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

                                 FORM 10-QSB

(Mark One)
[x] QUARTERLY REPORT UNDER SECTION 13 OF 15(d)OF THE SECURITIES EXCHANGE ACT
OF 1934
                            For the quarterly period ended December 31, 2000
                                                           ------------------

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
                            For the transition period from          to
                                                           ---------   ------

                            Commission file number   000-28335
                                                   ----------------

                           Web4Boats.com, Inc.
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    (Exact name of small business issuer as specified in its charter)

            Delaware                                       84-1080043
----------------------------------                   ------------------------
(State or other jurisdiction of                         (IRS Employer
 incorporation or organization)                       Identification No.)


                                P.O. BOX 1028
                          LA JOLLA, CALIFORNIA 92038
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                  (Address of principal executive office)

                               (858) 459-2628
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                        (Issuer's telephone number)


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(Former name, former address, and former fiscal year, if changed since last
report)

State the number of shares outstanding of each of the issuer's classes of
common equity as of the latest practicable date: 15,199,355 as of February 2,
2001

Transitional Small Business Format (Check one):  Yes [ ] No [x]

                              WEB4BOATS.COM, INC.

                                  FORM 10-QSB







                              TABLE OF CONTENTS

                                                                       Page

PART I--FINANCIAL INFORMATION----------------------------------------

Item 1.  Financial Statements----------------------------------------

     Independent Accountant's Review Report--------------------------

     Balance Sheets--------------------------------------------------

     Statements of Operations----------------------------------------

     Statements of Cash Flows----------------------------------------

     Notes to Financial Statements-----------------------------------

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

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

Item 1.  Legal Proceedings-------------------------------------------

Item 2.  Changes in Securities---------------------------------------

Item 3.  Defaults Upon Senior Securities-----------------------------

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

Item 5.  Other Information-------------------------------------------

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

     10(1)     Consulting Agreement Gary Bryant----------------------

     10(2)     Consulting Agreement Carlos Jorge DeBaisieux----------

     10(3)     Consulting Agreement OTCVision.com, Inc.--------------

     10(4)     Consulting Agreement 37.9, Inc.-----------------------


Signatures-----------------------------------------------------------











                         PART I--FINANCIAL INFORMATION

Item 1.  Financial Statements.


	Independent Accountant's Review Report




January 29, 2001



To the Board of Directors and Shareholders
   of Web4Boats.com, Inc.:

I have reviewed the accompanying balance sheets of Web4Boats.com, Inc. as of
December 31, 2000 and 1999, and the related statements of operations for each
of the three months and nine months then ended, and the related statements of
cash flows for each of the nine months then ended. These financial
statements are the responsibility of the Company's management.

I conducted my review in accordance standards established by the American
Institute of Certified Public Accountants.  A review of interim financial
information consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and
accounting matters.  It is substantially less in scope than an audit in
accordance with generally accepted auditing standards, the objective of which
is the expression of an opinion regarding the financial statements taken as
a whole.  Accordingly, I do not express such an opinion.

Based on my review, I am not aware of any material modifications that should
be made to the accompanying financial statements in order for them to be in
conformity with generally accepted accounting principles.

The accompanying financial statements have been prepared assuming that
Web4Boats.com, Inc. will continue as a going concern.  As discussed in Note 7
to the financial statements, the Company has suffered recurring losses from
operations and has a net capital deficiency that raise substantial doubt about
its ability to continue as a going concern.  Management's plans in regard to
these matters are also described in Note 1.  The financial statements do not
include any adjustments that might result from the outcome of this uncertainty.





Carl S. Sanko
Topanga, California








	Web4Boats.com, Inc.
	Balance Sheets
	December 31, 2000 and 1999





								   December 31,    December 31,
           	                                              2000            1999



Assets


Current assets
  Cash	                                         $  23,612         $    746
  Prepaid assets	                                     258,694                0
	Total current assets                             282,306              746


Property and equipment
  Equipment	                                             2,444           33,604
  Accumulated depreciation	                          (  610)        (  3,209)
	Property and equipment, net	                     1,834           30,395


Other assets
  Trademarks, net 	                                 8,020           12,068
	Total other assets	                           8,020           12,068


Total assets	                                  $  292,160       $   43,209














	See accompanying notes to financial statements



	- Unaudited -






	Web4Boats.com, Inc.
	Balance Sheets
	December 31, 2000 and 1999



	                                             December 31,    December 31,
           	                                               2000            1999



Liabilities and Shareholders' Equity


Current liabilities
  Accounts payable                   	           $  311,941       $  105,947
  Accrued expenses	                                  7,661            2,858
  Accrued litigation settlement	                     42,500           42,500
    Short-term borrowings	                          201,885           18,000
	Total current liabilities	                    563,987          169,305



Shareholders' equity (deficit)
  Preferred stock, par value $.001,
	20,000,000 shares authorized,
	0 and 10,000 issued and
	outstanding at December 31, 2000
	and 1999, respectively	                               0               10
  Common stock, par value $.001,
	100,000,000 shares authorized,
	13,698,693 and 4,683,460 issued
	and outstanding at December 31, 2000
	and 1999, respectively	                          13,699            4,683
  Paid in capital	                                   3,359,858        2,135,776
  Accumulated deficit	                            (3,645,384)      (2,266,565)
	Total shareholders' equity (deficit)	    (  271,827)      (  126,096)


Total liabilities and shareholders' equity	    $  292,160       $   43,209







	See accompanying notes to financial statements

	- Unaudited -





	Web4Boats.com, Inc.
	Statements of Operations
	For the Nine Months Ended December 31, 2000 and 1999






	                                           9 Months Ended   9 Months Ended
	                                             December 31,    December 31,
           	                                              2000             1999






Revenues                       	               $    3,997        $       72




Operating expenses:
  Salaries	                                           46,875            46,875
    Marketing	                                    285,381                 0
  General and administrative	                        971,571           193,651
Total operating expenses	                      1,303,827           240,526

Loss from operations	                           (1,299,830)         (240,454)

Other income:
  Gain on disposal of segment	                              0            72,552
Total other income	                                    0            72,552


Net loss	                                     $ (1,299,830)       $ (167,902)

Beneficial conversion feature on
  preferred stock	                                          0           100,000

Net loss applicable to common stock
  shareholders	                               $ (1,299,830)       $ (267,902)


Basic and dilutive loss per share	                  $  (.15)          $  (.06)




	See accompanying notes to financial statements

	- Unaudited -





	Web4Boats.com, Inc.
	Statements of Operations
	For the Three Months Ended December 31, 2000 and 1999






	                                           3 Months Ended   3 Months Ended
	                                             December 31,    December 31,
           	                                              2000             1999






Revenues                       	               $    2,149        $       27




Operating expenses:
  Salaries	                                           15,625            15,625
    Marketing	                                     57,417                 0
  General and administrative	                        295,694            72,567
Total operating expenses	                        368,736            88,192


Net loss	                                       $ (366,587)       $ ( 88,165)


Basic and dilutive loss per share	                  $  (.03)          $  (.01)
















	See accompanying notes to financial statements

	- Unaudited -


	Web4Boats.com, Inc.
	Statements of Cash Flows
	For the Nine Months Ended December 31, 2000 and 1999


	                                            9 Months Ended  9 Months Ended
	                                              December 31,   December 31,
           	                                                2000           1999

Cash flows from operating activities
  Net loss                       	              $ (1,299,830)      $ (167,902)
  Adjustments to reconcile net loss to
	net cash used in operating activities
	  Depreciation and amortization	               2,001            4,051
	  Common stock issued for services	             732,011           46,875
	  Gain on disposal of segment	                         0          (72,552)
	  Changes in operating assets and
		liabilities
		  Accounts Receivable	                         0            3,028
		  Inventory	                                     0            5,340
		  Prepaid expenses	                    97,833                0
		  Accounts payable	                   155,289           40,877
		  Accrued expenses	                     5,255           11,937
       	  Short-term borrowings        	       154,881          (32,000)
Net cash provided by (used in) operating
	activities	                                    (152,560)        (160,346)


Cash flows from investing activities
  Sale of business operations	                               0          100,307
  Purchases of fixed assets	                               0          (33,604)
  Purchases of trademarks	                               0          (12,910)
  Sale of fixed assets	                                26,187                0
    Deposits refunded	                                     0            6,316
 Net cash provided by (used in) investing
	activities	                                      26,187           60,109


Cash flows from financing activities
  Proceeds from issuance of preferred stock	             0          100,000
Proceeds from issuance of common stock
	                                                  10,000                0
    Issuance of common stock in payment of
 	interest 	                                     118,925                0
 Net cash provided by (used in) financing
	activities	                                     128,925          100,000


Net increase (decrease) in cash	                     2,552             (237)

Cash, beginning of year	                                21,060              983

Cash, end of year	                                   $  23,612        $     746

	See accompanying notes to financial statements

	- Unaudited -

	NOTES TO FINANCIAL STATEMENTS


NOTE	1  Summary of significant accounting policies

		Organization and business
	Web4boats.com, Inc. ("the Company"), a Delaware Corporation, was
incorporated on February 4, 1994 as New York Bagel Exchange, Inc.  Commencing
September 26, 1995, the Company has operated in the business of wholesale and
retail sales of bagels, sandwiches, baked goods, specialty coffees and related
items.  On August 22, 1997, the Company acquired the assets and liabilities of
Windom, Inc., a non-operating public shell, resulting in the retirement of all
the common and preferred shares of both companies, and the reissuance, by the
Company, of 2,594,560 shares of common stock.  The merger was accounted for,
in substance, as an issuance of stock for the net monetary asets of Windom,
Inc. on August 22, 1997, and the financial statements presented are those of
New York Bagel Exchange, Inc. since the date of its formation.  Subsequent to
the merger, the Company continued its wholesale and retail operations.  On
January 26, 1999, New York Bagel Exchange, Inc. changed its name to
Webboat.com, Inc., on April 2, 1999, Webboat.com, Inc. changed its name to
Windom.com, Inc., and on April 20, 1999, Windom.com, Inc. changed its name to
Web4boats.com, Inc.

