

GENERAL

AS  USED HEREIN THE TERMS "XRAY" AND "XRAYMEDIA " REFERS TO XRAYMEDIA.COM, INC.,
A  MINNESOTA  CORPORATION, ITS SUBSIDIARIES AND PREDECESSORS, UNLESS THE CONTEXT
INDICATES  OTHERWISE.  ON  JUNE  28,  2000 THE NAME WAS CHANGED FROM E-BIDD.COM,
INC.,  TO  XRAYMEDIA.COM INC. TO AVOID A POTENTIAL CONFLICT WITH ANOTHER TOTALLY
SEPARATE  AND  UNRELATED  COMPANY  BY  A  SIMILAR  NAME, WWW.EBID.COM, THAT ALSO
OPERATED  AS  AN  INTERNET  AUCTION  SITE.

XRAYMEDIA'S  PRINCIPAL  BUSINESS,  AT  PRESENT,  IS  A  GENERAL  MEDIA  INTERNET
SUPERPORTAL  CURRENTLY  UNDER DEVELOPMENT. THE WEBSITE, WWW.XRAYMEDIA.COM,  WHEN
COMPLETED,  WILL  BE  COMPRISED  OF  A  MAIN GENERAL MEDIA SUPERPORTAL THAT WILL
BRANCH  OUT  INTO  THREE  MEDIA  SPECIFIC  PORTALS:  CORPORATE  CULTURE;  MEDIA
COMMERCE;  AND  COMMUNITY  RESOURCES.  XRAYMEDIA  INTENDS  TO  SELL CONVENTIONAL
MEDIA  ADVERTISING  SPACE,  ONLINE  ADVERTISING,   AND  ADVERTISING  AND  PUBLIC
RELATIONS  SERVICES  VIA  ITS  INTERNET  WEBSITE.

ON  MAY  29,  2001  XRAYMEDIA.COM  INC., ANNOUNCED IT HAS ACQUIRED A DYNAMICALLY
INTERACTIVE STREAMING-AUCTION/INVENTORY  IMPLEMENTING  SOFTWARE SYSTEM FROM
TRANS4U LTD A UK CORPORATION. THE TRANSACTION ALLOWS FOR XRAYMEDIA TO RETAIN
OWNERSHIP OF THE REVISED SOFTWARE WITH  ALL  THE  NECESSARY  ADVERTISING/MEDIA
INDUSTRY  CATEGORIES  AND DATABASE STRUCTURES REQUIRED  FOR  THE LAUNCH OF ITS
MEDIA AUCTION. UNDER THE TERMS OF THE AGREEMENT XRAYMEDIA IS  NOT  TO  SELL,
LICENSE  OR DISTRIBUTE THE SOFTWARE TO ANY THIRD PARTIES FOR BUSINESS USE  AT
ANYTIME.  THE DEAL ALSO CALLS FOR THE TS4U SYSTEM NOT TO COMPETE IN THE
ADVERTISING/MEDIA  INDUSTRY WORLDWIDE. XRAYMEDIA CAN ONLY USE THE TECHNOLOGY FOR
THE  ADVERTISING/MEDIA  INDUSTRY  WORLDWIDE.

                                       12


XRAYMEDIA  INTENDS  THE  GENERAL  MEDIA  SUPERPORTAL  TO  BE  GEARED TOWARDS THE
BUSINESS  OF SELLING  CONVENTIONAL MEDIA ADVERTISING SPACE, ONLINE  ADVERTISING,
ADVERTISING AGENCY SERVICES AND PUBLIC RELATIONS SERVICES.  CLIENTS WILL BE ABLE
TO ACCESS A HOST OF  SERVICES  VIA THE  SUPERSITE,  INCLUDING  THE  PURCHASE  OF
  RADIO  AND  TELEVISION  ADVERTISING  TIME  IN  THE  TOP  10  MAJOR  U.S.
MARKETS,  CREATIVE  ADVERTISING  SERVICES  AND  PUBLIC  RELATIONS  SERVICES THAT
CATER  TO FINANCIAL, TECHNOLOGY AND REAL ESTATE CLIENTS.  SUBSEQUENT PHASES WILL
BE  INTENDED  TO  USHER  IN  THE  ABILITY  TO  BUY  MEDIA  ONLINE  IN  A  LARGER
SECTION  OF  MARKETS,  ONLINE  BANNER  ADVERTISING,  ADDED  INTERACTIVITY
FUNCTIONS,  AND  A  RANGE  OF  OTHER  CONTENT  AND  MEDIA  RELATED  SERVICES FOR
REGISTERED  USERS.  ACCORDINGLY,  XRAYMEDIA  INTENDS  ON  HOSTING  REAL-TIME
INTERNET-BASED AUCTIONS THAT PROVIDE MEDIA  BUYERS  AND  SELLERS WITH  AN ONLINE
EXCHANGE  OF  ADVERTISING  SPACE  AT  MARKET  DRIVEN  PRICES.

