SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 10-QSB

[X]    Quarterly report under Section 13 or 15(d) of the Securities Exchange Act
       of 1934

       For the quarterly period ended December 31, 2001

[ ]    Transaction report under Section 13 or 15(d) of the Exchange Act

       For the transition period from _______________ to ______________

       Commission file number 0-28065

                                 ISNI.NET, INC.
                             -----------------------
                             Full Name of Registrant

           DELAWARE                                       56-2489419
------------------------------                         ------------------
(State or Other Jurisdiction of              (IRS Employer Identification No.)
Incorporation or Organization)


           204 EAST MCKENZIE STREET, UNIT D PUNTA GORDA, FLORIDA 33950
           -----------------------------------------------------------
                     Address of Principal Executive Offices

                                 (941) 575-7878

         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 [X]      No [ ]

         As of February 14, 2002 there were 26,770,000 shares of common stock
outstanding.


Transitional Small Business Disclosure Format
Yes [ ]      No [ ]


<PAGE>



                                TABLE OF CONTENTS

PART I..................................................................3
         ITEM 1. FINANCIAL STATEMENTS...................................4
                  BALANCE SHEETS........................................4
                  NOTES TO FINANCIAL STATEMENTS.........................8
         ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF .......9
                  RESULTS OF OPERATIONS................................12
                  LIQUIDITY AND CAPITAL RESOURCES......................14
                  SEASONAL ASPECTS OF BUSINESS.........................14

PART II................................................................15
         ITEM 5. OTHER INFORMATION.....................................15
         ITEM 6. EXHIBITS AND REPORTS ON FORM 8........................16

                                       2

<PAGE>



                                     PART I
FINANCIAL INFORMATION


ITEM 1. FINANCIAL STATEMENTS

         Our financial statements are contained in pages 4 through 8 following


                                       3

<PAGE>


PART I - FINANCIAL INFORMATION
Item 1. Financial Statements

<TABLE>
<CAPTION>
                                                      ISNI.net, INC.
                                                      BALANCE SHEETS



                                                               December 31, 2001         June 30, 2001
                                                                  (unaudited)              (audited)
                                                              -------------------      ----------------
ASSETS

<S>                                                                 <C>                     <C>
Cash                                                                $ 106,319               $   6,653
Employee advances                                                       2,148                   1,457
Prepaid expenses                                                        1,500                       0
                                                                    ---------               ---------

                                      Total Current Assets            109,967                   8,110


Property and equipment, net                                            70,661                  76,520
                                                                    ---------               ---------


               Total assets                                         $ 180,628               $  84,630
                                                                    =========               =========


LIABILITIES AND SHAREHOLDERS' EQUITY

Lines of credit                                                     $  81,494               $  77,313
Accounts payable                                                      116,362                 114,671
Accrued liabilities                                                     2,810                   4,173
Deferred revenue                                                       11,643                  10,286
Due to stockholders                                                   149,762                 158,000
Due to affiliates                                                       5,627                   5,627
Current portion of capital lease obligation                            13,090                  13,468
                                                                    ---------               ---------
                                   Total current liabilities          380,788                 383,538

Convertible note payable                                              100,000                       0
Capital lease obligation, less current portion                          2,463                   8,375

Shareholders' equity:
  Preferred stock, par value $.0001 per share,
     20,000,000 shares authorized; no shares
     issued and outstanding                                                 0                       0
  Common stock, par value $.0001 par value, authorized
     100,000,000 shares, issued and outstanding
     26,770,000 and 26,743,000 as of December 31, 2001                  2,677                   2,674
     and June 30, 2001, respectively
  Additional paid-in capital                                          215,775                 195,971
  Accumulated deficit                                                (521,075)               (505,928)
                                                                    ---------               ---------

               Total shareholders' equity                            (302,623)               (307,283)
                                                                    ---------               ---------

               Total liabilities and shareholders' equity           $ 180,628               $  84,630
                                                                    =========               =========


See accompanying notes to financial statements

                                       4

<PAGE>




                                                  ISNI.net, INC.
                                             STATEMENTS OF OPERATIONS
                                                    (Unaudited)


                                                         Three months ended December 31
                                                  ------------------------------------------
                                                          2001                     2000

INCOME
     Internet service fees                           $    124,184           $    137,571
     Other revenue                                              0                    841
                                                     ------------           ------------