	On March 22, 1999, the Board of Directors approved sale of the Company's
inventory and fixed assets for $120,000.  The Company ceased its bagel
business operations on March 25, 1999.  The actual disposal date of assets
subject to the sale was on April 19, 1999.  A gain of approximately $72,000
resulted upon the disposition. Per Accounting Principles Board opinion No. 30,
since the disposal date occurred subsequent to fiscal year 1999, the gain is
recognized on the realized date of April 19, 1999 and is therefore included as
"Other income" in the Statement of Operations for the nine months ended
December 31, 1999.

	During fiscal year 1999, the Company began making plans to develop a
commercial internet site in which boat builders, manufacturers, dealers,
marinas, individual buyers and sellers would come to advertise sales and
services related to the boating industry.  In fiscal 1999, the Company
incurred $259,375 of expense for marketing, consulting and other services
related to development of the Company's new business operations.
In April, 1999, the Company issued 1,010,000 shares of its common stock as
full payment for these services. Subsequently, for the nine months ended
December 31, 1999, the Company has continued to invest substantially in
website development and related costs.  The Company expects, as a going
concern, to realize future benefits from these costs.  However, all such
development costs are expensed as incurred.

	The Company has no revenues from its internet site for the nine months
ended December 31, 1999 and only minimal revenues for the nine months ended
December 31, 2000.  The Company expects, as a going concern, to derive
substantial revenues from the sale of advertisements in fiscal year 2001.

		Property and equipment
	Equipment is recorded at cost and depreciated over estimated useful lives
of five years using the straight-line method.  Trademarks are recorded at cost
and amortized over estimated useful lives of five years using the straight-
line method.

		Sale of operating assets
	In April, 2000, the Company paid $5,000 and returned $31,160 in computer
equipment it had purchased in July, 1999, from a vendor involved in the
development of the Company's e-commerce website in settlement of $15,500 in
payables to the vendor, of which $11,750 was accrued as of March 31, 2000.
The sale resulted in a loss of $15,687 for the nine months ended December 31,
2000.

		Income taxes
	The Company has net operating loss carryforwards from fiscal years 2000
and earlier of approximately $2,198,000 and $2,195,000 for federal and
California state tax purposes, respectively.  With additional loss for the
nine months ended December 31, 2000, the Company has total net operating loss
carryforwards at December 31, 2000 of approximately $2,674,000 and $2,670,000
for federal and California state tax purposes, respectively.  A deferred asset
for these amounts has not been accrued due to the uncertain nature of its
being realized.  Net operating loss carryforwards begin to expire in fiscal
year 2011 and 2004 for federal and California state tax purposes, respectively.

		Earnings per share
	The computation of loss per share of common stock is based on the weighted
average number of shares outstanding during each nine month period.


NOTE	2  Shareholders' equity

		Compensatory stock issuance
	During the nine months ended December 31, 1999 and 2000, the Company
received salary compensation valued at $46,875 in exchange for common stock.

		Stock options
	During fiscal year 1998, the Company recorded a charge to operations of
$687,500 for marketing and other services in exchange for issuance of stock
options.  The value for such services was computed as the difference between
the quoted market price at the option's measurement date and the option price.
All options were exercisable at time of grant and no options have been
exercised as of December 31, 2000.  The number of shares represented by stock
options outstanding at December 31, 2000 are 3,643,667 shares with an option
price of $.15 to $1.00 per share, and $1,516,698 in total, and with a market
price at date of grant of $.10 to $2.00 per share, and $2,054,650 in total.
Outstanding options expire on various dates from June, 2001 to March, 2003.
Included in stock options outstanding at December 31, 2000, are 1,500,000
shares which were determined to have a fair value per option of $.073 as of
the date of grant using the Black-Scholes option pricing model with the
following assumptions: expected price volatility of 57.7%, expected option
lives of three years, risk free interest rate of 6.0%.


		Stock redeemed and issued
	In April, 1999, the Company contractually redeemed, at par value,
1,215,000 shares of common stock, representing all the outstanding stock held
by a former officer of the Company.  The Company then issued 500,000 shares
of restricted common stock and stock options representing 500,000 shares of
common stock to a new officer as consideration for future services to be
rendered.

		Preferred stock
	In June, 1999, the Company authorized the issuance of 20,000,000 shares of
$.001 par value, preferred stock.  In August, 1999, 10,000 shares of preferred
stock was designated as Series A preferred stock with conversion rights of one
share of Series A preferred to 100 shares of common stock.  Subsequently, the
10,000 shares of Series A preferred was sold for $100,000 to a related party.
A beneficial conversion feature of $100,000 was present in the transaction and
is reflected in stockholders' equity at December 31, 2000.

	In August, 2000, the outstanding 10,000 shares of Series A preferred stock
were converted to 1,000,000 shares of common stock.  The Series A preferred
shares were then cancelled and returned to the status of authorized and
unissued.


NOTE	3  Related parties

		Short term borrowings
	At December 31, 1998, the Company had unsecured promissory notes,
inclusive of accrued interest, of $56,444, payable to two shareholders.  The
notes bear annual interest at rates of 10% to prime plus two percent.  The
notes were exchanged for 150,000 shares of stock in April, 1999.  At December
31, 1999, the Company had unsecured promissory notes, inclusive of accrued
interest, of $19,258, payable to two shareholders, and that bear annual
interest at a rate of 10%.

	During the nine months ended December 31, 2000, the Company received
$140,000 from eight lenders, two of which were related parties, in exchange
for promissory notes with interest at 12% per year and terms ranging from
seven days to six months.  As inducement to obtain the unsecured loans, the
Company issued a total of 560,000 shares of common stock, valued at $123,800,
of which $118,925 was recorded as interest expense during the nine months
ended December 31, 2000.  At December 31, 2000, the Company had unsecured
promissory notes, inclusive of accrued interest, of $209,546, payable to ten
shareholders, and that bear annual interest at rates of 10% to 12%.

		Stock options
	Represented in outstanding stock options are 3,320,000 shares at December
31, 2000 to related parties.







NOTE	4  Statements of Cash Flows

		Financial instruments
	The Company considers all liquid interest-earning investments with a
maturity of three months or less at the date of purchase to be cash
equivalents.

		Noncash transactions
	During the nine months ended December 31, 1999, the Company issued
1,010,000 shares of its common stock to third parties as compensation for
$259,375 in services accrued as of March 31, 1999, and 150,000 shares to
related parties in cancellation of $57,713 in short term borrowings and
accrued interest.

	During the nine months ended December 31, 2000, the Company issued
6,705,233 shares of its common stock, of which 3,133,333 shares were to
related parties.  The shares were compensation in exchange for $827,813 in
services, of which $124,828 had been accrued at March 31, 2000 and $258,694
is a prepaid expense at December 31, 2000.

		Interest paid
	During the nine months ended December 31, 1999, the Company charged to
operations interest expense of $778 and paid no interest.

	During the nine months ended December 31, 2000, the Company charged to
operations interest expense of $130,389 and paid $4,531 of interest in cash.


NOTE	5  Commitments and Contingencies

		Contract commitments
	On April 15, 1999, the Company entered into a one year consulting
agreement, with a related party, under which the Company agreed to pay
$10,000 per month, payable in cash or stock, for management and advisory
services.  The contract was renewed through March 31, 2001.  For the nine
months ended December 31, 2000, $4,000 in cash and 933,333 shares of common
stock, valued at $86,000 were issued as payment of services received
from April through December, 2000.

	During the nine months ended December 31, 2000, the Company entered into
contracts with eight vendors of marketing, consulting, and public relations
services, in which the Company issued 3,160,000 shares of its common stock,
having a market value of $500,550, in exchange for full payment of services to
be received over periods ranging from three months to one year.

		Litigation
	During fiscal 1999, a lawsuit was filed against the Company in which the
plaintiff, a former officer, claimed breach of employment contract related to
fiscal year 1998.  In May, 1999, the dispute was settled for $42,500.  The
unpaid settlement amount is accrued as of December 31, 2000 and 1999.




