United States
               Securities and Exchange Commission
                     Washington, D.C. 20549
                    ------------------------
                           Form 10-KSB/A

     [X]   Annual Report Pursuant to Section 13 or 15(d) of the
           Securities Exchange Act of 1934

           For the Fiscal Year Ended December 31, 2000

     [ ]   Transition Report Pursuant to Section 13 or 15(d) of the
           Securities Exchange Act of 1934

           For the Transition Period from __________ to __________

                     Commission File Number 0-31663

                     American IR Technologies, Inc.
         (Exact Name of Registrant as Specified in its Charter)

             Nevada                              88-0440536
(State or other jurisdiction of               (I.R.S. employer
 incorporation or organization)            identification number)

   3080 W Post Road, Las Vegas, Nevada             89102
 (Address of principal exectuive offices)        (Zip code)

 Registrant's Telephone Number, Including Area Code: (702) 368-4571

Securities Registered Pursuant to Section 12(b) of the Act: NONE

    Securities Registered Pursuant to Section 12(g) of the Act:
    Common Stock, $0.001 par value per share, 20,000,000 shares
authorized, 7,135,267 issued and outstanding as of December 31, 2000.

 Indicate by check mark whether the registrant (1) has filed all
   reports required to be filed by Section 13 or 15(d) of the
 Securities Exchange Act of 1934 during the preceding 12 months
 (or for such shorter period that the registrant was required to
   file such reports), and (2) has been subject to such filing
       requirements for the past 90 days.  Yes [X]  No [ ]

    Indicate by check mark if disclosure of delinquent filers
 pursuant to Item 405 of Regulation S-B is not contained herein,
and will not be contained, to the best of registrant's knowledge,
  in definitive proxy or information statements incorporated by
  reference in Part III of this Form 10-KSB or any amendment to
                     this Form 10-KSB.  [ ]

The approximate aggregate market value of the Common Stock held by
non-affiliates of the registrant, based upon the closing price of the
Common Stock reported on OTCBB, was $856,232 as of March 27, 2001.(1)
For the purposes of this computation, all executive officers,
directors and 5% shareholders of the Company have been assumed to
be affiliates.  Certain of such persons may disclaim that they
are affiliates of the Company.


/1/


               DOCUMENTS INCORPORATED BY REFERENCE

Sections of the registrant's definitive Proxy Statement for the
registrant's Annual Meeting of Stockholders, which will be filed
with the Securities and Exchange Commission, are incorporated by
reference into Part III of this Report to the extent stated
herein.

                  ----------------------------

The following discussion contains, in addition to historical
information, forward-looking statements that involve risks and
uncertainties. The Company's actual results could differ
significantly from the results discussed in the forward-looking
statements. Factors that could cause or contribute to such
differences include, but are not limited to, those discussed
below and in Item 6, "Management's Discussion and Analysis of
Financial Condition."

                             PART I

ITEM 1 -- BUSINESS.

Overview and History

We were formed as a Nevada Corporation on October 29, 1999 under
the name American IR Technologies, Inc.  Our articles of
incorporation authorize us to issue up to 20,000,000 shares of
common stock at a par value of $0.001 per share and 5,000,000
shares of preferred stock at par value of $0.001 per share.

We provide consumer electronic products that target the home
health and safety markets.  We have developed a portable infrared
sensor security system that can function at a distance of up to
75 feet and under varying light exposures.  Our products are
designed to achieve optimum performance under battery power
allowing for complete, wireless portability.

Industry Background

Issues such as the quality of life and personal safety are still
important  to most people, even though overall crime  statistics
are  modestly  down.  Consumers are looking  to  increase  their
comfort level and find products that can assist them with  their
daily  life.   Awareness is increasing and more and more  people
are  finding  ways to better protect themselves, their  families
and their property against burglary, assault and violence.  This
awareness  has  caused an increase in the  demand  for  personal
safety devices and home security systems.

New Product Offerings

We have neither offered a new product in the past year, nor do we
foresee introducing any new products in the upcoming year.

Research and Development Activities

We have neither engaged in research and development activities in
the past year, nor do we foresee engaging in research and
development activities in the upcoming year.


/2/


Principal Products and Services

Our initial product offering was the "Safety Beam," which is
based on our portable, dedicated-beam infrared sensor system.
The system can operate on AC power for ease of use.  The Safety
Beam consists of two units: a transmitter and a receiver.  The
two units interlock with each other for ease of portability.
When separated, the transmitter emits an infra red signal to the
receiver that cannot be duplicated or interfered with.  This
signal is self-aligning and can cover a distance of up to 75 feet
in varying light conditions.

The Safety Beam alerts users to movements within a monitored zone
by  emitting  an  alarm,  and can be  used  indoors  or  outdoors
functioning as:

  1.  A  safety alert while traveling, at home or at the office; and
  2.  An area alarm for children, pets and outdoor locations.

We also offer the following products:

  1.  STM Personal Alarm - a personal alarm that can be
      activated under distress emitting a 130 decibel pulse
      tone, as well as an additional emergency alert with a high-
      intensity, flashing red light;
  2.  Cupboard Light - a supplemental lighting device to be
      installed in low light areas such as a cupboard, tool
      boxes, fishing tackle boxes and other portable containers;
  3.  Garage Parking Wand - a wand that stands upright with a
      sensor section to notify the driver that he/she has
      reached their desired stop point, avoiding collision with
      other objects;
  4.  Electronic Peep-Hole - a 180 degree spherical sensor that
      detects the presence of an individual at the door, which
      utilizes a heat sensing device, and indicated by a glowing
      LED;
  5.  GP Sensor - detector units to be utilized in the garage to
      monitor and identify an incoming vehicle with a loud
      chirp;
  6.  Vent Sense - a smoke and carbon monoxide sensor that once
      installed, would shut down heating/AC duct systems upon
      fire detection; and
  7.  Silent Call - a two-unit system, made up of a telephone
      connector and pager units, that vibrates and flashes a
      pleasant green light to alert the user of incoming calls.

Distribution, Marketing and Customer Relations

We desire to achieve high levels of customer satisfaction and
repeat business and to establish recognition and acceptance of
our products.  Our strategy to achieve these desired results
include the following key elements:


  1.  Introducing new products to satisfy consumer needs and
      reach new customers;
  2.  Bolstering our Internet presence,
  3.  Forming additional strategic alliances, and
  4.  Building our brand equity.


/3/


  Introducing New Products to Satisfy Consumer Needs and Reach
  New Customers

We will attempt to develop and introduce innovative products to
offer consumers added security and safety device options.  We
believe our products will fill the need in the market for
affordable home safety and security solutions.  The variety of
our product line provides us with greater market opportunities to
increase our customer base, thereby increasing sales revenues.
In addition, we will be able to bundle together a variety of our
products to increase our marginal revenue.

We also plan to continue to pursue networking opportunities.  The
consumer electronics industry offers conferences, seminars and
meetings for all industry segments each year.  We have designed
portable exhibition displays that are used for these trade shows.
We have also produced prototypes that are displayed and exhibited
at our booths for show-goers to experience.  We have attended,
and will continue to attend, various conferences across North
America.  Our exhibit at the National Hardware Show was featured
in a national broadcast and on other news and specialty
television programs.