BECAUSE  WE  ARE  STILL  DEVELOPING OUR WEBSITE, WE HAVE YET TO PRODUCE A STEADY
REVENUE  STREAM.  XRAYMEDIA  LAUNCHED  ITS GENERAL MEDIA INTERNET SUPERPORTAL ON
APRIL  24,  2000  AND,  AFTER SIX MONTHS OF DEVELOPMENT; WE LAUNCHED A NEW MEDIA
SUPERPORTAL  AND  MEDIA  AUCTION  TEST  SITE  ON  OCTOBER  24,  2000.  ON  JULY
12,  2001 XRAYMEDIA.COM  INC.,  ANNOUNCED  THAT  VERSION  1.0  OF  ITS  NEW LIVE
STREAMING MEDIA-MARKETPLACE WILL  BE  LAUNCHED ON TUESDAY, AUGUST 21, 2001 AT 12
P.M. EDT. THIS LAUNCH WILL CONSTITUTE THE FIRST RELEASE OF ITS RECENTLY ACQUIRED
STREAMING INVENTORY SOFTWARE SYSTEM. AT THAT TIME, MEDIA SELLERS WILL BE ABLE TO
OFFER ADVERTISING SPACE AND AIR-TIME THROUGH  THE  XRAYMEDIA  SITE, AND BUYERS
WILL BE ABLE TO BID FOR THE SPACE IN A LIVE, OPEN  MARKETPLACE  ENVIRONMENT,  AS
WELL  AS  THROUGH  ONE-ON-ONE   NEGOTIATION SESSIONS.

PLAN  OF  OPERATION

XRAYMEDIA'S  PLAN OF OPERATION FOR THE  REMAINDER  OF THE YEAR 2001  CONSISTS OF
COMMENCING  OPERATIONS  OF  ITS  LIVE  MEDIA  MARKETPLACE.  XRAYMEDIA FEELS THAT
COMMENCED OPERATIONS  WILL  ENABLE  IT  TO ENGAGE IN THE BUSINESS OF SELLING
CONVENTIONAL MEDIA  ADVERTISING  SPACE,  ONLINE  ADVERTISING,  AND   ADVERTISING
AND  PUBLIC RELATIONS   SERVICES  VIA  ITS  INTERNET  SITE.  XRAYMEDIA WILL ALSO
CONTINUE TO DEVELOP  STRATEGIC  RELATIONSHIPS  TO  HELP  IT REACH ITS INITIAL
REVENUE GOALS.


RESULTS  OF  OPERATIONS

SALES

THERE  WERE  NO  REVENUES  TO  DATE  IN  2001, BUT XRAYMEDIA HAS GENERATED MINOR
REVENUES  FROM OPERATIONS  INCLUDING  MEDIA  SERVICE  SALES  DURING  2000.

LOSSES

NET  LOSSES  FOR THE SIX MONTHS ENDED JUNE 30, 2001,  DECREASED TO $445,890 FROM
$ 592,732  FOR  THE  SIX  MONTHS  ENDED  JUNE  30,  2000. THE DECREASE IN LOSSES
WAS PRIMARILY  ATTRIBUTABLE  TO  DECREASED  WEBSITE  DEVELOPMENT  COSTS.

XRAYMEDIA  EXPECTS TO CONTINUE TO INCUR LOSSES AT LEAST THROUGH FISCAL YEAR 2001
AND  THERE  CAN  BE  NO  ASSURANCE  THAT  XRAYMEDIA  WILL  ACHIEVE  OR  MAINTAIN
PROFITABILITY OR THAT REVENUES WILL BE GENERATED OR THAT GROWTH CAN BE SUSTAINED
IN  THE  FUTURE.