NOTE	6  Subsequent events

		Stock issued
	In January, 2001, the Company issued 600,000 shares of common stock to a
related party in payment of $42,000 in management services accrued at December
31, 2000.  Additionally, the Company issued 662,000 shares of common stock to
a third party ad agency in payment of services of $244,940 which have been
accrued at December 31, 2000.


NOTE	7  Going concern

	The Company has suffered recurring losses from operations and has a net
capital deficiency that raise substantial doubt about its ability to continue
as a going concern.  During fiscal year ended March 31, 1999, as a result of
not being able to meet its obligations as they became due, the Company saw no
alternative but to sell its operating assets, as described in Note 1 above.
Note 1 also describes management's plans in regard to perpetuating its
existence through new operations related to internet marketing and the boating
industry.  The Company has the ability to raise funds through the public
equity market and, as stated in Notes 2, 3 and 4, has paid significant
liabilities to related and other parties with common stock and raised
substantial funds from a related party in the private sector as well.  While
such plans and fundraising ability seem to mitigate the effect of prior years'
losses and deficits, the Company is essentially only beginning to market in a
new industry.  The inability to assess the likelihood of the effective
implementation of management's plans in this new environment also raises
substantial doubt about its ability to continue as a going concern.

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

     You should read the following discussion of our results of operations and
financial condition in conjunction with our consolidated financial statements
and related notes included elsewhere in this Form 10-QSB.  Unless specified
otherwise as used herein, the terms "we," "us" or "our" refers to
Web4Boats.com, Inc.

     The following Management's Discussion and Analysis or Plan of Operation
contains certain forward-looking statements regarding future financial
condition and results of operations and the company's business operations.  We
have based these statements on our expectations about future events.  The
words "may," "intend," "will," "expect," "anticipate," "objective,"
"projection," "forecast," "position" or negatives of those terms or other
variations of them or comparable terminology are intended to identify forward-
looking statements.  We have based these statements on our current
expectations about future events.  Although we believe that our expectations
reflected in or suggested by our forward-looking statements are reasonable, we
cannot assure you that these expectations will be achieved.  Our actual
results may differ materially from what we currently expect.  Important
factors which could cause our actual results to differ materially from the
forward-looking statements include, without limitation:  (1) general economic
and business conditions, (2) effect of future competition, and (3) failure to
raise needed capital.

OVERVIEW

     Prior to entering into the Internet market and boating industry, the
Company, as a non-operating entity, merged with a business known as New York
Bagel Exchange, Inc. in September 1997.  (For accounting purposes, the merger
resulted in a continuation of the bagel company's operations.)  The Company
engaged in the business of wholesale and retail sales of bagels, sandwiches,
baked goods, specialty coffee and related items at a single store.  The
Company's Board of Directors approved the sale of the Company's inventory and
fixed assets and ceased the bagel related operations on March 25, 1999.  The
actual sale of assets was on April 19, 1999.  All management of New York Bagel
Exchange, Inc. resigned and new management was subsequently appointed.  On
April 20, 1999, the Company changed its name (and direction of its business)
to Web4Boats.com, Inc. and commenced developing a commercial Internet site in
which boat dealers, marinas, individual buyers and sellers would come to
advertise sales and services related to the professional and recreational
boating industry.

     To date, the Company has had very little revenue from any of its website
or related operations.  The Company's two revenue streams are:  (1) affiliate
programs and (2) advertising, particularly classified advertising of boats for
sale.

     We are currently set up to derive revenue from fees and commissions from
affiliate programs, such as Amazon.com, Hoosie Boat Transport, Voyager
Insurance Services, Inc., West Marine, and Marine Express.   We expect to add
to these revenue generating opportunities with future revenues from fees paid
by banner advertisement placements and links to other websites.  It is
anticipated that the enhancement of the website would include Boat
Dealers/Brokers, Boat Builders/Manufacturers, Marinas, and other recreational
suppliers having access to our program and services by paying initial
placement fees, as well as ongoing monthly fees based upon, among other
things, the size of territory, demographics and the transmittal of purchase
requests to them.

     We anticipate that we will derive direct revenue from the volume of
purchases made as a result of visiting our website.  We also believe our
ability to attract subscribing dealers/brokers and other affiliates for our
website, is directly related to the volume of visits and subsequent purchases
we expect to occur as a result of a visit to our website.  As of December 31,
2000, we had an historic daily average over the preceding month of
approximately 7,342 impressions with an historic daily average of
approximately 197 user sessions per day.  The Company believes this is a fair
approximation of the use of the site by the boating public at this time
because most of the development work by website designers visiting the site
has been completed.

     It is anticipated that sales and marketing costs will consist primarily
of promotion and advertising to build brand awareness and encourage potential
customers to visit our website.  We will use Internet advertising, as well as
traditional media, such as television, radio and print.  The majority of our
Internet advertising expense is expected to be initially comprised of fees for
advertising services and later of sponsorship and banner advertising
agreements with Internet portals such as Alta Vista, Excite, and Lycos as well
as advertising and marketing affiliations with online boating and recreational
information providers.  The Internet portals and online boating and
recreational information providers charge a combination of set-up, initial,
annual, monthly and variable fees.  Set-up fees are incurred for the
development of the link between our website and their website.  No such banner
advertising is currently in place due to the company's lack of capital.

     The Company began accruing commissions from products being purchased by
Web4Boats.com viewers being linked to the company's affiliation program in
September, 1999.  Revenues from that buying through December 31, 2000,
however, continues to be minimal.

     The Company expects to derive substantially all of its revenues from the
sale of advertisements, particularly classified advertisements of boats for
sale.  The Company's revenues are derived principally from the sale of
advertisements on short-term contracts.  The  Company's standard rates for
advertising currently range from $25-100 per 1,000 impressions.  The Company
currently has no banner advertisers and its impressions are currently running
approximately 7,342 per day.

     The Company has a limited operating history as an Internet company, and
its prospects are subject to the risks, expenses and difficulties frequently
encountered by companies in the new and rapidly evolving markets for Internet
products and services.  The Company's operating results may fluctuate
significantly in the future as a result of a variety of factors, many of which
are outside the Company's control.  These factors include the level of usage
of the Internet, demand for Internet advertising, seasonal trends in both
Internet usage and boat advertising placements, the advertising budgeting
cycles of individual advertisers, the amount and timing of capital
expenditures and other costs relating to the expansion of the Company's
operations, the introduction of new products or services by the Company or its
competitors, pricing changes in the industry, technical difficulties with
respect to the use of Web4Boats.com, general economic conditions and economic
conditions specific to the Internet and online media.  As a strategic response
to changes in the competitive environment, the Company may from time to time
make material pricing, service or marketing decisions that effect the
Company's business.  Due to all of the foregoing factors, in some future
quarter the Company's operating results may fall below the expectations.

RESULTS OF OPERATIONS

     Revenues for the nine months ended December 31, 2000 were $3,997.

     Operating expenses consist of salaries, marketing and general and
administrative expenses.  General and administrative expense primarily
consists of executive, consulting, financial and legal expenses and related
costs. General and administrative expense was $971,571 for the nine months
ended December 31, 2000, an approximate $68,000 increase from the end of the
September 30, 2000, six month period, but the September 30, 2000, numbers
included marketing.  Therefore, the combined increase of General and
Administrative expense and Marketing was $353,111.  Virtually all of the
amounts up until September 30, 2000, were related to development of the
website business and include amounts owed to Internet Advisors Group, Inc. or
Blair Merriam, its sole shareholder and employee, for day-to-day management
services which has generally been met with the issuance of shares of Common
Stock.  The expenses subsequent to September 30, 2000, were mostly for
marketing.  This is consistent with the Company's push to establish its brand
name with the assistance of consultants and advertising companies.  Most of
this expense has been paid with the issuance of the Company's common stock,
both restricted and registered under Form S-8.  The resulting net loss for the
three months ended December 31, 2000, was $(1,299,830) or $(.15) per share.
This is only a per share $(.02) increase, but the number of outstanding shares
increased from 10,341,793 to 13,698,693.

     In April, 2000, all rights and obligations of Internet Advisors Group,
Inc. under the agreement were assigned to Blair Merriam, its sole shareholder
and employee.  The parties plan to reverse this assignment in the near future
to accommodate Mr. Merriam's personal financial interests which should have no
effect on the Company.  In addition, the agreement was renewed for a period to
expire March 31, 2001.

     The Company does not have any non-officer employees, and no cash salaries
or wages are currently being paid.  Depending on the success of the operation
and the availability of funds the Company hopes to begin to establish an
internal management team and staff.  Poor business results could delay this
plan indefinitely.  Under the terms of the agreement with Internet Advisors
Group, Inc. the Company is obligated to pay ten thousand dollars ($10,000) per
month that "may be made in either cash, stock, or any combination thereof."
Because the fees may be paid in stock, the Company does not believe it will
have any problems meeting its payment obligations under this agreement over
the next twelve months.  These shares have been registered under Form S-8 and
such issuances in the future will generally be so registered.  The Company
currently owes Mr. Merriam $20,000.  The following table illustrates the
issuances to date.