  Bolstering Our Internet Presence

The Internet allows us to expand our geographical impact by
reaching prospective customers and introduces greater
efficiencies to our distribution channel.  We have created an
Internet presence at www.american-ir.com.  We are continuing to
design and develop our website as a mechanism for the marketing
and sale of our products. We have designed our website to draw
attention to our corporate goals and our consumer products.  Our
website includes photographs and descriptions of our products, a
section for press releases and information about our company.
Visitors can browse our current and potential product offerings,
which include descriptions and functions of each product.

Our focus is on developing our brand recognition and a quality
reputation for our products.  To that end, we have developed
marketing literature, product packaging and sales kits.  These
advertising materials are distributed to prospective wholesalers,
retailers and consumers at trade shows, used in trade and
industry publications and circulated on our website.

  Forming Additional Strategic alliances

We pursue strategic alliances with partners who have established
operations.  We believe that these joint venture relationships,
if successful, will allow us to gain additional insight,
expertise and penetration in markets where they already operate.

We entered into a licensing agreement with WellMike Enterprise
Company, a Hong Kong corporation, on November 30, 1999.
According to this agreement, WellMike will sell and distribute
our products in all regions outside of North America, including
Germany, Japan and the United Kingdom.  We will receive a royalty
of $2.00 per unit of gross sales, in addition to 5% of gross
sales, where we have an issued or applied patent, to be paid on a
quarterly basis.  This agreement is in effect for a period of
three years from the date of the agreement.

On December 22, 1999, we entered into a technology license agreement with
American Infrared, an Alberta, Canada company.  The license agreement


/4/


provides us with the rights to all
procedures, practices and intellectual property related to
American Infrared's technologies and applications.  According to
this agreement, we have agreed to pay to American Infrared a
royalty of 3%, monthly, of all revenues derived from the use of
the technologies licensed from them.  The term of the agreement
is five years from the date of the agreement.  In addition, we
were granted a 30 day right of first refusal to license
additional technologies developed, which are not included in the
license agreement.  We believe that the terms of the technology
license agreement were conducted under an arm's length
transaction that appropriately represents fair market values for
licensing proprietary technologies.

  Building Our Brand Equity

We believe that building awareness of the American IR
Technologies brand is important in expanding our customer base.
We intend to aggressively market and advertise to enhance our
brand recognition with consumers.  We currently advertise through
traditional and non-traditional media such as local newspapers
and industry-specific publications, as well as over the Internet.

Our marketing efforts have consisted of print and Internet
advertising.  We cannot assure you that we will be successful in
attracting customers.  If we fail to attract customers to use our
products, we will be unable to generate revenues to support
continuing operations.

Competition

The market for consumer electronic products and services is
highly competitive, and competition is expected to continue to
increase significantly.  Although we believe that the diverse
segments of the consumer electronics market will provide
opportunities for more than one supplier of products and services
similar to ours, it is possible that a single supplier may
dominate one or more market segments.

We believe that the principal competitive factors in our segment
of the electronics market are brand recognition, ease of use,
comprehensiveness of product offerings, customization by the
consumer, quality and responsiveness of infrared products, the
availability of high-quality, focused value-added services,
required technology to offer state-of-the-art consumer
electronics and the number of users, duration and frequency of
user demographics.  Competition among current and future
suppliers of infrared products could result in significant price
competition and reductions in revenues.  There can be no
assurance that we will be able to compete successfully or that
the competitive pressures faced by us will not have a material
adverse effect on our business, operating results, and financial
condition.

Government Regulation

Our operations are subject to a variety of laws, regulations and
licensing requirements of federal, state and local authorities.
In certain jurisdictions, we may be required to obtain licenses
or permits to comply with standards governing employee selection
and training, and to meet certain standards in the conduct of our
business.  The loss of such licenses, or the imposition of
conditions to the granting or retention of such licenses, could
prevent us from conducting business.


/5/


Our advertising and sales practices are regulated by both the
Federal Trade Commission and state consumer protection laws.
Such regulations include restrictions on the manner in which we
promote the sale of consumer electronics and our obligation to
provide purchasers of certain products with certain rescission
rights.

We believe that we are in compliance with, and will be able to
comply, in all material respects, with laws and regulations
governing our operations.  We are not aware of any probable
government regulations that may adversely affect our business.

Employees

We presently have eight full-time and no part-time employees.
Our employees are not represented by a collective bargaining
agreement, and we believe that our relations with our employees
are good.

RISK FACTORS

The following discussion contains, in addition to historical
information, forward-looking statements that involve risks and
uncertainties.  Our actual results could differ significantly
from the results discussed in the forward-looking statements.
Factors that could cause or contribute to such differences
include, but are not limited to, those discussed below and in
Item 6, "Management's Discussion and Analysis of Financial
Condition or Plan of Operation."

Limited Operating History; No Assurance of Profitability

We were organized on October 29, 1999, with a business objective
to design, manufacture and distribute consumer electronics
targeted towards the Quality of Life & Leisure and Home Health &
Safety categories.  We face all of the risks inherent to any new
business; especially those associated with the rapidly evolving
consumer electronics industry.  These risks include, but are not
limited to: (i) our potential inability to maintain and increase
sales of our products and services; (ii) the lack of acceptance
by consumers of new product infrared technology; (iii) our
failure to continue to develop and extend our brand; (iv) our
inability to attract or retain customers; (v) our failure to
anticipate and adapt to a developing market; (vi) our ability to
upgrade and develop our systems and infrastructure and attract
new personnel in a timely and effective manner; (vii) the
inability to effectively manage rapidly expanding operations,
technical difficulties, or system/process downtime; (viii) the
amount and timing of operating costs and capital expenditures
relating to expansion of our business; (ix) direct and indirect
competitors, particularly in light of the fact that many of our
competitors are much larger and have greater financial, technical
and marketing resources; and (x) the need to reduce the market
price of our products brought on by competition or other factors.

We must, among other things, maintain and increase our customer
base and rates of growth, implement and successfully execute our
business and marketing strategies, continue to develop and
upgrade our technology, provide superior customer service,
respond to competitive developments, and attract, retain and


/6/


motivate qualified personnel.  There can be no assurance that we
will be successful in accomplishing these goals, and a failure to
do so could have a material adverse effect on our business,
results of operations and financial condition.

Potential Fluctuations in Quarterly Results; Seasonality;
Unpredictability of Future Net Revenue

We expect operating results to fluctuate significantly in the
future as a result of a variety of factors, many of which are
outside of our control.  These factors include demand for the
products we sell, consumers' acceptance of products utilizing
infrared technology, the amount and timing of capital
expenditures and other costs relating to the expansion of our
operations, the introduction of new or enhanced products by our
competitors, the timing and number of new hires, inventory
management, the loss of key contracts or relationships, changes
in our pricing policy or those of our competitors, engineering or
development fees that may be paid in connection with research and
development, incurrence of costs relating to future acquisitions,
general economic conditions, and economic conditions specific to
consumer electronics or the technology market in general.  We
expect to experience seasonality in our business.  Any
seasonality is likely to cause quarterly fluctuations in our
operating results, and there can be no assurance that such
patterns will not have a material adverse effect on our business,
results of operations and financial condition.