                                       13


EXPENSES

GENERAL  AND  ADMINISTRATIVE  EXPENSES  FOR  THE  SIX  MONTHS  ENDED  JUNE  30,
2001, DECREASED  TO  $445,890  FROM  $ 592,732 FOR THE SIX MONTHS ENDED JUNE 30,
2000. THE DECREASE IN GENERAL AND ADMINISTRATIVE EXPENSES WERE THE RESULT OF
DECREASED WEBSITE  DEVELOPMENT  COSTS,  AND  LOWER  PROFESSIONAL  (LEGAL/
ACCOUNTING) FEES.

DEPRECIATION  AND  AMORTIZATION  EXPENSES FOR THE SIX MONTHS ENDED JUNE 30, 2001
AND JUNE  30,  2000  WERE  $6,760  AND  $6,367,  RESPECTIVELY.

LIQUIDITY  AND  CAPITAL  RESOURCES

CASH  FLOWS  USED  BY  OPERATIONS  WAS $28,038 FOR THE SIX MONTHS ENDED JUNE 30,
2001, AND  $514,578  FOR  THE SIX MONTHS ENDED JUNE 30, 2000. THE DECREASE IN
NEGATIVE CASH FLOW  FOR  THE  SIX  MONTHS ENDED JUNE 30,  2001 WAS ATTRIBUTABLE
TO THE PARTIAL OFFSETTING  OF  EXPENSES  BY  SHORT  TERM  BORROWED  CAPITAL AND
CONVERTING SOME DEBT  TO  SHARES.

CASH  FLOWS  USED  BY  INVESTING  ACTIVITIES  WERE  $3,748  FOR  THE  SIX MONTHS
ENDED JUNE  30,  2001,  AND  $153,304  FOR  THE SIX MONTHS ENDED JUNE 30, 2000.
THE DECREASE  IN NEGATIVE  CASH  FLOWS  FOR  2001 IS  PRIMARILY  ATTRIBUTABLE TO
THE  LIMITED ACQUISITION  OF  WEBSITE  DEVELOPMENT  EQUIPMENT.

CASH  FLOWS  GENERATED  FROM  FINANCING  ACTIVITIES  WAS  $0  FOR  THE  SIX
MONTHS ENDED  JUNE  30,  2001  AND  $  840,000 FOR THE SIX MONTHS ENDED JUNE 30,
2000.  XRAYMEDIA'S  FINANCING  ACTIVITIES  FOR  2000 PRIMARILY  CONSISTED  OF
THE SALE OF THE  XRAYMEDIA'S  COMMON  STOCK PURSUANT TO PRIVATE  PLACEMENTS. TO
DATE IN 2001 FINANCING  TOOK  THE  FORM  OF  REDUCING  DEBT.

AS  INDICATED  ABOVE, XRAYMEDIA  HAS  FUNDED  ITS  CASH  NEEDS OVER THE  PERIODS
COVERED  BY  THIS  FORM  10-QSB  THROUGH  THE  ADVANCES  FROM  OUTSIDE PARTIES .
XRAYMEDIA INTENDS TO COVER ITS CASH NEEDS OVER THE  NEXT  TWELVE MONTHS  IN PART
THROUGH OUTSIDE  ADVANCES,  THROUGH  AUCTION SITE REVENUES BUT PRIMARILY THROUGH
SALE OF ADDITIONAL SHARES  OF  ITS  COMMON  STOCK  PURSUANT  TO  A  REGISTRATION
STATEMENT OR  AN  APPROPRIATE EXEMPTION  FROM  REGISTRATION.  HOWEVER,  THERE IS
NO  GUARANTEE THAT XRAYMEDIA WILL BE  ABLE  TO  RAISE  ADDITIONAL FUNDS FROM THE
SALE  OF  ITS  SECURITIES.