Total revenue                                             124,184                138,412
                                                     ------------           ------------

OPERATING EXPENSES
     Cost of revenues                                      28,536                 40,310
     Advertising                                            2,731                    555
     Bank and service charges                               3,267                  3,117
     Consulting fees                                       11,648                 18,639
     Depreciation                                           5,826                  5,489
     Wages                                                 25,138                 33,032
     Rent                                                   4,632                  4,632
     Other occupancy and office expenses                   14,593                 14,040
     Other expenses                                        22,658                 37,002
                                                     ------------           ------------

Total operating expenses                                  119,029                156,816
                                                     ------------           ------------

Income (loss) from operations                               5,155                (18,404)
                                                     ------------           ------------

OTHER DEDUCTIONS
     Interest expense                                      (1,989)                (6,888)
                                                     ------------           ------------

Income (loss) before taxes                                  3,166                (25,292)
                                                     ------------           ------------

INCOME TAXES (CREDIT)                                           0                      0
                                                     ------------           ------------

Net income (loss)                                    $      3,166           $    (25,292)
                                                     ============           ============

INCOME (LOSS) PER SHARE                              $     0.0001           $     (0.001)
                                                     ============           ============

WEIGHTED AVERAGE SHARES OUTSTANDING                    26,770,000             26,661,000
                                                     ============           ============

See accompanying notes to financial statements


                                       5


<PAGE>



                                                  ISNI.net, INC.
                                             STATEMENTS OF OPERATIONS
                                                    (Unaudited)


                                                        Six months ended December 31
                                                   -----------------------------------
                                                        2001                 2000

INCOME
     Internet service fees                           $    230,253        $    248,966
     Other revenue                                              0                 889
                                                     ------------        ------------

Total revenue                                             230,253             249,855
                                                     ------------        ------------

OPERATING EXPENSES
     Cost of revenues                                      68,305              77,353
     Advertising                                            3,121               1,682
     Bank and service charges                               6,539               6,331
     Consulting fees                                       19,023              35,889
     Depreciation                                          11,652              10,958
     Employee leasing costs                                     0                 488
     Wages                                                 54,701              59,342
     Rent                                                   9,264               9,264
     Other occupancy and office expenses                   22,494              31,484
     Other expenses                                        42,982              63,368
                                                     ------------        ------------

Total operating expenses                                  238,081             296,159
                                                     ------------        ------------

Loss from operations                                       (7,828)            (46,304)
                                                     ------------        ------------

OTHER DEDUCTIONS
     Interest expense                                      (7,319)            (13,028)
                                                     ------------        ------------

Loss before taxes                                         (15,147)            (59,332)
                                                     ------------        ------------

INCOME TAXES (CREDIT)                                           0                   0
                                                     ------------        ------------

Net loss                                             $    (15,147)       $    (59,332)
                                                     ============        ============

LOSS PER SHARE                                       $     (0.001)       $     (0.002)
                                                     ============        ============

WEIGHTED AVERAGE SHARES OUTSTANDING                    26,765,603          26,661,000
                                                     ============        ============

See accompanying notes to financial statements


                                       6


<PAGE>

                                                   ISNI.net, INC.
                                              STATEMENTS OF CASH FLOWS
                                                    (Unaudited)


                                                                 Six months ended December 31
                                                             -----------------------------------
                                                                   2001                2000

Cash flows from operating activities:
     Net loss                                                   $ (15,147)          $(59,332)
     Adjustments to reconcile net loss
         to net cash used in operating activities:
         Depreciation                                              11,652             10,958
         Decrease (increase) in prepaid expenses                   (1,500)             6,000
         Increase in employee advances                               (691)                 0
         Increase in other assets                                       0            (97,983)
         Increase in accounts payable
            and other liabilities                                   1,685             77,814
                                                                ---------           --------

     Total adjustments                                             11,146             (3,211)
                                                                ---------           --------

Net cash used in operating activities                              (4,001)           (62,543)
                                                                ---------           --------

Cash flow from investing activities:
     Purchase of premises and equipment                            (5,793)            (7,302)
                                                                ---------           --------
Net cash used in investing activities                              (5,793)            (7,302)
                                                                ---------           --------