As a result of our limited operating history, we have limited
meaningful historical financial data upon which to base planned
operating expenses.  Accordingly, our expense levels will be
based in part on Management's expectations as to future revenue
from sales of products and services, commerce revenue-sharing
arrangements, advertising, and anticipated growth and are, to a
large extent, fixed.  Sales and operating results from product
and services sales generally depend on the volume of, timing of
and ability to fulfill orders received, which are difficult to
forecast.  There can be no assurance that we will be able to
accurately forecast our net revenues for the foreseeable future.
We may be unable to adjust spending in a timely manner to
compensate for any unexpected revenue shortfall.  Any failure by
us to accurately make such predictions would have a material
adverse effect on our  business, results of operations and
financial condition.

We believe that period to period comparisons of our operating
results will not necessarily be meaningful and should not be
relied upon as an indication of future performance.  It is likely
that in some future quarter or quarters our operating results may
fall below the expectations of securities analysts and investors.
In such event, the trading price of our Common Stock would likely
be materially and adversely affected.

Rapid Changes in Technology and Industry Standards

To be competitive, we must introduce, enhance and improve the
responsiveness, functionality and features of our products and
introduce and develop features to meet customer needs.
Introducing new technology into our systems involves numerous
technical challenges and substantial amounts of personnel
resources, and could take many months to complete.  There can be
no assurance that we will be successful at integrating such
technology into our product line on a


/7/


timely basis or that, once
integrated, such technology will function as expected.  In
addition, the consumer electronics industry is characterized by
rapid technological change, changes in user and customer
requirements and preferences, frequent new product and service
introductions and the emergence of new industry standards and
practices that could render our products, technology and systems
obsolete.  Our success will depend, in part, on our ability to
enhance our existing services, develop new services and
technologies that address the needs of our customers, and respond
to technological advances and emerging industry standards and
practices on a cost-effective and timely basis.  If we are unable
to use new technologies effectively or adapt our proprietary
technology and processing systems to customer requirements or
emerging industry standards, we would be materially adversely
affected.

Competition

We compete with many other providers of consumer electronics.  In
the event that we extend our business internationally, we may
also face intense competition in international markets, including
competition from U.S.-based competitors that are already well
established in those foreign markets.  Many of our existing
competitors, as well as a number of potential new competitors,
have significantly greater financial, technical, marketing and
distribution resources.  In addition, providers of consumer
electronics and services may be acquired by, receive investments
from, or enter into other commercial relationships with larger,
well-established and well-financed companies.  Greater
competition resulting from such relationships could have a
material adverse effect on our business, operating results and
financial condition.

Risks Associated with Brand Development

We believe that establishing and maintaining the "American IR
Technologies" brand is a critical aspect of our efforts to
attract and expand our customer base.  Promotion and enhancement
of the "American IR Technologies" brand will depend largely on
our success in providing high-quality products and services. In
order to attract and retain customers and to promote and maintain
the "American IR Technologies" brand in response to competitive
pressures, we may find it necessary to increase substantially our
financial commitment to creating and maintaining a distinct brand
loyalty among consumers.  If we are unable to provide high-
quality products and services or otherwise fail to promote and
maintain our brand, or if we incur excessive expenses in an
attempt to improve our products and services or promote and
maintain our brand, our business, operating results, and
financial condition will be materially and adversely affected.

Possible Adverse Effect of Future Government Regulations

Our operations are subject to a variety of laws, regulations and
licensing requirements of federal, state and local authorities.
In certain jurisdictions, we are required to obtain licenses or
permits to comply with standards governing employee selection and
training, and to meet certain standards in the conduct of our
business.  The loss of such licenses, or the imposition of
conditions to the granting or retention of such licenses, could
have a material adverse effect on our business, financial
condition and results of operations.


/8/


Our advertising and sales practices are regulated by both the
Federal Trade Commission and state consumer protection laws.
Such regulations include restrictions on the manner in which we
promote the sale of consumer electronics and the obligation to
provide purchasers of certain products with certain rescission
rights.  While we believe that we comply with these regulations
in all material respects, there can be no assurance that one of
these regulations has not been violated in connection with the
manufacture and distribution of our product offerings.  If we
were found to be in violation of such as regulation, or the
imposition of conditions to the granting or retention of such
licenses, could have a material adverse effect on our business,
financial condition and results of operations.

ITEM 2. -- PROPERTIES.

Our corporate headquarters were located in approximately 400
square feet of office space located at 3110 S Valley View Blvd,
Ste 201, Las Vegas, Nevada 89102 through a sublease arrangement
with Lamour Telecommunications at a rate of $300 per month.  This
sublease expired on January 31, 2001.  On December 15, 2000, we
relocated our corporate headquarters to 3080 West Post Road, Las
Vegas, NV 89118.  The dimension of the new office space is
approximately 4,000 square feet.  The space is rented on a
monthly basis at $3,804.12 per month.  We do not have any
additional facilities, nor are there proposed programs for the
renovation, improvement or development of the properties
currently being utilized by us.

ITEM 3 -- LEGAL PROCEEDINGS.

We were not subject in the year 2000, nor are we currently
subject to any legal proceedings.

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

Not applicable.


/9/


                             PART II


ITEM 5 -- MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS.

Our common stock, par value $0.001 per share (the "Common
Stock"), is traded on the Over the Counter Bulletin Board
("OTCBB") under the symbol "ATLI".

There was no active trading market for the Common Stock in the
year 2000.  Our Common Stock commenced trading on January 10,
2001.

                                                       HIGH         LOW
2000
For the period (Jan 1, 2000 to Dec 31, 2000)           N/A         N/A

  HOLDERS

As of December 31, 2000 there were 68 stockholders of record of
our Common Stock.

  DIVIDEND POLICY

We have not paid cash dividends on our Common Stock and do not
intend to pay any cash dividends in the foreseeable future.

  SALES OF UNREGISTERED SECURITIES

The following discussion describes all the securities we have
sold since the inception of our Corporation on October 29, 1999:

During November 1999, we completed an offering that was exempt
from registration pursuant to Section 4(2) of the Securities Act
of 1933, as amended.  We issued 6,000,000 shares of our $0.001
par value common stock as consideration for $7,000 in cash.

During 1999 we received a capital contribution of $16,000 from
American Infrared.

During July 2000, we completed an offering that was exempt from
registration pursuant to Regulation D, Rule 504, of the
Securities Act of 1933, as amended. We sold 317,000 shares of our
$0.001 par value common stock at a price of  $0.20 per share.  We
received cash in the amount of $63,400, net of expenses of
$1,900.

During 2000, we issued 818,267 of our $0.001 par value common
stock for services valued at $163,653.  The shares were exempt
from registration pursuant to Regulation D, Rule 504, of the
Securities Act of 1933, as amended.

During 2000, we received services with a fair market value of
$124,634, which is included in accounts payable as of December
31, 2000.  We anticipate issuing approximately 609,000 shares of
common stock during 2001 to satisfy these obligations.


/10/


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

                   FORWARD LOOKING STATEMENTS

The statements contained in this report that are not historical
facts are forward-looking statements within the meaning of the
Private Securities Litigation Reform Act.  Forward-looking
statements are made based upon management's current expectations
and beliefs concerning future developments and their potential
effects upon the Company. There can be no assurance that future
developments affecting the Company will be those anticipated by
management.  Actual results may differ materially from those
included in the forward-looking statements.