                                      Value of
          Date   Number of Shares   Shares Issued
---------------------------------------------------
          4/00      1,150,000          $115,000
          7/00        333,333          $ 50,000
         12/00        600,000          $ 36,000
Total               2,083,333          $201,000

     The prepaid consulting fees and advertising set forth in current assets
on the balance sheet are for agreements with Hector Beltran (advertising in
resorts in Mexico), Carlos Jorge DeBaisieux (advertising in resorts in
Argentina), 37.9, Inc. (investor relations), and OTCVision.com, Inc. (website
consulting and design).

     The accounts payable consist mainly of accounting, legal and website
design and development and advertising ($311,941; See paragraph 4 of Note 5 to
the Financial Statements).

     The short-term borrowings for the nine month period ended December 31,
2000, of $201,885 are for terms that expire over the next few months and is
approximately $35,000 over the amount reported for the six months ended
September 30, 2000.  These borrowings were coupled with an issuance of Common
Stock ($123,800--560,000 shares) as additional inducement to make the loans.
$118,925 of the value of these shares has been accounted for as additional
interest expense.

     Overall, the Company's general and administrative and marketing expense
has increased substantially.  These expenses over the 3 months ended December
31, 2000, consisted mostly of payments to consultants to develop the Company's
brand name and promote its features, including promotion in resort areas of
Mexico and Argentina.  Most of this expense, however, has been paid with the
issuance of the Company's Common Stock, the value of which is determined at
the market bid price on the date of the contract for the services, or the date
of the agreement by the Company and the service provider to pay the accrued
expense with the issuance of Common Stock.  A substantial portion of these
shares have been registered under the Securities Act of 1933, as amended, on
Form S-8 which allows for the registration of securities issued to employees
and consultants in non-capital raising transactions.

LIQUIDITY AND CAPITAL RESOURCES

     Although the Company's auditor has issued an opinion questioning the
Company's ability to continue as a going concern, we believe our current cash
and cash equivalents are sufficient to meet our anticipated cash needs for
working capital and capital expenditures for at least the next 12 months.  The
Company has been meeting a significant portion of its expenses through the
issuance of Company Common Stock--$1,086,507 for the nine months ended
December 31, 2000--and short-term borrowings--$196,444 also for the nine
months ended December 31, 2000 (total liability $209,546).  The Company
expects to continue issuing Common Stock and Common Stock options in exchange
for services until it has cash to meet these obligations.  These transactions
are described in more detail in the notes to the Financial Statements.  Over
the past fifteen months the Company has issued 9,015,233 shares of Common
Stock, mostly as compensation to various consultants, service providers,
lenders, employees and directors of the Company.

     At December 31, 2000, the Company had increased cash to $23,612 through
short-term borrowings coupled with shares of Common Stock offered as an
inducement for the loans.

     The Company anticipates that capital expenditures in the fiscal year
ending March 31, 2001 will be approximately $250,000, primarily for additions
to the Company's website design and service, most of which has been incurred
and paid.  The Company has no current plans on how to obtain additional
funding for the expected expenditures and is evaluating various alternatives.
Inability to obtain funding will substantially slow development of the
Company's operations.

     With respect to fiscal years beyond March 31, 2001, we may be required to
raise additional capital to meet our long term operating requirements.  If we
are unable to obtain additional financing as needed, we may be required to
reduce the scope of our operations or our anticipated expansion, which could
have a material adverse effect on our business, results of operations and
financial condition.  Although our revenues have decreased since
implementation of the Web4Boats.com business, our expenses have continued to,
and in the foreseeable future are expected to, exceed our revenues.
Accordingly, we do not expect to be able to fund our operations from
internally generated funds for the foreseeable future.

     Our cash requirements depend on several factors, including:

          (1)  the level of expenditures on marketing and advertising
          (2)  the rate of market acceptance
          (3)  the ability to expand our customer base
          (4)  the ability to increase the volume of sales with our
               affiliates
          (5)  the cost of contractual arrangements with online
               information providers, search engines, and other referral
               sources.

PLAN OF OPERATION

     The core elements of the Company's website are complete and operational.
Over the next twelve months the Company plans to devote most of its efforts
and financial resources toward increasing awareness of its website among the
boating public and professionals.  In July, 2000, the Company engaged the
services of Mr. Hector Beltran to develop awareness of the Company's business
in the coastal resort areas of Mexico.  On October 17, 2000, the Company
engaged the services of Carlos Jorge De Baisieux in Argentina for promotional
services similar to those commenced in Mexico's resort areas.  Messrs. Beltran
and De Baisieux has had a pre-existing business relationship with Blair
Merriam, the Company's General Manager.

     The volume of classified advertisements has reached the point that
management believes it is sufficient, because of its size, to attract boat
buyers and others to the website.  In addition, management also believes that
the website traffic will now justify fees for all new ads placed on the
website.  Finally, with respect to the classified ads, in July and August the
Company commenced a telemarketing campaign with three independent
telemarketing firms to contact all current classified advertisers with the
proposal of a fee for continued display of their advertisements and all
potential customers on a telephone list of 20,000 registered boat-owners
purchased from a list broker.  All three telemarketers will be contracted to
sell advertisements to this list and other lists that will be purchased and
collected as needed to advance the telemarketers.  In this way all non-paying
advertisers are expected to be dropped from the displayed data base over the
next 90 days, which is longer than originally anticipated.  This telemarketing
campaign was scaled back to a test because of the Company's financial
constraints.  The test indicated that such a sales campaign can be successful
with some modifications.

     Concurrent with the telemarketing campaign directed at classified
advertisers will be the initial concerted efforts at increasing awareness of
the website among the boating public and professionals.  This is reflected in
the $57,415 of Marketing for the 3 months ended December 31, 2000.  The
Company plans to initially arrange most of its links from other websites and
magazines through a barter arrangement under which the other website or
magazine will receive a reciprocal link to its website or services thereby
reducing cash outlays.

     The Company has begun to seek a significant infusion of capital, $1 - 5
million, to increase awareness of the website among the boating public and
professionals and to continue development of the website.  There can be no
assurance that such funding will be available to the Company.  In the event
that such funding is not available to the Company, then Web4Boats.com would be
forced to use whatever cash is generated, mostly by its classified
advertisement sector, for enhancement of the website and its promotion.  Such
a process of development would likely be much slower than what could be
achieved with the infusion of substantial new investments.  Management
believes, however, that the Company's business is relatively easily scalable.
The core elements of the website are in place, and the website is now able to
achieve its purpose.  Thereafter, additional funds are devoted mostly to
promotion of the website and enhancement of the core elements.  The
availability of funds determines the speed with which promotion and
enhancements are pursued.

     Depending upon the ability of the Company to arrange additional
financing, the Company expects to add full time management and staff by the
late Spring of 2001, which is later than initially anticipated.  Development
of the Company's business could significantly alter the timing of the need for
staff and current plans are tentative.  In addition, competition for qualified
internet technology and sales personnel is intense, which is expected to make
it difficult to add personnel on short notice and at the optimal time for the
Company.

KNOWN RISKS AND TRENDS

     SEASONALITY

     We expect our business to experience the seasonality of the boating and
warm weather recreational equipment industry as it matures.


     LIABILITY FOR THE COMPANY'S SERVICES

     Web4Boats.com hosts a wide variety of information, community,
communications and commerce services that enable individuals to exchange
information, generate content, conduct business and engage in various online
activities.  The laws relating to the liability of providers of these online
services for activities of their users is currently unsettled.  Claims could
be made against Web4Boats.com for defamation, negligence, copyright or
trademark infringement, personal injury or other theories based on the nature
and content of information that may be posted online by its users.  Such
claims have been brought, and sometimes successfully pressed, against online
service providers in the past.  In addition, Web4Boats.com could be exposed to
liability with respect to the selection of listings that may be accessible
through its Web4Boats.com-branded products and media properties, or through
content and materials that may be posted by users in classifieds, message
boards, clubs, chat rooms, or other interactive community-building services.
Any such finding of liability against Web4Boats.com could have a material
adverse effect on the Company's business.

     RELIANCE ON ADVERTISING REVENUES AND UNCERTAIN ADOPTION OF THE
INTERNET AS AN ADVERTISING MEDIUM

     Web4Boats.com expects to derive a majority of its revenues from the sale
of advertisements on its website pages under short-term contracts.  Most of
its advertising customers have limited experience with the Internet as an
advertising medium.  Web4Boats.com's continuing ability to generate
significant advertising revenues will depend upon, among other things:
advertisers' acceptance of the Internet as an effective and sustainable
advertising medium; the development of a large base of users of its services
possessing demographic characteristics attractive to advertisers; and its
ability to continue to develop and update effective advertising delivery and
measurement systems.  No standards have yet been widely accepted for the
measurement of the effectiveness of Internet-based advertising. Web4Boats.com
cannot be certain that such standards will develop sufficiently to support
Internet-based advertising as a significant advertising medium.  In addition,
adverse economic conditions can significantly impact advertisers ability and
willingness to spend additional amounts on advertising generally, and on
Internet-based advertising specifically.  In the past few months, investor
have expressed their worry about the viability and growth potential of
Internet companies that rely on advertising as their business model by
severely depressing the price of such company's stock from what was generally
the recent highs of March, 2000.  The Company, however, remains confident that
its business model aimed at a niche (albeit large) segment of the population
of consumers (boating enthusiasts) will ultimately be successful.