Cash flow from financing activities:
     Net borrowings on short-term debt                              4,181             59,420
     Net borrowings from (repayments to)
         affiliates and stockholders                               (8,238)            16,951
     Principal payments on capital lease obligations               (6,290)           (10,464)
     Proceeds from issuance of convertible note payable           100,000                  0
     Payments made by principal stockholder
        on company's behalf                                        15,378             23,408
     Bank overdraft                                                     0            (19,470)
     Net proceeds from issuance of common stock                     4,429                  0
                                                                ---------           --------
Net cash provided by financing activities                         109,460             69,845
                                                                ---------           --------

Increase in cash and cash equivalents                              99,666                  0

Cash and cash equivalents, beginning of period                      6,653                  0
                                                                ---------           --------

Cash and cash equivalents, end of period                        $ 106,319           $   --
                                                                =========           ========

Supplemental disclosure of cash flow information:
     Cash paid during the period for interest                   $   4,769           $  4,702
                                                                =========           ========
</TABLE>


See accompanying notes to financial statements


                                       7


<PAGE>



                         INTERNET SERVICE NETWORK, INC.
                          NOTES TO FINANCIAL STATEMENTS
                      THREE MONTHS ENDED DECEMBER 31, 2001


NOTE A - Basis of Presentation

         The accompanying unaudited financial statements have been prepared in
accordance with U.S. generally accepted accounting principles for interim
financial information and with instructions to Form 10Q-SB. Accordingly, they do
not include all of the information and footnotes required by U.S. generally
accepted accounting principles for complete financial statements. In the opinion
of management, all adjustments (consisting of normal recurring accruals)
considered necessary have been made for the fair presentation of the Company's
results for the three month period ended December 31, 2001. These results are
not necessarily indicative of the results that may be expected for the year
ended June 30, 2002.



                                       8


<PAGE>


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

         The following Management Discussion and Analysis of Financial Condition
is qualified by reference to and should be read in conjunction with our
Financial Statements and the Notes thereto as set forth in this document. We
include the following cautionary statement in this Form 10Q-SB for any
forward-looking cautionary statements made by, or on behalf of, the Company.
Forward-looking statements include statements concerning plans, objectives,
goals, strategies, expectations, future events or performances and underlying
assumptions and other statements which are other than statements of historical
facts. Certain statements contained herein are forward-looking statements and,
accordingly, involve risks and uncertainties which could cause actual results or
outcomes to differ materially from those expressed in the forward-looking
statements. The Company's expectations, beliefs and projections are expressed in
good faith and are believed by the Company to have a reasonable basis, including
without limitations, management's examination of historical operating trends,
data contained in the Company's records and other data available from third
parties, but there can be no assurance that management's expectations, beliefs
or projections will result or be achieved or accomplished.

         We are an internet service provider currently serving individuals and
small businesses primarily in Charlotte County, Florida. We also provide Web
hosting services, a complement to our Internet access business. We offer up to
56K modem access and ISDN (Integrated Digital Service Network) connectivity. As
of December 31, 2001, we served approximately 2,209 subscribers, including
approximately 60 complementary accounts primarily held by employees and
businesses that have generated customers for us, and including 27 Web hosting
subscribers. In addition to dial-up Internet access and Web hosting, we provide
other value-added services such as Web page design and Web-server co-location.
The Company's dial-up Internet access and Web hosting are offered in various
price and usage plans designed to meet the needs of our customers.

STATEMENT OF OPERATIONS

         We derive revenue primarily from monthly subscriptions from individuals
for dial-up access to the Internet. Subscription fees vary by monthly billing
plan. Under our current pricing plans, subscribers have a choice of "monthly"
billing if they pay by credit card or "quarterly" billing if they pay by cash or
check. Either plan gives them "unlimited access" to the internet.

         For the three months ended December 31, 2001 and 2000, the average
monthly recurring revenue per dial-up subscriber was approximately $19.95 There
are no "start-up" fees for new subscribers although new customers are required
to pay in advance either one month or three months depending on their billing
plan.


                                       9

<PAGE>

         Beginning in October 1999, we instituted a prepayment plan available to
all dial-up subscribers. Under the plan, subscribers may prepay their access
fees for either one or two years at a discounted rate. Subscribers prepaying for
one year receive a discount equivalent to two months of service and subscribers
prepaying for two years receive a discount equivalent to three months. In the
second year of this program, we had less than 0.1% of our customers prepaying
for two years and less than 1% prepaying for one year.