Readers are also directed to other risks and uncertainties
discussed in other documents filed by the Company with the
Securities and Exchange Commission.  The Company undertakes no
obligation to update or revise any forward-looking information,
whether as a result of new information, future developments or
otherwise.

Overview

American IR Technologies Inc. ("American IR") is a development
stage Company.  Our principal business objective is to design,
manufacture and market consumer electronic products that target
the home health and safety, and the quality of life and leisure
markets.  Initially, we have developed and introduced to the market
a portable, dedicated-beam, Infra Red sensor security/monitoring
system (Safety Beam(TM)).  The American IR "signature" beam technology
can function at a distance of up to 75 feet and under varying light
exposures, and our products have been designed to achieve optimum
performance under battery power allowing for complete, wireless
portability.

The mission of American IR is to offer the most innovative technology,
with the widest appeal, while driving for the most efficient costing.
The core team at American IR brings significant industry and related
experience to the Company.  Among the management and executives there
is approximately 75 years experience in the development, marketing and
administration of consumer products distribution.

Results of Operation

A comparison of the operating results for the year ended December
31, 2000 to the operating results for the period from October 29,
1999 to December 31, 1999 is not presented due to the lack of
comparability caused by the short year in 1999.

Net sales for the twelve months ended December 31, 2000 were
$6,157.  Minimal sales were generated in 2000 as our focus was on
design and development activities leading up to the launch of our
product line and had not engaged in any major sales efforts.

Cost of goods sold for the twelve months ended December 31, 2000
were $6,041. The cost of sales were high as compared to the net
sales for the same period due to the costs incurred with shipping
the products sold to our customers.


/11/


Shipping and freight incurred on the sales was $2,651, which represents
44% of the total cost of goods sold.  We expect that the percentage
of shipping costs as compared to total cost of goods sold will
greatly decrease as the quantity of the order sizes increase.

Operating expenses for the twelve months ended December 31, 2000 were
$396,731.  These expenses consisted largely of trade show expenses of
$20,836, secretarial labor of $21,960, sales and marketing consulting
fees of $31,200, investor relations consulting fees of $78,639, public
company formation and stock offering consulting fees of $58,068, and
other professional fees of $35,955, and accrued officer salaries of
$70,000.  As we establish our brand name in the marketplace, we believe
that our need for outside consultants will be greatly diminished once
initial development stage activities are completed and we are receiving
recurring purchases.  Given this outcome, it is our intention to hire
key personnel to carry on the functions now performed by numerous outside
independent consultants.

Net loss for the twelve months ended December 31, 2000 was $396,614, and
since inception 411,535.  Furthermore as of December 31, 2000 the company
had a working capital deficit of $161,482.  The net cash used in operational
activities for the year ended December 31, 2000 was $62,685, and from
inception through December 31, 2000 was $71,310.

The net loss in 2000 was attributed to the minimal amount of sales in
2000 and the high cost of introducing our product and stock to the market.

Future Business

We believe consumers are looking to increase their comfort level
and find products that can assist them in their day-to-day life.
Our goal over the next quarter and for the next year is to
establish and build the American IR brand name, and to market and
merchandise our consumer electronic products based on our
proprietary characteristics.  We believe that high brand name
recognition will be an effective springboard for new products,
services, or potential acquisitions.  We plan to cross brand with
other major companies in the same retail space, as well as bundle
promotions with other American IR products that compliment our
Safety Beam.

The intended merger with American Infrared Technologies, Inc. is
expected to accommodate the requirement for key personnel needed,
as well as a more efficient model for cost effective operations and
the elimination of any duplication of effort.  Working capital may
be negatively impacted should overall sales not increase, although
the contemplated merger shall create further capital resource
potential through the relationships already in place with that company.
The transaction contemplated in the form of a stock issuance for the
value of the company to be merged with should add a further asset base
in the form of hard goods and intellectual property, while eliminating
the outgoing payment of royalties on product sales.

As of the date of this filing, the management of American IR is
not aware of, nor do we foresee any environmental concerns,
government regulations, or seasonal aspects of our industry that
would have a material effect on the financial condition or
results of operations of our Company.  We expect to be able to
increase revenues by offering an expanded product line to an
increasing consumer base through current and additional sales
channels.  To accomplish this American IR plans to hire several
new staff in the areas of sales and marketing support, product
development, operations and administration.

Liquidity and Capital Resources

Although we have begun to generate revenues, without the
realization of additional capital, it would be unlikely for the
Company to continue as a going concern.  It is anticipated that
we will realize increasing revenues from the sale of our products
during the next twelve (12) months.  We believe we will generate
sufficient revenues to continue existing operations for at least
the next twelve to twenty-four months.

During our normal course of business, we may experience net
negative cash flows from operations, pending receipt of revenues.
Further, we may be required to obtain additional financing to
augment our working capital.


/12/


ITEM 7. -- FINANCIAL STATEMENTS.




                        TABLE OF CONTENTS


                                                                PAGE

REPORT OF INDEPENDENT AUDITOR (Stark Tinter & Assoc., LLC)        1

REPORT OF INDEPENDENT AUDITOR (G. Brad Beckstead, C.P.A.)         2

BALANCE SHEET                                                     3

STATEMENT OF OPERATIONS                                           4

STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)                       5

STATEMENT OF CASH FLOWS                                           6

NOTES TO FINANCIAL STATEMENTS                                  7-13


/13/


                 REPORT OF INDEPENDENT AUDITORS


Shareholders and Board of Directors
American IR Technologies, Inc.


We  have  audited the accompanying balance sheet of  American  IR
Technologies, Inc. (a development stage company) as  of  December
31, 2000, and the related statements of operations, stockholders'
equity (deficit), and cash flows for the year ended December  31,
2000.  These financial statements are the responsibility  of  the
Company's management. Our responsibility is to express an opinion
on these financial statements based on our audit.

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

In  our  opinion,  the  financial statements  referred  to  above
present  fairly, in all material respects, the financial position
of  American IR Technologies, Inc. (a development stage  company)
as  of December 31, 2000, and the results of its operations,  and
its  cash  flows  for  the  year  ended  December  31,  2000,  in
conformity with generally accepted accounting principles.

The accompanying financial statements have been prepared assuming
that  the Company will continue as a going concern.  As discussed
in  Note  2 to the financial statements, the Company has suffered
recurring  losses in the development stage.  This  factor  raises
substantial  doubt about the Company's ability to continue  as  a
going concern.  Management's plans in regard to these matters are
also  discussed  in  Note  2.  The financial  statements  do  not
include  any  adjustments that might result from the  outcome  of
this uncertainty.



Stark Tinter & Associates, LLC


Denver, Colorado
March 21, 2001





                                1


/14/

G. BRAD BECKSTEAD
Certified Public Accountant
                                              330 E. Warm Springs
                                              Las Vegas, NV 89119
                                                     702.528.1984
                                                 425.928.2877 (efax)

                  INDEPENDENT AUDITOR'S REPORT


March 31, 2000

Board of Directors
American IR Technologies, Inc.
3110 S. Valley View, Ste. 105
Las Vegas, NV 89102

I have audited the Statement of Operations, Stockholders' Equity,
and Cash Flows of American IR Technologies, Inc. (the "Company")
(A Development Stage Company)  for the period October 29, 1999
(Date of Inception) to December 31, 1999.  These financial
statements are the responsibility of the Company's management.
My responsibility is to express an opinion on these financial
statements based on my audit.