                        PART II--OTHER INFORMATION

Item 1.  Legal Proceedings.

None.

Item 2.  Changes in Securities.

Recent Sales of Unregistered Securities

Shares of Common Stock

(1)	On October 11, 2000, the Company issued 100,000 restricted shares of
Common Stock to Gary Bryant under the terms of its contract with him.  These
shares were valued at $20,000.  See exhibit filed herewith.

(2)On November 1, 2000, the Company cancelled the issuance of 250,000 shares
of Common Stock to Tammy Billington.

(3)On November 2, 2000, the Company issued 100,000 restricted shares of
Common Stock to OTC Vision, Inc. under the terms of the Company's contract
with it.  These shares were valued at $18,000.  See exhibit filed herewith.

(4)On November 2, 2000, the Company issued 100,000 restricted shares of Common
Stock to OTC Vision, Inc. under the terms of the Company's contract with it.
These shares were valued at $18,000.  See exhibit filed herewith.

(5)On December 14, 2000 the Company authorized the issuance of 250,000
restricted shares of Common Stock under the terms of its contract with 37.9,
Inc.  These shares were valued at $13,750.  See exhibit filed herewith.

(6)On December 22, 2000 the Company sold 1,000,000 restricted shares of Common
Stock for $25,000 cash to Equus Ranch.

(7)On December 29, 2000 the Company sold 400,000 restricted shares of Common
Stock for $10,000 cash to Dori Merriam.

     The Company believes transactions 1, 3, 4, 5, 6, and 7 were exempt from
registration pursuant to Section 4(2) of the Securities Act of 1933, as
amended, as privately negotiated, isolated, non-recurring transactions not
involving any public solicitation.  The purchasers in each case represented
their intentions to acquire the securities for investment only and not with a
view to the distribution thereof.  Appropriate restrictive legends are affixed
to the stock certificates issued in such transactions.

Options to Purchase Common Stock

(1)  The following table sets forth twelve month option issued to 540 Degrees,
Inc. d/b/a/ Gateway Arts pursuant to the Company's contract.  See exhibit to
Form 10-KSB 7/6/00.  These options were not valued due to immateriality.

              Exercise     Issue
Shares         Price       Date
-----------------------------------
12,000          $.41       10/1/00
12,000          $.18       11/1/00
12,000          $.10       12/1/00

     The Company believes these option transactions were exempt from
registration pursuant to Section 4(2) of the Securities Act of 1933, as
amended, as privately negotiated, isolated, non-recurring transactions not
involving any public solicitation.  The purchasers in each case represented
their intentions to acquire the securities for investment only and not with a
view to the distribution thereof.  Appropriate restrictive legends are affixed
to the stock certificates issued in such transactions.

Item 3.  Defaults Upon Senior Securities.

None.

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

None.

Item 5.  Other Information.

None.

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

     Exhibits

     10(1)     Consulting Agreement Gary Bryant 10/11/2000

     10(2)     Consulting Agreement Carlos Jorge DeBaisieux 10/17/2000

     10(3)     Consulting Agreement OTCVision.com, Inc. 11/2/2000

     10(4)     Consulting Agreement 37.9, Inc. 12/14/20000



     Reports on Form 8-K

     None


                                 EXHIBITS

Exhibit 10(1)     Consulting Agreement Gary Bryant 10/11/2000


CONSULTING AGREEMENT



AGREEMENT made this 11th day of October 2000, Gary Bryant whose address is 3
Gavina, Monarch Beach, CA 92629 hereinafter referred to as the "Consultant",
and Web4Boats.com, Inc., whose principal place of business is located at 6150
La Jolla Mesa Dr., La Jolla CA 92037, hereinafter referred to as the "Company".

WHEREAS, Consultant desires to consult with the officers of the Company, and
the administrative staff, and to undertake for the Company consultation as to
the direction of certain functions in said management of;

NOW, THEREFORE, it is agreed as follows:

1.	Term.  The respective duties and obligations of the contracting parties
shall be for a period of Three months commencing on October 11, 2000 and may
be extended to a period of six months by the agreement of both parties. Either
party may terminate this agreement at any time by thirty (30) day written
notice to the other party, but such termination shall not affect the
obligation of the Company to pay the Consultant's fees hereunder as
consummated.

2.	Appointment.  The Company hereby authorizes Consultant on a nonexclusive
basis to identify investors, underwriters, joint venturers, lenders, and / or
guarantors (collectively "Investors") interested in the second phase of this
campaign which includes a customized investor and broker services slated for
small and medium sized emerging public companies.  This advertising/marketing
program both stimulates growth and expands the shareholder base.  It is
understood that the Consultant is acting as a consultant / finder of brokers,
broker dealers, and other interested parties, and is not a licensed securities
broker and shall have no authority to enter into commitments on the Company's
behalf.

3.	Consultants.  Consultant shall be available to consult with the officers
of the Company, and the heads of the administrative staff, at reasonable
times, concerning matters pertaining to the organization, the relationship
with the company, or with any organization representing its employees, and, in
general, the important problems of concern in the business affairs of the
Company to include efforts presented to the Company for market-maker
appointments and to obtain financing, guarantors, and/or lenders.

4.	Compensation. A issuance of one hundred thousand shares of Web4boats.com
(EBOT) restricted common stock.

5.	Liability.  With regard to the services to be performed by the Consultant
pursuant to The terms of this agreement, the Consultant shall not be liable to
the Company, or to anyone who may claim any right due to any relationship with
the Corporation, for any acts or omissions in the performance of services on
the part of the Consultant or on the part of the agents or employees of the
Consultant, except when said acts or omissions of the Consultant are due to
willful misconduct or gross negligence.  The Company shall hold the Consultant
free and harmless from any obligations, costs, claims, judgments, attorneys'
fees, and attachments arising from or growing out of the services rendered to
the Company pursuant to the terms of this agreement or in any way connected
with the rendering of services, except when the same shall arise due to the
willful misconduct or gross negligence of the Consultant and the Consultant is
adjudged to be guilty of willful misconduct or gross negligence by a court of
competent jurisdiction.

6.	Invalid Provisions.  If any provision of this Agreement is held to be
illegal, invalid or unenforceable under present or future laws by any court of
competent jurisdiction, such illegality, invalidity or unenforceability shall
not affect the legality, enforceability or validity of any other provisions or
of the same provision as applied to any other fact or circumstance and
such illegal, unenforceable or invalid provision shall be modified to the
minimum extent necessary to make such provision legal, valid or enforceable,
as the case may be.



WHEREOF, the parties have hereunto executed this Agreement on the 11th day of
October 2000.

"Company"


Web4boats.com 					Witness by


"Consultant"


Gary Bryant.


Exhibit 10(2)     Consulting Agreement Carlos Jorge DeBaisieux 10/17/2000

                             CONSULTING AGREEMENT

     This Agreement (the "Agreement") is made and entered into on October 17,
2000, by and between Web4Boats.com, Inc. ("the Corporation"), a Delaware
corporation, and Carlos Jorge De Baisieux ("the Consultant")(herein
collectively referred to as "the Parties").

     The Parties hereto agree to enter into this Agreement under the following
terms and conditions.

     1)  The Consultant shall render the following services to the Corporation:

          a)  Sales and promotion of the Corporation and its services
throughout Argentina with special attention to Argentina's coastal resort
areas;

          b)  Act as an advisor to the Corporation with respect to the
communications and information disseminated to the Argentine public;

          c)  Act as an advisor to the Corporation with respect to the
planning, designing, developing, organizing, and writing and distributing of
the materials and content required to develop and maintain the Corporation's
business in Argentina; and

          d)  Act as advisor to the Corporation with respect to hiring and
retaining outside consultants, outsource services, and any and all providers
necessary for the development and growth of the Corporation's business in
Argentina.

     2)  The Consultant shall not disclose to any third Party any confidential
non-public information furnished by the Corporation or otherwise obtained by
it with respect to the Corporation.

     3)  The Corporation shall use it's best efforts to promptly supply to the
Consultant full and complete copies of any and all documents and information
necessary for the Consultant to fulfill it's part of this Agreement.

     4)  The Consultant shall be entitled to the following compensation for
services to be rendered:

          a)  1,000,000 shares of the Corporation's Common Stock valued at
$0.16 per share (the closing bid price for the Corporation's Common Stock on
the effective date of this Agreement).

     5)  The term of this Agreement shall be one (1) year from the date set
forth above.  The Parties shall have the option of renewing this Agreement
prior to the termination date set forth herein.

     6)  The Parties may not amend or modify this Agreement unless such
amendment or modification is in writing and signed by both Parties hereto.