         In addition, we earn a small portion of our revenue by providing Web
hosting, domain registration, Web Page design services, Web-server co-location
and full-time dedicated access connections to the Internet. These services have
been classified as "Other revenue" on our Statements of Operations.

         Our Web-hosting services allow a business or individual to post
information on the World Wide Web so that the information is available to anyone
who has access to the Internet. We currently offer two pricing plans for
Web-hosting subscribers: $15.95 per month for "Silver,' which offers the
customer a storage space of 15 megabytes on their Web page, and $19.95 per month
for "Gold," which offers up to 50 megabytes of storage space. We also charge a
one-time set-up fee of $19.95 for both plans. We had 27 Web-hosting subscribers
as of December 31, 2001.

         Domain registration involves the reservation on behalf of a customer of
a Web address with an organization such as Network Solutions. This service is
typically, but not always, coupled with our Web page design service. We have
offered our Web page design services for $100 per page, including graphics, but
also from time to time package this service with other Internet-related services
at a discount. Other services available to our customers include (a) Web-server
co-location, where the customer uses our Internet T-1 access and facilities to
store the customer's computer and Web page, and (b) full-time dedicated access
connections to the Internet for customers who need uninterrupted Internet
connection. These additional services do not currently contribute significantly
to our total revenues.

         Operating Expenses generally consists of (a) costs of revenue and cost
of subscriber start-up that are primarily related to the number of subscribers;
(b) overhead expenses that are associated more generally with operations; and
(c) depreciation, which is related to our network equipment costs.


                                       10


<PAGE>

         Costs of revenue are recurring telecommunication costs that are
primarily related to the number of subscribers and are necessary to provide
service to those subscribers. Telecommunication costs include the costs
associated with local telephone lines into our facilities, leased lines
connecting our dial-in locations, and T-1 lines connecting our main switch to
the Internet backbone. Start-up expenses for each subscriber include our
software, cost of diskettes and other product media, manuals and packaging, as
well as mailing costs associated with the materials provided to new subscribers.
We do not defer any such subscriber start-up expenses.

         Other operating expenses are incurred in the areas of advertising,
banking and credit card service fees, consulting fees, employee leasing costs,
employee salaries, rent, other occupancy and office expenses and other expenses.
Operating expenses will increase over time as our scope of operations increases.
However, we expect that such costs will be offset by anticipated increases in
revenue attributable to overall subscriber growth.

         We advertise using paid newspaper advertisements as well as flyers. We
have experienced some customer defection to providers of cable services;
however, a portion of these customers return to us in order to obtain the high
level of service provided by us. Higher levels of advertising and marketing may
be necessary in order for us to enter new markets or increase our subscriber
base in our existing market to a size large enough to generate sufficient
revenue to offset such marketing expenses. We may determine to significantly
increase the level of marketing activity in order to increase the rate of
subscription growth and retention of existing customers. Any such increase would
have a short-term negative impact on earnings. We do not defer any start-up
expenses related to entering new markets.

         We are planning to add subscribers by purchasing customer bases from
other Internet service providers initially in the Southwest Florida area.

         We have incurred significant credit card service charges due to the
billing method of payment offered to our customers. At the quarter ended
December 31, 2001, we were paying a fee of approximately 1.99% of the amount of
transactions being processed monthly through credit card services. We are
working to lower this rate.

         We have used the services of an outside payroll company in the past in
order to keep our costs of staffing to a minimum and we continue to do so. At
the quarter ended December 31, 2001 we had four full time employees. These
employees were in the areas of customer support and maintenance, accounting and
administration.

         We lease approximately 2,500 square feet of office and classroom space
from a corporation that is wholly owned by our largest shareholder at a below
market rent. We anticipate entering into a long-term lease with the building
owner which is expected to result in a rent increase. Other occupancy and office
expenses consist of the cost of utilities and general office supplies.

         Other expenses include costs of insurance, accounting services, dues
and subscriptions, travel related to the education and training of employees and
reimbursed employee expenses.
         We expect to continue to focus on increasing our subscriber base, which
will cause our operating expenses and capital expenditures to increase in
addition to our revenues. There can be no assurance, however, that growth in our
revenue or subscriber base will continue or that we will be able to achieve
profitability or positive cash flows.