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

In my opinion, the financial statements referred to above present
fairly, in all material respects, the results of operations,
equity and cash flows of American IR Technologies, Inc., (A
Development Stage Company), for the period October 29, 1999
(Date of Inception) to December 31, 1999, in conformity with
generally accepted accounting principles.

The accompanying financial statements have been prepared assuming
the Company will continue as a going concern.  As discussed in
Note 2 to the financial statements, the Company has had limited
operations and have not commenced planned principal operations.
This raises substantial doubt about its ability to continue as a
going concern.  Management's plan in regard to these matters are
also described in Note 2.  The financial statements do not
include any adjustments that might result from the outcome of
this uncertainty.



/s/  G. Brad Beckstead, CPA
---------------------------
Las Vegas, Nevada

                                2


/15


                 AMERICAN IR TECHNOLOGIES, INC.
                  (A Development Stage Company)
                          BALANCE SHEET
                        December 31, 2000



ASSETS

CURRENT ASSETS
Cash                                                $    4,243
Accounts receivable                                      1,087
Due from officer                                         5,942
Prepaid expenses                                        44,134
                                                    ----------
Total current assets                                    55,406
                                                    ----------
PROPERTY AND EQUIPMENT, NET                              4,120
                                                    ----------
                                                    $   59,526
                                                    ==========

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)


CURRENT LIABILITIES
Accounts payable and accrued expenses               $  135,159
Due to related party                                    85,849
                                                    ----------
Total current liabilities                              221,008
                                                    ----------
STOCKHOLDERS' EQUITY (DEFICIT)

Preferred stock, $.001 par value,
5,000,000 shares authorized,
no shares issued and outstanding                             -
Common stock, $.001 par value,
20,000,000 shares authorized,
7,135,267 issued and outstanding                         7,135
Additional paid in capital                             242,918
Deficit accumulated during the development stage      (411,535)
                                                    ----------

                                                      (161,482)
                                                    ----------

                                                    $   59,526
                                                    ==========



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


                                3


/16/


                      AMERICAN IR TECHNOLOGIES, INC.
                       (A Development Stage Company)
                          STATEMENT OF OPERATIONS




                                                          October 29,
                                                              1999
                                               Period     (Inception)
                                Year ended      ended       Through
                                 December     December     December
                                 31, 2000     31, 1999     31, 2000
                               ------------  ----------  -------------

REVENUE                        $      6,157  $        -  $       6,157
                               ------------  ----------  -------------

OPERATING EXPENSES
Cost of sales                         6,041           -          6,041
General and administrative          396,731      14,920        411,651
                               ------------  ----------  -------------
                                    402,772      14,920        417,692
                               ------------  ----------  -------------
Net (loss)                     $   (396,615) $  (14,920) $    (411,535)
                               ============  ==========  =============


Weighted average shares
outstanding -
basic and fully diluted           6,567,634   6,000,000      6,490,350
                               ============  ==========  =============

Net (loss) per common share -
basic and fully diluted        $      (0.06) $    (0.00) $       (0.06)
                               ============  ==========  =============



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


                                4


/17/


                      AMERICAN IR TECHNOLOGIES, INC.
                       (A Development Stage Company)
                STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)
     FOR THE PERIOD OCTOBER 29, 1999 (INCEPTION) TO DECEMBER 31, 2000


                                                       Deficit
                                                     Accumulated
                      Common Stock      Additional    During the
                  --------------------   Paid in     Development
                    Shares    Amount     Capital        Stage        Total
                  ---------  ---------  ----------  -------------  ----------
Beginning balance,
October 29, 1999
(inception)               -          -           -              -           -

Stock issued for
cash              6,000,000  $   6,000  $    1,000     $        -  $    7,000

Cash contributed
by affiliate              -          -      16,000              -      16,000

Net loss
for the period            -          -           -        (14,920)    (14,920)
                  ---------  ---------  ----------  -------------  ----------
Balance at
December 31, 1999 6,000,000      6,000      17,000        (14,920)      8,080

Stock issued for
cash                317,000        317      63,083              -      63,400

Stock issued for
services            818,267        818     162,835              -     163,653

Net loss
for the year              -          -           -       (396,615)   (396,615)
                  ---------  ---------  ----------  -------------  ----------
Balance,
December 31, 2000 7,135,267  $   7,135  $  242,918  $    (411,535) $ (161,482)
                  =========  =========  ==========  =============  ==========



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


                                5


/18/


                      AMERICAN IR TECHNOLOGIES, INC.
                       (A Development Stage Company)
                          STATEMENT OF CASH FLOWS


                                                                October 29,
                                                                   1999
                                                    Period      (Inception)
                                    Year ended       ended        Through
                                     December      December      December
                                     31, 2000      31, 1999      31, 2000
                                   ------------  ------------  -------------

Net (loss)                         $   (396,315) $    (14,920) $    (411,535)

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

  Depreciation                              727             -            727
  Stock issued for services             163,653             -        163,653
  (Increase) in accounts receivable      (1,087)            -         (1,087)
  (Increase) in due from officer         (5,942)            -         (5,942)
  (Increase) in prepaid expenses        (44,134)            -        (44,134)
  Increase in accounts payable          134,864           295        135,159
  Increase in related party payable      85,849             -         85,849
                                   ------------  ------------  -------------
Net cash (used in) operating
activities                              (62,685)      (14,625)       (71,310)
                                   ------------  ------------  -------------
Cash flows from investing
activities:
Purchase of fixed assets                 (4,847)            -         (4,847)
                                   ------------  ------------  -------------
Net cash (used in) investing             (4,847)            -         (4,847)
activities                         ------------  ------------  -------------

Cash flows from financing
activities:
  Proceeds from stock issuance           63,400        23,000         80,400
                                   ------------  ------------  -------------
Net cash provided by financing           63,400        23,000         80,400
activities                         ------------  ------------  -------------

Net increase (decrease) in cash          (4,132)        8,375          4,243

Beginning - cash balance                  8,375             -              -
                                   ------------  ------------  -------------
Ending - cash balance              $      4,243  $      8,375  $       4,243
                                   ============  ============  =============
SUPPLEMENTAL CASH FLOW INFORMATION

  Cash paid for: Interest          $          -  $          -  $           -
                                   ============  ============  =============
                 Income taxes      $          -  $          -  $           -
                                   ============  ============  =============

SUMMARY OF SIGNIFICANT NON FINANCING AND INVESTING ACTIVITIES

Common stock issued for services   $    163,653  $          -  $     163,653
                                   ============  ============  =============



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


                                6


/19/


                 American IR Technologies, Inc.
                  (A Development Stage Company)
                  Notes to Financial Statements
                        December 31, 2000

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization

American  IR  Technologies, Inc. (the "Company") was incorporated
in  the State of Nevada.  The Company has been in the development
stage  since  its inception on October 29, 1999.   The  principal
business   objective  of  the  Company  is  to  market   consumer
electronics  targeted to the quality of life & leisure  and  home
health  &  safety  markets.  The Company  product  line  utilizes
infrared technology.

The  Company  has  entered  into  a  license  agreement  with  an
affiliated   company,   American  Infrared   Technologies,   Inc.
("American"),  a  Canadian corporation, for exclusive  rights  to
their  procedures,  practices  and intellectual  property.   This
agreement  is  the  sole source of product  development  for  the
Company.