ON  JANUARY  18, 2000,  XRAYMEDIA  CONDUCTED A  PRIVATE  PLACEMENT  COMPRISED OF
TWENTY-TWO  NON-U.S.  RESIDENTS  AND FOUR  U.S.  RESIDENTS,  IN THE  AMOUNTS  OF
$500,000  AND  $340,000 FOR TOTAL GROSS PROCEEDS OF $840,000 WAS USED AS GENERAL
WORKING CAPITAL. THESE TOTAL GROSS PROCEEDS BOUGHT 4,200,000 UNITS AT A PRICE OF
$.20  PER  UNIT.  EACH UNIT  CONSISTED OF ONE SHARE  ("SHARE")  OF COMMON  STOCK
OF XRAYMEDIA AND ONE WARRANT TO PURCHASE AN ADDITIONAL SHARE OF COMMON  STOCK AT
A PRICE OF $.30 FOR A PERIOD OF ONE  YEAR  FROM  THE  DATE OF  ISSUANCE  ("FIRST
HOLD PERIOD")  AND AT A PRICE OF $.50 FOR A  PERIOD  OF ONE YEAR FROM THE END OF
THE FIRST  HOLD  PERIOD  ("SECOND  HOLD  PERIOD").

                                       14


CAPITAL  EXPENDITURES

XRAYMEDIA  MADE  SIGNIFICANT  EXPENDITURES  ON  PROPERTY  OR  EQUIPMENT  FOR
THE  DEVELOPMENT OF OUR WEBSITE, COMPUTERS AND SERVERS OVER THE PERIODS  COVERED
BY  THIS  REPORT  AND  EARLIER  REPORTS.  THE  ONLY  PLANNED  EXPENDITURES  ARE
ONGOING WEBSITE DEVELOPMENT AND OPERATING COSTS. XRAYMEDIA HAS BUDGETED $250,000
FOR  THIS  EXPENDITURE.

AS  OF  JUNE  30,  2001,  XRAYMEDIA'S  WEBSITE  IS  IN  ITS  TEST  STAGE  AND
EXPECTS TO  MEET  ITS  LAUNCH  DATE  OF  AUGUST 21, 2001 . XRAYMEDIA'S ESTIMATED
CASH REQUIREMENTS ARE  APPROXIMATELY  $875,000  ANNUALLY.  THE  MAJORITY  OF OUR
CASH REQUIREMENTS WILL  BE USED  FOR  PERSONNEL  COSTS,  PROFESSIONAL  FEES  AND
FURTHER WEBSITE DEVELOPMENT.

INCOME  TAX  EXPENSE  (BENEFIT)

XRAYMEDIA  HAS  NET  OPERATING LOSS CARRY FORWARDS OF  APPROXIMATELY  $2,500,000
WHICH  WILL  EXPIRE  IN  2013,  2014  AND  2015.



IMPACT  OF  INFLATION

XRAYMEDIA  BELIEVES  THAT  INFLATION  HAS HAD A NEGLIGIBLE  EFFECT ON OPERATIONS
OVER THE PAST THREE YEARS. XRAYMEDIA BELIEVES  THAT  IT  CAN OFFSET INFLATIONARY
INCREASES  IN  THE COST OF MATERIALS AND LABOR BY INCREASING SALES AND IMPROVING
OPERATING  EFFICIENCIES.


YEAR  2000  COMPLIANCE

AS  OF THE DATE OF FILING THIS FORM 10-QSB,  XRAYMEDIA HAS NOT  EXPERIENCED  ANY
Y2K  COMPUTER  PROBLEMS.

                                       15


                           PART  II.  OTHER  INFORMATION


ITEM  1.  LEGAL  PROCEEDINGS.  NOT  APPLICABLE

ITEM  2.  CHANGES  IN  SECURITIES.  NOT  APPLICABLE.

ITEM  3.  DEFAULTS  UPON  SENIOR  SECURITIES.  NOT  APPLICABLE.

ITEM  4.  SUBMISSION  OF  MATTERS TO A VOTE OF SECURITY HOLDERS. NOT APPLICABLE.

ITEM  5.  OTHER  INFORMATION.  ON  OR ABOUT AUGUST 4, 1999, WE ISSUED 10,000,000
SHARES  OF  OUR COMMON STOCK TO LAURIER LIMITED TO ACQUIRE A LICENSE FOR CERTAIN
COMPUTER  SOFTWARE RELATED TO OUR AUCTION WEBSITE. BECAUSE WE NEVER RECEIVED THE
COMPUTER  SOFTWARE  FROM  LAURIER  LIMITED,  OUR  MANAGEMENT HAS CANCELLED THOSE
10,000,000  SHARES  OF  OUR  COMMON  STOCK.

ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K.

     (A)  EXHIBITS  REQUIRED  BY  ITEM  601  OF  REGULATION  S-B.

            EXH.   2  -  NOT  APPLICABLE
            EXH.   3  -  PREVIOUSLY  FILED  WITH  COMMISSION
            EXH.   4  -  PREVIOUSLY  FILED  WITH  COMMISSION
            EXH.  10  -  PREVIOUSLY  FILED  WITH  COMMISSION
            EXH.  11  -  INCLUDED  IN  FINANCIAL  STATEMENTS  FILED  IN  PART  I
            EXH.  15  -  NOT  APPLICABLE
            EXH.  18  -  NOT  APPLICABLE
            EXH.  19  -  NOT  APPLICABLE
            EXH.  22  -  NOT  APPLICABLE
            EXH.  23  -  NOT  APPLICABLE
            EXH.  24  -  NOT  APPLICABLE
            EXH.  27  -  FINANCIAL  DATA  SCHEDULE

     (B)  REPORTS  ON  FORM  8-K. NO REPORTS ON FORM 8-K WERE FILED BY US DURING
          THIS  QUARTER.

                                       16


                                   SIGNATURES

PURSUANT  TO  THE  REQUIREMENTS  OF  THE  SECURITIES  EXCHANGE  ACT OF 1934, THE
REGISTRANT  HAS  CAUSED THIS REPORT ON FORM 10-QSB TO BE SIGNED ON ITS BEHALF BY
THE  UNDERSIGNED  THEREUNTO  DULY  AUTHORIZED.


                               XRAYMEDIA.COM,  INC.


                              DATED:  AUGUST  15,  2001
                            BY:  /S/  RAYMOND  C.  DABNEY
                               RAYMOND  C.  DABNEY,
                                PRESIDENT  AND  CEO

                                       17


THIS  SCHEDULE  CONTAINS  SUMMARY  FINANCIAL  INFORMATION  EXTRACTED  FROM  THE
UNAUDITED  FINANCIAL  STATEMENTS  FOR  THE PERIOD ENDED MARCH 31, 2001 THAT WERE
FILED  WITH THE COMPANY'S REPORT ON FORM 10-QSB AND IS QUALIFIED IN ITS ENTIRETY
BY  REFERENCE  TO  SUCH  FINANCIAL  STATEMENTS.


 PERIOD  TYPE:                                          6-MOS
 FISCAL  YEAR  END:                               DEC-31-2001
 PERIOD  START:                                   JAN-01-2001
 PERIOD  END:                                     JUN-30-2001
 CASH:                                                 10,336
 SECURITIES:                                                0
 RECEIVABLES:                                          12,714
 ALLOWANCES:                                                0
 INVENTORY:                                                 0
 CURRENT  ASSETS:                                      23,050
 PP&E:                                                 71,406
 DEPRECIATION:                                         13,526
 TOTAL  ASSETS:                                        80,930
 CURRENT  LIABILITIES:                                615,580
 BONDS:                                                     0
 PREFERRED  MANDATORY:                                      0
 PREFERRED:                                                 0
 COMMON:                                               44,131
 OTHER  SE:                                          (534,650)
 TOTAL  LIABILITY  AND  EQUITY:                        80,930
 SALES:                                                     0
 TOTAL  REVENUES:                                           0
 CGS:                                                       0
 TOTAL  COSTS:     0
 OTHER  EXPENSES:                                           0
 LOSS  PROVISION:                                           0
 INTEREST  EXPENSE:                                      7177
 INCOME  PRETAX:                                     (445,890)
 INCOME  TAX:                                               0
 INCOME  CONTINUING:                                 (445,890)
 DISCONTINUED:                                              0
 EXTRAORDINARY:                                             0
 CHANGES:                                                   0
 NET  INCOME:                                        (445,890)
 EPS  BASIC:                                            (0.01)
 EPS  DILUTED:                                          (0.01)

                                       18