                                       11

<PAGE>

RESULTS OF OPERATIONS

         Three Months Ended December 31, 2001 Compared to Three Months Ended
December 31, 2000

         Income. Internet service fees for the three months ended December 31,
2001 were $124,184 as compared to $137,571 for the comparable three months in
2000. This decrease was the result of a decrease in total subscribers from
approximately 2,430 subscribers at December 31, 2000 to approximately 2,209
subscribers at December 31, 2001. Other revenue decreased to $0 from $841 during
the three months ended December 31, 2001, as compared to the comparable period
in 2000. We intend to grow revenue in the area of ancillary services such as Web
page hosting and design by directing additional advertising to potential
customers of these services. In addition, total revenue decreased from $138,412
for the three months ended December 31, 2000 to $124,184 for the three months
ended December 31, 2001.

         Cost of Revenues. Cost of revenues for the three months ended December
31, 2001 was $28,536 as compared to $40,310 for the comparable three month
period in 2000. This decrease of $11,774 was attributable to achieving economies
of scale.

         Advertising. Advertising for the three months ended December 31, 2001
was $2,731, as compared to $555 for the same period in 2000. This increase in
advertising was due to a change in our advertising methods.

         Bank and Service Charges. Bank and service charges for the three months
ended December 31, 2001 were $ 3,267 as compared to $3,117 for the comparable
period in 2000. There was no material change in this category.

         Consulting fees. Consulting fees for the three months ended December
31, 2001, were $11,648. We paid $18,639 in consulting fees in the comparable
period of 2000. Consulting fees paid in the most recent quarter were paid to a
company for management services, which one of our directors is affiliated with.

         Employee salaries. Employee salaries for the three months ended
December 31, 2001 were $25,138. We paid $ 33,032 in salaries for the three
months ended December 31, 2000. This represents a decrease in employee salaries
due to a decrease in workforce.

         Rent expenses. Rent expenses for the three months ended December 31,
2001 were $4,632, the same as in the comparable period in 2000. We lease
approximately 2,500 square feet of office and classroom space, the rent for
which increases 4% every year.

         Other Occupancy and Office Expenses. Other occupancy and office
expenses for the three months ended December 31, 2001 were $14,593 as compared
to $14,040 for the comparable period in 2000. There was no material change in
this category.

         Other expenses. Other expenses for the three months ended December 31,
2001 were $22,658 as compared to $37,002 for the same period in 2000. This
decrease of $14,344 is due primarily to decreased accounting and legal service
expenses relating primarily to our SEC filings and organizational matters as a
new public company.


                                       12

<PAGE>

Six Months Ended December 31, 2001 Compared to Six Months Ended December 31,
2000

         Income. Internet service fees for the six months ended December 31,
2001 were $230,253 as compared to $248,966 for the comparable six months in
2000. This decrease was the result of an decrease in total subscribers to
approximately 2,209 subscribers at December 31, 2001. Other revenue decreased to
$0 from $889 during the six months ended December 31, 2001, as compared to the
comparable period in 2000. We intend to grow revenue in the area of ancillary
services such as Web page hosting and design by directing additional advertising
to potential customers of these services. In addition, total revenue decreased
from $249,855 for the six months ended December 31, 2000 to $230,253 for the six
months ended December 31, 2001.

         Cost of Revenues. Cost of revenues for the six months ended December
31, 2001 was $68,305 as compared to $77,353 for the comparable six month period
in 2000. This decrease of $9,048 was attributable to achieving economies of
scale.

         Advertising. Advertising for the six months ended December 31, 2001 was
$3,121 as compared to $1,682 for the same period in 2000. This increase in
advertising was due to a change in our advertising methods.

         Bank and Service Charges. Bank and service charges for the six months
ended December 31, 2001 were $ 6,539 as compared to $6,331 for the comparable
period in 2000. There was no material change in this category.

         Consulting fees. Consulting fees for the six months ended December 31,
2001, were $19,023. We paid $35,889 in consulting fees in the comparable period
of 2000. Consulting fees paid in the most recent quarter were paid to one
Company for management services, which on of our directors is affiliated
with.

         Employee salaries. Employee salaries for the six months ended December
31, 2001 were $54,701. We paid $ 59,342 in salaries for the six months ended
December 31, 2000. There was no material change in this category.