Use of Estimates

The  preparation  of  financial  statements  in  conformity  with
generally  accepted accounting principles requires management  to
make  estimates and assumptions that affect the amounts  reported
in  these  financial  statements and accompanying  notes.  Actual
results could differ from those estimates.

Cash and Cash Equivalents

For  purposes  of  the  statements of  cash  flows,  the  Company
considers  all  highly  liquid  investments  purchased  with   an
original maturity of three months or less to be cash equivalents.

Financial Instruments

Fair  value  estimates discussed herein are  based  upon  certain
market   assumptions  and  pertinent  information  available   to
management as of December 31, 2000. The respective carrying value
of  certain  on-balance-sheet financial instruments  approximated
their  fair  values.  These financial instruments  include  cash,
accounts  receivable,  and  accounts  payable.  Fair  values  are
assumed  to  approximate  carrying  values  for  these  financial
instruments because they are short term in nature, the receivable
or   payable  is  due  on  demand,  and  their  carrying  amounts
approximate fair value.

Property and Equipment

Property and equipment is stated at cost and is being depreciated
using   the  straight-line  method  over  the  asset's  estimated
economic life, ranging from 3 to 7 years.



                                7


/20/


                 American IR Technologies, Inc.
                  (A Development Stage Company)
                  Notes to Financial Statements
                        December 31, 2000

Long-Lived Assets

The carrying amount of long-lived assets is reviewed if facts and
circumstances  suggest  that  it may  not  be  recoverable.   For
purposes  of evaluating the recoverability of long-lived  assets,
the  Company estimates the future undiscounted cash flows of  the
businesses to which long-lived assets relate. When such estimates
of  the future undiscounted cash flows are less than the carrying
amount  of  long-lived  assets,  the  difference  is  charged  to
operations.   The Company estimates the future undiscounted  cash
flows  using  historical  results and  current  projections.   If
current  projections of future cash flows are not  achieved,  the
Company  may  be  required to record reductions in  the  carrying
values  of  long-lived assets in future periods.  As of  December
31, 2000, management does not believe there is any impairment  of
the carrying amount of its assets.

Revenue Recognition

Sales are recognized upon shipment of electronic products.

Accounting for Stock-Based Compensation

The Company accounts for stock based compensation in accordance
with SFAS No. 123, "Accounting for Stock-Based Compensation."

Advertising Costs

The  Company  expenses  all  costs of  advertising  as  incurred.
Advertising costs included in selling, general and administrative
expenses   aggregated  $29,452  and  $0   in   2000   and   1999,
respectively.

Net Income (Loss) per Common Share

The Company calculates net income (loss) per share as required by
Statement  of  Financial Accounting Standards No. 128,  "Earnings
Per  Share" ("SFAS No. 128"). Basic earnings (loss) per share  is
calculated by dividing net income (loss) by the weighted  average
number  of  common shares of outstanding for the period.  Diluted
earnings  (loss) per share is calculated by dividing  net  income
(loss)  by  the  weighted average number  of  common  shares  and
dilutive  common  stock  equivalents  outstanding.   During   the
periods  presented, the company had no outstanding  common  stock
equivalents.



                                8


/21/


                 American IR Technologies, Inc.
                  (A Development Stage Company)
                  Notes to Financial Statements
                        December 31, 2000

Recent Pronouncements

The  FASB  recently  issued Statement  No  137,  "Accounting  for
Derivative   Instruments   and  Hedging  Activities-Deferral   of
Effective  Date of FASB Statement No. 133". The Statement  defers
for  one  year  the  effective date of FASB  Statement  No.  133,
"Accounting  for Derivative Instruments and Hedging  Activities".
The  rule  now  will apply to all fiscal quarters of  all  fiscal
years  beginning  after June 15, 2000.  In June  1998,  the  FASB
issued SFAS No. 133,  "Accounting for Derivative Instruments  and
Hedging Activities".  The Statement permits early adoption as  of
the  beginning  of  any fiscal quarter after its  issuance.   The
Statement  will require the Company to recognize all  derivatives
on  the  balance sheet at fair value.  Derivatives that  are  not
hedges  must  be adjusted to fair value through income.   If  the
derivative  is  a hedge, depending on the nature  of  the  hedge,
changes  in the fair value of derivatives will either  be  offset
against   the  change  in  fair  value  of  the  hedged   assets,
liabilities,  or firm commitments through earnings or  recognized
in other comprehensive income until the hedged item is recognized
in earnings.  The ineffective portion of a derivative's change in
fair  value  will  be immediately recognized  in  earnings.   The
Company  has  not  engaged in any hedging activities  during  the
periods presented.

During  December  1999,  the Securities and  Exchange  Commission
released Staff Accounting Bulletin 101, Revenue Recognition in
Financial Statements (SAB No. 101), which provides guidance on the
recognition, presentation and disclosure of revenue in financial
statements. SAB No. 101 did not impact the Company's revenue
recognition policies.

NOTE 2. GOING CONCERN

The  accompanying  financial statements  have  been  prepared  in
conformity  with generally accepted accounting principles,  which
contemplates  continuation of the Company  as  a  going  concern.
However,  the  Company  has  not been able  to  raise  sufficient
capital to initiate its business plan.  The Company is reliant on
American and officers to provide working capital.

The  Company  is  also  reliant on American  to  provide  product
through  a  five-year licensing agreement (Note 4).  The  Company
does  not  currently design or manufacture its own product.   The
Company's  ability to continue as a going concern  is  contingent
upon  its  ability to raise working capital and attain profitable
operations.



                                9


/22/


                 American IR Technologies, Inc.
                  (A Development Stage Company)
                  Notes to Financial Statements
                        December 31, 2000


The  financial  statements  do not  include  any  adjustments  to
reflect  the  possible future effects on the  recoverability  and
classification  of  assets or the amounts and  classification  of
liabilities  that may result from the possible inability  of  the
Company to continue as a going concern.

NOTE 3. PROPERTY AND EQUIPMENT

Property and equipment consisted of the following at December 31,
2000:

     Computer equipment               $    964
     Furniture and fixtures              1,132
     Marketing equipment                   515
     Office equipment                    2,236
                                      --------
                                         4,847
     Less accumulated depreciation        (727)
                                      --------
                                      $  4,120
                                      ========

Depreciation  expense for the year ended December  31,  2000  and
period ended December 31, 1999 was $727 and $0, respectively.

NOTE 4. COMMITMENTS AND CONTINGENCIES

On  December  22,  1999,  the Company entered  into  a  five-year
technology  license agreement with American (See  Note  1).   The
officers  and  directors  of  American  are  also  officers   and
directors  of  the Company.  The license agreement  provides  the
Company  with  the exclusive rights to all procedures,  practices
and  intellectual property related to American's technologies and
applications.  According to the agreement, the Company has agreed
to  pay American a royalty of 3% of all revenues derived from the
use  of the technologies licensed from American.  The royalty  is
payable  monthly.   Additionally, the Company received  a  30-day
right   of  first  refusal  to  license  additional  technologies
developed by American.

The  Company  has entered into several consulting  contracts  for
various  business  services.  Under the term of these  agreements
the  Company anticipates issuing approximately 782,000 shares  of
common  stock as consideration for services that will be rendered
during 2001.