     7)  This Agreement may be executed in any number of counterparts
delivered through facsimile transmission.  All executed counterparts shall
constitute one Agreement notwithstanding that all signatories are not
signatories to the original or the same counterpart.

     IN WITNESS WHEREOF, the Parties have executed this Agreement effect on
the date set forth above.

WEB4BOATS.COM                      Carlos Jorge De Baisieux
P.O. Box 1028                       6469 Mones Cazon
La Jolla,  CA  92038                Prov. Buenos Aires
                                    Argentina

BY: /s/ Dennis Schlagel             BY:/s/ Carlos Jorge De Baisieux
     Dennis Schlagel                    Carlos Jorge De Baisieux



Exhibit 10(3)     Consulting Agreement OTCVision.com, Inc. 11/2/2000

CONTRACT FOR INTERNET MEDIA SERVICES

	This Agreement is made on November 2, 2000 by and between, Web4Boats.com,
located at P.O. Box 1028, La Jolla, CA 92038, and who is hereafter referred to
as CLIENT, and OTC Vision, Inc., a division of Round III Enterprises, a
California Corporation who maintains its principal place of business at 2707
Garnet Ave. Suite 200H, San Diego, California 92109, and mailing address of
1804 Garnet Ave. PMB 213, San Diego, CA 92109-3352 and who is hereafter
referred to as CONTRACTOR. Both CONTRACTOR and CLIENT may be collectively
referred to hereafter as the "PARTIES."

 .	WHEREAS, CONTRACTOR designs and maintains Web Sites for use on the
Internet's World Wide Web, specifically serving companies in an effort to
develop, implement and maintain an ongoing market awareness program for said
companies;

 .	WHEREAS, CONTRACTOR seeks to build awareness within the financial
community by allowing companies, via its Web Site, access to information from
companies seeking to establish a network of investors, analysts and traders
who have access to information from CLIENT;

 .	WHEREAS, CONTRACTOR promotes awareness of the informational needs of the
financial community by increasing corporate visibility by establishing a
platform for financial media placements, official publications and reports;

 .	WHEREAS, CLIENT desires to utilize CONTRACTOR's expertise to publish
information related to its business on CONTRACTOR's Web Sites on the
Internet's World Wide Web;

 .	WHEREAS, CLIENT shall pay CONTRACTOR a fixed fee for the ability to
utilize OTC Vision's Web Site to publicize information about CLIENT'S business;

NOW, THEREFORE, the Parties agree as follows

 .	Definitions
	"Agreement" means this written Agreement between CLIENT and CONTRACTOR
	"Domain Name" or "Name" is the alpha-numeric name associated with
CONTRACTOR's Web Site, web pages or electronic mail.
	"Intellectual Property Rights" means rights in any patent, copyright,
trademark, trade dress, and trade name; related registrations and applications
for registrations; and trade secrets, know-how and goodwill.
	"Internet" means the global computer network comprising interconnected
networks using standard protocols.
	"Project Manager" means one of CLIENT'S employees who shall be deemed as
CLIENT'S liaison with CONTRACTOR and who shall have the power to act for
CLIENT in order to make ongoing decisions under this Agreement which are
binding upon CLIENT.
	"Web Page" means each individual screen display contained in CLIENT'S
presentation on OTC VISION Inc.'s Web Site, which may consist of one or more
data files.
	"Web Site" means all Web Pages associated with CLIENT and its products,
services, or business, and which are stored on CONTRACTOR's Internet Server
Computer.
	"Web Site Hosting" or "Web Host" means an entity that stores third party
Web Sites on its Internet server computer, receives or stores commands or data
transmitted by Internet users, transmits Web Page data to users' Internet
addresses, and performs related maintenance.
	"World Wide Web" or "WWW" is a subset of the Internet, and is a common
system for browsing Internet Web Sites.

2.	CONTRACTOR enters into this Agreement, and will remain throughout the term
of this Agreement, as an independent contractor. CONTRACTOR agrees that it
will not become an employee, partner, agent, or principal of CLIENT while this
Agreement is in effect. Further, CONTRACTOR agrees that it will be solely
liable for providing, at its own expense, disability, unemployment, or other
insurance, workers' compensation, training, permits, licenses for itself and
for its employees and subcontractors. CONTRACTOR is responsible for paying all
income taxes it accrues, including estimated taxes, for services related under
this Agreement. CONTRACTOR further agrees to indemnify CLIENT for any claims,
costs, losses, fees, penalties, interest, or damages suffered by CLIENT
resulting from CONTRACTOR's failure to comply with this provision. CONTRACTOR
may, at its discretion and expense, use any employees or subcontractors
CONTRACTOR deems necessary in order to perform the services required of it
under this Agreement. CLIENT shall not control, direct or supervise
CONTRACTOR's employees or subcontractors in the performance of those services.

2.1	CONTRACTOR shall be responsible for all its normal and customary business
overhead, including, but not limited to: telephones, postage, photocopying,
supplies, rents, or expenses otherwise related to maintaining its business and
Web Site.

2.2	CLIENT agrees to reimburse CONTRACTOR for the following expenses:
airfares, hotel accommodations, newswire service fees, fax broadcasting and
special bulk mailing related to the publishing CLIENT'S particular Web Page or
Pages. All such expenses must be approved in advance by Client.

3.	Publication Development

3.1	Design

3.1.1	Preliminary Specifications Sheet. The Parties recognize that CONTRACTOR
has previously provided to CLIENT a specification sheet which graphically
illustrates all the Web Pages that CLIENT wishes to utilize on CONTRACTOR's
Web Site, including graphics and images; the functionality CLIENT desires
between multiple Web Pages; and the functionality CLIENT desires between each
Web Page and other end users.

3.1.2	Modified Specifications Sheets. CLIENT shall prepare information on its
products, services or business for inclusion into its Web Pages.

3.1.3	Final Specification Sheet. After CLIENT submits information to
CONTRACTOR on its products, services and/or business, both Parties shall meet
and confer as to the final form of CLIENT'S Web Pages. Once the Parties agree
to the basic form of the Web Pages, the Parties shall sign the Final
Specification Sheet attesting to the completeness of the graphical design and
CLIENT'S approval of the textual content and the representations made therein.

3.1.4	During the development process, CONTRACTOR and CLIENT must work together
to successfully port CLIENT'S business information to CONTRACTOR's Web Site.
The Parties pledge to use their best efforts in this endeavor. Modifications
regarding textual content must be made in writing from CLIENT to CONTRACTOR,
who will not be responsible for textual content of CLIENT'S messages,
including information, advertisements or offers made by CLIENT'S use of
CONTRACTOR's Web Site or Web Page or Web Pages.

3.1.5	All modifications to the final specifications sheet must be evidenced by
the signatures on said sheet by the Parties hereto, subject to the terms of
this Agreement.

3.2	Web Page Implementation

3.2.1	Once the final specification sheet is complete and signed by the
Parties, CONTRACTOR shall implement the Web Page design by posting same on its
Web Site.

3.2.2	Periodically, CONTRACTOR, will evaluate CLIENT'S Web Page or Pages for
the purpose of determining their effectiveness. CONTRACTOR may use any means
it deems appropriate to gauge the effectiveness of CLIENT'S Web Page or Pages.
Periodically, CONTRACTOR will meet and confer with CLIENT about the
effectiveness of CLIENT'S Web Page or Pages. Modifications may be necessary
and shall be addressed on this ongoing basis.

3.2.3	CONTRACTOR shall carry out its periodic evaluations under this section
on a bi-monthly basis, and shall communicate with CLIENT in this regard.

3.3	Information Harvesting via Web Page Implementation

3.3.1	CONTRACTOR, by virtue of the services assumed under this Agreement, may
from time to time obtain information about the profiles of end users who
access CONTRACTOR's Web Site. These end user profiles may allow for CLIENT to
develop "leads" for the sale of its stock, and may assist stockbrokers in
marketing CLIENT'S stock.

3.3.2 	As part of the consideration for this Agreement, CONTRACTOR will
turn over to CLIENT any and all information obtained from any end user who
consents to provide such information via CONTRACTOR'S web site. This includes
any person who contacts CONTRACTOR in any other form, such as the U.S. Mail or
by telephone.

4.	Fees and Payment

4.1	CLIENT agrees to pay CONTRACTOR, as full consideration for the performance
of services herein, one hundred thousand (100,000) shares of securities in
Web4Boats.com (Stock Symbol EBOT) Corporation, said shares to be restricted
under Rule 144 of the Securities and Exchange Act of 1933, with a hold of no
more than 12 months; said shares to be non-cancelable and non-dilutable with
piggyback registration rights on any subsequent registration statement filed
by Web4Boats.com with the Securities and Exchange Commission.

5.	Term of Agreement

5.1	The term of this Agreement shall be for a period of twelve (12) months
from the effective date of this Agreement. The effective date of this
Agreement is the last date it is signed by the Parties hereto as evidenced on
the signatory page.

5.2	Should the Parties wish to continue on past the term of this contract, as
expressed above in section 5.1, a subsequent and separate writing will have to
be entered into and evidenced by the signatures of both CONTRACTOR and CLIENT.