         Rent expenses. Rent expenses for the six months ended December 31, 2001
were $9,264, the same as in the comparable period in 2000. We lease
approximately 2,500 square feet of office and classroom space, the rent for
which increases 4% every year.


                                       13

<PAGE>

         Other Occupancy and Office Expenses. Other occupancy and office
expenses for the six months ended December 31, 2001 were $22,494 as compared to
$31,484 for the comparable period in 2000.

         Other expenses. Other expenses for the six months ended December 31,
2001 were $42,982 as compared to $63,368 for the same period in 2000. This
decrease of $20,386 is due primarily to decreased accounting and legal service
expenses relating primarily to our SEC filings and organizational matters as a
new public company.


Liquidity and Capital Resources

         In the quarter ended December 31, 2001, we financed our operations
primarily through subscription revenue. We currently have two lines of credit in
the amounts of $50,000 and $25,000 from two financial institutions. We
anticipate that the cash provided by operations, supplemented by our financing
activities, if necessary, will be sufficient to fund our existing operations
during our current fiscal year. We are seeking an increase in one of our lines
of credit so that the aggregate amount of all lines of credit would be $250,000
in order to relieve our principal stockholder of the necessity of making further
advances associated with our SEC filings. Our principal stockholder is under no
obligation to fund our expenses. We also intend to finance our
operations in the next fiscal year by increasing the number of our subscribers
to take further advantage of the economies of scale offered by a larger
subscriber base and by selling up to 500,000 shares of common stock to the
public. However, although we continue to explore opportunities to acquire the
subscriber base of other Internet service providers in the vicinity of our
current market area, we may not be able to complete any such acquisitions nor
expand our business into the wireless broadband business, without the additional
proceeds we had initially anticipated from the contemplated sale of our common
stock. Without an influx of additional capital, we will not be able to achieve
our business objectives.


Seasonal Aspects of Business

         There is a strong seasonal influence which is associated with our
location in Southwest Florida, a popular winter holiday destination for retirees
of northern States. As a consequence, during the winter months, subscriber
numbers increase rapidly and, during the summer months, they decrease
significantly. We offer our customers who are part-time Southwest Florida
residents the ability to maintain their e-mail account with us and forward their
e-mails to their summer residences' accounts during periods when they are not in
residence in Southwest Florida. We charge a monthly fee of $5.00 for this
service. We believe that this new service will help to recapture these
individuals as full-paying subscribers when they return to our service area
during the winter months.


                                       14

<PAGE>



                                    PART II
                                OTHER INFORMATION

ITEM 1. Legal Proceedings

     None

ITEM 2 Changes in Securities

     None

ITEM 3  Defaults upon Senior Securities

     None

ITEM 4 Submission of Matters to a Vote of Security Holders


None


ITEM 5 OTHER INFORMATION

         In the September 30, 2001 10Q-SB filed with the Commission on November
19, 2001, we inadvertently stated that Erik Nelson was elected a director of the
Company on October 16, 2001. This was a scrivener's error, in fact Mr. Nelson
was not elected a director, Juergen Hartwich was elected a director on November
19, 2001.

         On January 30, 2002, the Company purchased the subscribers of TNT
ONLINE, INC. ("TNT") pursuant to a Subscriber Purchase Agreement between the
Company and TNT. Consideration for the subscriber purchase is based upon the
number of subscribers and the annual revenues of TNT.




                                       15

<PAGE>




         On December 28, 2001, the Company entered into a Convertible Secured
Note Purchase Agreement with Juergen Hartwich, a director of the Company, for
the sum of $100,000.


ITEM 6. EXHIBITS AND REPORTS ON FORM 8 -K

         The following documents are incorporated by reference from Registrant's
Form 10-SB filed with the Securities and Exchange Commission (the "Commission"),
File No.000-28065, on November 12, 1999:

         3(i)     Articles of Incorporation
         3(ii)    Bylaws

         The following document is incorporated by reference from Registrant's
Form 10Q-SB filed with the Securities and Exchange Commission (the
"Commission"), File No.000-28065, on February 20, 2001:

         10       Contract between the Company and CISP


                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.

Dated: February 14, 2002                             ISNI.Net, Inc.


                                                     By: /s/ Ray Bolouri
                                                     ---------------------------
                                                     Ray Bolouri
                                                     President



                                       16