                                10


/23/


                 American IR Technologies, Inc.
                  (A Development Stage Company)
                  Notes to Financial Statements
                        December 31, 2000


NOTE 5. STOCKHOLDERS' EQUITY

Preferred Stock

The  Company's  Board  of Directors has the  authority  to  issue
shares  of  preferred  stock, in one or more  series,  with  such
voting   powers,   designations,  preferences   and   rights   or
qualifications, limitations or restrictions thereof as  shall  be
stated in the resolution or resolutions.  No preferred stock  has
been  issued or is outstanding at December 31, 2000 or  1999  and
the Company has no present plans to issue any shares of preferred
stock.

Common Stock

During November 1999, the Company completed an offering that  was
exempt  from  registration  pursuant  to  Section  4(2)  of   the
Securities Act of 1933, as amended. The Company issued  6,000,000
shares of its $0.001 par value common stock as consideration  for
$7,000 in cash.

During  1999  the  Company  received a  capital  contribution  of
$16,000 from American.

During  July  2000,  the Company completed an offering  that  was
exempt  from registration pursuant to Regulation D, Rule 504,  of
the Securities Act of 1933, as amended.  The Company sold 317,000
shares of its $0.001 par value common stock at a price of   $0.20
per  share.  The Company received cash in the amount of  $63,400,
net of expenses of $1,900.

During  2000, the Company issued 818,267 of its $0.001 par  value
common  stock for services valued at $163,653.  The  shares  were
exempt  from registration pursuant to Regulation D, Rule 504,  of
the Securities Act of 1933, as amended.

During  2000,  the Company received services with a  fair  market
value  of $124,634, which is included in accounts payable  as  of
December 31, 2000.  The Company anticipates issuing approximately
609,000  shares  of  common stock during 2001  to  satisfy  these
obligations.

NOTE 6. INCOME TAXES

The  Company  accounts  for  income  taxes  under  Statement   of
Financial Accounting Standards No. 109 (FAS 109), "Accounting for
Income  Taxes", which requires use of the liability method.   FAS
109  provides  that  deferred  tax  assets  and  liabilities  are
recorded based on the differences between the tax bases of assets
and  liabilities   and their  carrying  amounts   for   financial
reporting  purposes,



                               11


/24/


                 American IR Technologies, Inc.
                  (A Development Stage Company)
                  Notes to Financial Statements
                        December 31, 2000


referred  to as temporary differences.  Deferred tax  assets  and
liabilities  at the end of each period are determined  using  the
currently  enacted  tax rates applied to taxable  income  in  the
periods  in  which  the deferred tax assets and  liabilities  are
expected to be settled or realized.

The  net  deferred  tax assets as of December 31,  2000,  in  the
accompanying balance sheet includes the following components:

Deferred tax asset                    $   136,000
Less valuation allowance                 (136,000)
                                      -----------
                                      $         -
                                      ===========

The net change in valuation allowance for the year ended December
31, 2000 was $122,000.

The  types  of  temporary differences between the  tax  basis  of
assets and their financial reporting amounts that give rise to  a
significant portion of the deferred tax asset are as follows:

                                        Reconciling      Tax
                                           Item         Effect
                                        -----------  -----------

Net operating loss carryforward:        $   400,000  $   136,000
                                        ===========  ===========

The net operating loss carry forward will expire through 2020.

NOTE 7. RELATED PARTY TRANSACTIONS

The  Company  will  make  and receive  loans  from  its  officers
throughout  the year. These loans typically bear no interest  and
are  due on demand.  As of December 31, 2000, $5,942 was due from
the Company's president.

During  2000 an affiliated company, American, provided inventory,
purchased  fixed  assets, and covered operating  expenses  for  a
total  of  $119,449.  At December 31, 2000, the  Company  owed  a
balance  of  $85,849 to American.  In 1999, American  provided  a
capital contribution of $16,000 for operating expenses.

On  July  1, 2000 the Company entered into a sales and  marketing
agreement with a company owned by a shareholder.  Under the terms
of  the  agreement, the Company is to receive sales and marketing
services for a six month period from July 1, 2000 to December 31,
2000  in exchange for 156,000 shares of the Company's $0.001  par
value  common stock valued at $0.20 per share.  The  shares  were
issued during July 31, 2000 in connection with its Regulation  D,
Rule 504 stock offering.



                               12


/25/


                 American IR Technologies, Inc.
                  (A Development Stage Company)
                  Notes to Financial Statements
                        December 31, 2000


The  officers of the Company have not drawn a salary during 2000.
Their salary has been accrued and is included in accounts payable
and  accrued expenses.  As of December 31, 2000 and 1999,  amount
due  to  these  officers  is $70,000 and $0,  respectively.   The
Company  anticipates issuing common stock during 2001 to  satisfy
these obligations.

A  director  of  American  provides consulting  services  to  the
Company.  Accrued consulting fees included in accounts payable at
December 31, 2000 and 1999 are $10,000 and $0, respectively.  The
Company  anticipates issuing common stock during 2001 to  satisfy
this obligation.

NOTE 8. SUBSEQUENT EVENTS

In  January  2001, the Company entered into a new  non-cancelable
operating  lease  agreement  for its corporate  facilities.   The
agreement is for a term of 23 months, beginning in February  2001
and  ending  in  December 2002.  The monthly  rental  expense  is
$3,264.

The Company has commenced discussions with an affiliated company,
American  Infrared  Technologies,  Inc.  (American),  a  Canadian
corporation,  to  purchase all outstanding shares  of  American's
common  stock.  The Company anticipates issuing common  stock  to
purchase American.



                               13


/26/


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

We have had no disagreements with our independent accountants in
the year 2000.


/27/


                            PART III

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

The name, age, position and date of appointment of our directors
and executive officers are as follows:

     Name        Age               Position                  Appointed
--------------  -----  --------------------------------  -----------------
   Ron Ryan       46     President, CEO and Director      November 1, 1999

 Gerald Peatz     51      Secretary, Treasurer and        November 1, 1999
                                  Director


Ron Ryan, President, CEO and Director - Mr. Ryan is a seasoned
entrepreneur with more than 20 years experience in business.
After attending St. Francis Xavier University, Class of '78, on
a combined athletic and academic scholarship, and various
business activities, he began to pursue the field of product
development in 1985.  Over the next decade Mr. Ryan honed his
skills in the areas of intellectual property and marketing.
This resulted in a system that Mr. Ryan conceptualized and
authored which allow for rapid and efficient product development
for delivery to the market.

Mr. Ryan has been sought to develop products and technologies
for various corporations such as Westinghouse, Honeywell,
American Sensors and Chubb Security.  He has consulted and
assisted in various product categories with corporations such as
Black and Decker and Winner International in the United States
and in the Orient with companies such as WellMike Enterprises,
and Automatic Manufacturing, Ltd.  In 1996, Mr. Ryan co-founded
TVR Technologies Inc., and participated in the day-to-day
operations as the President for the next two years.  He co-
invented the Universal Infra Red receiver technology that is
utilized for the TVR product line.  Mr. Ryan led the company
from idea to international patent applications; joint venture
partnership with Orient production; full production ready,
regulatory approved product; and technology licensing.