6.	Copyright and Intellectual Property Ownership

6.1	CONTRACTOR's Retained Rights

6.1.1	Works created by CONTRACTOR. The Parties expressly recognize that
CONTRACTOR's work on the Web Page or Pages, except for CLIENT'S textual
content, has been specially ordered and commissioned by CLIENT and that CLIENT
is the ultimate and sole owner of its Web Page and its content. To the extent
that CLIENT'S Web Pages are not properly characterized as a "work made for
hire" then CONTRACTOR hereby irrevocably grants, assigns and otherwise
transfers exclusively to CLIENT, its successors and assigns, all rights of
CONTRACTOR to the Web Page or Pages commissioned and owned by CLIENT.

6.1.2	CLIENT'S retained rights. CLIENT shall be deemed the author and owner
of: CLIENT'S Web Page or Pages and its attendant intellectual property and any
graphic or data provided by CLIENT that are incorporated into the Web Page or
Pages.

7.	Warranties

7.1	CONTRACTOR confirms and warrants that:

7.1.1	CONTRACTOR has the right to enter into this Agreement and to grant the
rights granted in it.

7.1.2	CONTRACTOR shall, in good faith, comply with the terms of this Agreement.

7.1.3	CONTRACTOR is the sole creator of its Web Site, except for those
graphics provided by CLIENT for its Web Page, and neither CONTRACTOR's
entering into this Agreement will impair or violate anyone else's intellectual
property rights.

7.1.4	The Web Page or Pages shall be prepared in a workmanlike manner, and the
Web Site will function in conjunction with properly configured web browsers
including, but not limited to: Netscape Navigator and Internet Explorer.

7.2	CLIENT confirms and warrants that:

7.2.1	CLIENT  has the right to enter into this Agreement and to grant the
rights granted in it.

7.2.2	CLIENT agrees to comply with all reasonable requests of CONTRACTOR
necessary to the performance of CONTRACTOR's duties under this Agreement.

8.	Disclaimers

8.1	Liability Limitations. The services provided by CONTRACTOR are provided as
is, and except as provided herein, without warranty of any kind to CLIENT or
to any third party, including, but not limited to, any express or implied
warranties of 1) Merchantability; 2) Fitness for a Particular Purpose;
3) Quality; 4) Accuracy; 5) Non-infringement; 6) Quiet Enjoyment; 7) Effort
to Achieve Purpose; and 8) Title. CLIENT agrees that any efforts made by
CONTRACTOR to modify its services shall not be deemed a waiver of these
limitations, and that any CONTRACTOR warranties shall be not be deemed to have
failed of their essential purpose. CLIENT further agrees that CONTRACTOR shall
not be liable to CLIENT or any third party, for any loss of profits,
principal, loss of use, interruption of business, or any direct, indirect,
incidental or consequential damages of any kind whether under this Agreement
or otherwise, even if CONTRACTOR was advised of the possibility of such
damages or was grossly negligent. Modifications made to CLIENT'S Web Page by
CLIENT or any third party voids any remaining express or implied warranties.

8.2	CONTRACTOR shall not be liable for delays or defaults in furnishing the
services hereunder, if such delays or defaults on the part of CONTRACTOR are
due to:

8.2.1	Acts of God or a public enemy;

8.2.2	Acts of the United States or any state or political subdivision thereof;

8.2.3	Fires, severe weather, floods, earthquakes, natural disasters,
explosions or other catastrophes;

8.2.4	Embargoes, epidemics, or quarantine restrictions;

8.2.5	Shortage of goods, labor strikes, slowdowns, differences with workmen or
labor stoppages of any kind.

8.2.6	Delays of supplier or delay of transportation for any reason;

8.2.7	Causes beyond the control of CONTRACTOR in furnishing the services
herein, including, but not limited to, breakdown or failure of machinery or
equipment.

8.3	Third Party Transactions at CLIENT'S Peril. The Parties expressly
recognize that CONTRACTOR does not operate, control or endorse any
information, products, or services on the Internet, and that any entities that
do offer such information, products or services are not affiliated
with CONTRACTOR. CONTRACTOR does not make any express or implied warranties,
representations, or endorsements TO CLIENT OR ANY THIRD PARTY whatsoever with
regard to any information, products, or services provided through CONTRACTOR's
Web Site and OBTAINED OR CONTRACTED OVER THE INTERNET, including, without
limitation, warranties of: 1) MERCHANTABILITY; 2) FITNESS FOR A PARTICULAR
PURPOSE; 3) EFFORT TO ACHIEVE PURPOSE; 4) QUALITY; 5) ACCURACY; 6) NON-
INFRINGEMENT; 7) QUIET ENJOYMENT; AND 8) TITLE. CONTRACTOR shall not be liable
to CLIENT or any third party for any cost or damage arising either directly or
indirectly from any transaction involving CLIENT'S or any third parties
information, products, or services.

8.3.1	The PARTIES agree, in recognition of the fact that CLIENT is the sole
developer of the content of CLIENT'S web pages on CONTRACTOR'S server, that
CLIENT agrees to indemnify and hold CONTRACTOR harmless of any claim, suit,
action, at law or equity, including reasonable attorneys fees and costs,
arising from any third parties reliance on information on CLIENT'S web
page.

9.	Termination

9.1	Termination

9.1.1 If either Party breaches or commits a material default under this
Agreement, then the non-defaulting Party shall have the right to terminate
this Agreement only after giving written notice in accordance with the
following:
(a)	Upon breach or the commission of a material default, the non-breaching
party shall give notice to the breaching party and the breaching party shall
have 30 days to cure such default or breach. If such breach or default is not
cured within 30 days from the date said notice is received from the non-
breaching party, the non-breaching party may elect to terminate this
Agreement.
(b)	At the election of the non-breaching party, extra time may be given to the
breaching party to cure the default, if it is reasonable in light of the facts
surrounding the breach. This election is discretionary and in favor of the non-
breaching party.

9.2	Post Termination Rights

9.2.2	The various indemnification clauses in favor of the PARTIES, as provided
for herein, shall survive the termination of this Agreement.

9.3.3	CONTRACTOR shall deliver to CLIENT 1 (one) copy of CLIENT'S Web Page or
Pages and HTML Code. All other copies in CONTRACTOR'S POSSESSION shall be
immediately and irrevocably destroyed.

10.	Confidential Information

10.1	The Parties recognize that each shall come into possession of information
that comprises valuable trade secrets and other confidential information,
which is exclusively owned by the conveying party. Both Parties expressly
recognize that confidential information is being conveyed to them under
conditions of confidentiality, and agree that they shall not disclose
confidential information to any third party during the term of this Agreement,
and for a period of 1 (one) year following the termination or expiration of
this Agreement. The Parties may, however, disclose confidential information to
their employees on a need to know basis and in order to insure compliance with
the terms and conditions of this Agreement.

10.2	The Parties recognize that the other's employees are uniquely qualified
for their jobs, and that the identity of both parties' employees is
confidential information. Therefore, the parties agree that, during the term
of this Agreement, and for a period of 1 (one) year following the termination
or expiration of this Agreement, neither party shall solicit the employment
of, nor employ, any of the other party's employees.

11.	Remedies

11.1	The failure of either party to seek relief for the other party's breach
of any duty under this Agreement, shall not waive the right of the non-
breaching party to seek relief for any subsequent breach.

12.	Arbitration

12.1	Any dispute concerning the Parties' duties under this Agreement which the
Parties cannot resolve within 30 (thirty) days shall be directed to binding
arbitration administered by, and pursuant to the rules of the American
Arbitration Association ("AAA") in the County of San Diego, State of
California, with all expenses to be shared equally between the Parties.
Judgment upon any "AAA" award may be entered in any court having jurisdiction.
All costs involved in the arbitration proceedings, including reasonable
attorneys fees, shall be borne by the party against whom the arbitrator
finds.  The arbitrator shall make a finding in this regard, and it shall be
made part of the arbitrator's judgment. Any costs incurred in the enforcement
of the arbitration award shall be paid by the party against whom enforcement
is sought.

13.	Governing Law

13.1	The construction, validity, and performance of this Agreement shall be
governed by, and construed in accordance with, the laws of the State of
California, and the parties expressly waive its choice of law rules. The
Parties agree that venue and jurisdiction for any litigation arising out of,
or related to, or regarding the validity of, this Agreement, shall lie in the
County of San Diego, State of California.

14.	Notices

14.1	All notices must be in writing, and must be mailed by registered or
certified mail, postage prepaid and return receipt requested. All notices to
CONTRACTOR shall be addressed and delivered to: OTC Vision Inc., 1804 Garnet
Ave., PMB 213, San Diego, CA 92109. All notices to CLIENT shall be addressed
and delivered to Web4Boats.com, P.O. Box 1028, La Jolla, CA 92038. Notices
delivered orally, or by electronic means, shall be deemed insufficient notice.

15.	Entire Agreement

15.1	This Agreement supersede any and all other agreements, either oral or in
writing, between the parties with respect to the matters stated herein, and
this Agreement contains all of the covenants and agreements between the
Parties with respect thereto. This Agreement may be amended or modified only
in writing, and shall be effective only after both parties sign it.

16.	Severability

16.1	If any provision of this Agreement is held to be invalid or unenforceable
for any reason whatsoever, the remaining provisions shall remain valid and
shall continue in full force and effect.

17.	Captions

17.1	Captions contained in this Agreement are for reference purposes only and
are not intended by either party to describe, interpret, define, broaden or
limit the scope, extent or intent of the Agreement or any of its provisions.

18.	Knowing Consent and Authority to Consent

18.1	The Parties knowingly and expressly consent to the foregoing terms and
conditions. Each signatory is authorized to enter into this Agreement on
behalf of its respective party.

CONTRACTOR					      CLIENT
ROUND III ENTERPRISES,				WEB4BOATS.COM
A CALIFORNIA CORPORATION




Signed:						Signed:
Printed Name: 					Printed Name:
Title:						Title:


Exhibit 10(4)     Consulting Agreement 37.9, Inc. 12/14/20000

INVESTOR RELATIONS AGREEMENT
	This Investor Relations Agreement is made between 37.9, Inc., a Nevada
Corporation, with a principal place of business of 2707 Garnet Avenue, San
Diego, California, 92109, hereafter referred to as "Contractor" and
Web4Boats.com, Inc., hereafter referred to as "Client," located at
P.O. Box 1028, La Jolla, CA 92038.

Recitals.
	Contractor is engaged in the occupation of providing investor relations
services to large and small businesses. The focus of these services concerns
providing business entities with support for communicating with its investor
base.  These services include, but are not limited to, handling phone calls
and mailing literature created by business entities to its investor base.

	Client is a business entity desirous of establishing a relationship with a
firm to handle its communications with its investor base.

WHEREFORE, CONTRACTOR AND CLIENT AGREE AS FOLLOWS

1. Services to Be Performed.

	Contractor agrees to perform the following financial consulting services
on Client's behalf:
		a.	Handle all mailings from Client to its investor base; This
includes the process of gathering, managing and executing Client's investor
relations mailings;
		b.	Perform phone call contacts with Client's investor base with
information and content created by Client; and,
		c.	Monitor internet threads and respond to inquiries about Client
and its affiliates, subsidiaries and other holdings.



2. Payment from Client to Contractor for Services Rendered.
	In consideration for the services to be provided by Contractor to Client,
Client agrees to pay Contractor 250,000 shares of Restricted shares under Rule
144 of the Securities Act of 1933, with a restrictive legend of not more than
12 months; tax id no. 86-0889096.

3. Terms of payment.
	Client agrees to deliver said securities that comprise the consideration
for this agreement within ten (10) days after the execution of this agreement.

4. Expenses.
	Client shall be responsible for any and all costs related to the services
to be performed by Contractor under this Agreement. These costs include, but
are not limited to, postage, copying, long distance phone calls.

5. Independent Contractor Status.
	Contractor is an independent contractor. Neither Contractor nor
Contractor's employees (if any) or contract personnel are, or shall be deemed,
Client's employees. In his capacity as an independent contractor, Contractor
agrees and represents, and Client agrees as follows:Contractor reserves the
right to perform services for others during the term of this Agreement;
however, Contractor will not perform services for any competitors of Client's
during the term of this Agreement, or for a period of two years after the
services rendered under this Agreement have been completed.Contractor has
the sole right to control and direct the means, manner and method by which he
performs the services to be rendered pursuant to this Agreement.Contractor has
the right to perform the services required under this Agreement at any place
or location or at any time he determines is appropriate.Contractor has the
power to hire assistants, subcontractors, or to use employees or contract
personnel to provide the services agreed to herein.The services to be provided
by Contractor to Client are to be performed solely by Contractor, or any
assistants, subcontractors, employees or contract personnel whom Contractor
deems are necessary to perform said services. Client shall not hire, supervise
or control any assistants to help Contractor, and neither shall Client
provide any training to said personnel.Client shall not require that
Contractor, or any of Contractor's employees, assistants, contract personnel
or subcontractors devote full time to the services to be performed herein.

6. Permits and Licenses.
	Contractor has complied with all federal, state and local laws requiring
business permits, certificates, and licenses required to carry out the
services to be performed under this Agreement.

7. State and Federal Taxes.
	Client will not withhold FICA from Contractor's payments or make FICA
payments on Contractor's behalf;Client will not make state of federal
unemployment compensation contributions on Contractor's behalf; or,Withhold
state or federal income taxes from Contractor's payments.

8. Fringe Benefits.
	Contractor understands that neither Contractor nor Consultant's employees
or contract personnel are eligible to participate in any employee pension,
health, vacation pay, sick pay, or other fringe benefit plan of Client.

9. Workers' Compensation.
	Client shall not obtain workers' compensation insurance on behalf of
Contractor or any of Consultant's employees, or contract personnel. If
Contractor does have to hire employees or contract personnel in order to
perform the services contemplated under this Agreement, then Contractor will
bear all responsibility for acquiring workers' compensation insurance and
agrees to hold Client harmless from any claim for workers' compensation
benefits filed by one of Contractor's employees, subcontractors or contract
personnel in performing the services rendered under this Agreement. Contractor
also agrees to hold Client harmless from all costs and attorney's fees in the
event that any claim contemplated under this section by one of Contractor's
employees or contract personnel is filed.

10. Unemployment Compensation.
	Client shall make no state or federal unemployment compensation payments
on behalf of Contractor or any of Consultant's subcontractors, employees, or
contract personnel. Consultant will not be entitled to these benefits in
connection with work performed under this Agreement.

11. Insurance.
	Client shall not provide insurance coverage of any kind for Contractor or
Consultant's employees or contract personnel. Further, Contractor shall hold
Client harmless from any loss or liability arising from performing services
under this Agreement.

12. Term of Agreement.
	This Agreement will become effective when signed by both parties and will
terminate one year after this agreement is executed.

13. Termination of the Agreement.
	With reasonable cause, either Client or Contractor may terminate this
Agreement, effective immediately upon giving written notice to the party at
the address noted in this Agreement, upon certified mail, return receipt
requested. "Reasonable Cause" is limited to a material breach of this
Agreement including, but not limited to, Client's failure to pay Contractor,
or Contractor's failure to perform the agreed to services herein.

14. Entire Agreement.
This Agreement is the entire agreement of the parties, and all other oral
or written understandings, agreements, and promises are merged into this
document.

15. Intellectual Property Ownership.
	Contractor assigns to Client all patent, copyright, trademark and trade
secret rights in anything created or developed by Contractor under this
Agreement. Contractor agrees to help Client secure any formal intellectual
property rights in said interests by completing any and all paperwork
necessary. However, Client agrees to pay all of Contractor's costs in this
regard, including attorney's fees relevant to this assignment.

16. Confidentiality.
	Contractor will not disclose or use, either during or after the term of
this Agreement, any proprietary or confidential information of Client without
Client's prior written consent except to the extent necessary to perform
services on Client's behalf.
	Proprietary or confidential information includes:Written, printed, graphic
or electronically recorded materials furnished by Client for Contractor to
use;Business plans, customer lists, operating procedures, financial
statements, trade secrets, design formulas, accounting information, know-how,
computer programs and/or inventories and improvements of any kind;
and,Information belonging to any of Client's customers and suppliers about
whom Consultant gained knowledge as a result of Contractor's services to
Client.

17. Resolving Disputes.
	Should a dispute between the parties arise over the services rendered
under this Agreement, its interpretation, or any other aspect of the
relationship between Contractor and Client, the parties shall submit the
matter to binding arbitration in the San Diego County Superior Court and
pursuant to the arbitration procedures outlined in the California Code of
Civil Procedure. Costs shall be borne equally by the parties. Judgment by the
arbitrator may be entered in any court of competent jurisdiction. Costs and
fees may be awarded to the prevailing party.

18. Applicable Law.
	This Agreement is governed and shall be construed according to the laws of
the State of California.

19. Notices.
	All notices and other communications in connection with this Agreement
shall be in writing and shall be considered given either when delivered
personally or five days after deposit into the U.S. Mail with full postage
prepaid thereon, certified mail, return receipt requested.

20. No Partnership.
	This Agreement does not create a partnership relationship. Contractor does
not have the authority to enter into contracts on Client's behalf.

21. Assignment and Delegation.
	Contractor may not assign any obligations under this Agreement without
Client's prior written approval.

22. Authority to Bind Principals.
	Both Client and Contractor represent that the signatories hereto have
complete authority to bind their principal corporations or other business
entities to the terms of this Agreement.

For CONTRACTOR, 37.9, INC.
Dated:
______________________________________________________


For CLIENT, WEB4BOATS.COM, INC.
Dated:

______________________________________________________










SIGNATURE

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

                                               Web4Boats.com, Inc.

Date:  February 09, 2001                        /s/ Dennis Schlagel
     --------------------                      -----------------------
                                               Dennis Schlagel, President