Mr. Ryan has been an invited lecturer at the University of
Toronto's MBA program on entrepreneurship; at Ryerson
Polytechnic University on the application of new technologies in
business; and at Metro Toronto's Small Business Incubator
Program for new entrepreneurs.

Gerald Peatz - Secretary, Treasurer and Director, Mr. Peatz was
formerly a President, Chief Financial Officer and Director of
AutoEye Inc., a high-tech company that represented a new and
exciting proprietary technology, which evolved into the first
wireless retrievable utility network.  This wireless retrievable
utility network was the development of a radio frequency network
monitored system applied for vehicles and transportation
equipment.  During his tenure both as Chief Financial Officer
and subsequently as President, he was directly involved in
establishing the company and development of the


/28/


technology for this start-up company.  Another major responsibility for
Mr. Peatz was coordinating with financiers to raise equity capital
equivalent to $2,000,000 and the preparation to enter the
public market in the over-the-counter bulletin board.

Mr. Peatz has accumulated in excess of 20 years experience, with
15 years in the role of Chief Financial Officer, for various
privately held companies.  As a professional accountant, Mr.
Peatz started work as a cost accountant with Dominion Bridge for
six years.  He has five years experience as an auditor for
Revenue Canada.  In addition, Mr. Peatz has worked for 15 years
in the manufacturing, high technology and engineering
environment, in a wide range of roles including cost accountant,
controller, human resources, credit, contract administrator and
computer administrator.  Mr. Peatz joined a national Buying
Group as Chief Financial Officer.  Mr. Peatz is a Certified
Management Accountant.

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Securities Exchange Act of 1934 requires the
Company's directors and executive officers, and persons who own
more than ten percent of a registered class of the Company's
equity securities, to file with the SEC initial reports of
ownership and reports of changes in ownership of Common Stock and
other equity securities of the Company. Officers, directors and
greater than ten-percent stockholders are required by SEC
regulations to furnish the Company with copies of all Section
16(a) forms they file. To the Company's knowledge, based solely
on review of the copies of such reports furnished to the Company
and written representations that no other reports were required
during the fiscal year ended December 31, 2000, its officers,
directors and greater than ten percent beneficial owners complied
with all Section 16(a) filing requirements.


ITEM 10. -- EXECUTIVE COMPENSATION.

The following table discloses compensation paid during the fiscal
year ended December 31, 2000 to (i) the Company's Chief Executive
Officer, and (ii) individual(s) who were the only executive
officers, other than the Chief Executive Officer, serving as
executive officers at the end of 2000 whose total salary and
bonus exceeded $100,000 (the "Named Executive Officers").


                                           ANNUAL
                                        COMPENSATION      ALL OTHER
   NAME AND PRINCIPAL                  SALARY    BONUS   COMPENSATION
        POSITION               YEAR     ($)       ($)        ($)
        --------               ----    ------    -----   ------------

Ron Ryan                       2000    35,000        0           0
President, CEO and Director

Gerald Peatz
Secretary, Treasurer and       2000    35,000        0           0
Director


/29/


  STOCK OPTIONS GRANTED IN LAST FISCAL YEAR

No stock options were granted in the previous year.

  COMPENSATION OF DIRECTORS

Our only directors are the current executive officers that are
already accruing salaries for the management of our Company.
They are reimbursed for reasonable expenses incurred in
connection with attendance at meetings of the Board and of
Committees of the Board; however, they do not receive any
additional compensation for their services as directors.
Accordingly, it may be necessary for us to compensate newly
appointed directors in order to attract a quality governance
team.  At this time we have not identified any specific
individuals or candidates nor have we entered into any
negotiations or activities in this regard.

  EMPLOYMENT AGREEMENTS

No such agreement(s) exists between any executive and the
Company.


ITEM  11. -- SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS  AND
MANAGEMENT.

The following table sets forth certain information as of December
31, 2000 with respect to the beneficial ownership of the
Company's Common Stock by: (i) all persons known by the Company
to be beneficial owners of more than 5% of the Company's Common
Stock, (ii) each director and Named Executive Officer, and (iii)
by all executive officers and directors as a group.

     Name and Address       Shares Beneficially       Percentage of Shares
                                   Owned                   Outstanding
   --------------------   -----------------------   ------------------------

         Ron Ryan1               4,500,000                    63.07%

       Gerald Peatz1             1,500,000                    21.02%

  Total ownership by our         6,000,000                    84.09%
  officers and directors
  (two individuals)

1  The address of the beneficial owners is 3080 W. Post Rd.,
   Las Vegas, NV 89118


ITEM 12. -- CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

On December 22, 1999, we entered into a five-year technology
license agreement with American Infrared Technologies, Inc., an
Alberta, Canada corporation.  The license agreement provides us
with the rights to all procedures, practices and intellectual
property related to American Infrared's technologies and
applications.  According to this agreement, we have agreed to pay
to American Infrared a royalty of 3%, monthly, of all revenues
derived from the use of the technologies licensed from them.  In
addition, we were granted a 30 day right of first refusal to
license additional technologies, developed by American Infrared,
not included in the license agreement.


/30/


American Infrared Technologies, Inc. is under common ownership
with our principals.  Mr. Gerald Peatz oversees operations of
American Infrared and Mr. Ron Ryan oversees our operations.  We
believe that the terms of the technology license agreement were
conducted under an arm's length transaction that appropriately
represents fair market values for licensing proprietary
technologies.  Depicted below is the ownership of both American
Infrared Technologies, Inc. and us by Messieurs Ryan and Peatz:

                        American Infrared          American IR
                           Technologies        Technologies, Inc.
 Name of Individual   (Alberta Corporation)   (Nevada Corporation)
-------------------- ----------------------- ----------------------
      Ron Ryan              3,000,000              4,500,000

    Gerald Peatz            1,000,000              1,500,000


ITEM 13. -- EXHIBITS

  (a)   Exhibits:
A list of exhibits required to be filed as part of this Annual
Report is set forth in the Index to Exhibits, which immediately
precedes such exhibits and is incorporated herein by reference.

  (b)   Reports on Form 8-K:
We have not filed any reports on Form 8-K during the last quarter
of the fiscal year ended December 31, 2000.


/31/


                           SIGNATURES


In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.


                                   AMERICAN IR TECHNOLOGIES, INC.


Date:  March 28, 2001
       --------------



                                   By:  /s/ Ron Ryan
                                        ------------
                                        Ron Ryan,
                                        President, CEO and Director





In accordance with the Exchange Act, this report has been signed
below by the following persons on behalf of the registrant and in
the capacities and on the dates indicated



Date:  March 28, 2001
       --------------



By:  /s/ Ron Ryan
     ------------
     Ron Ryan,
     President, CEO and Director (Principal Executive Officer)



Date:  March 28, 2001
       --------------



By:  /s/ Gerald Peatz
     ----------------
     Gerald Peatz
     Secretary, Treasurer and Director


/32/


                             INDEX TO EXHIBITS


Exhibit
Number  Name and/or Identification of Exhibit
------- -------------------------------------
   3    Articles of Incorporation & By- Laws

        a. Articles of Incorporation of the      Rendered as Previously Filed
           Company filed October 29, 1999
        b. By-Laws of the Company adopted        Rendered as Previously Filed
           November 1, 1999

  10   Material Contracts
        a. Technology License Agreement with     Rendered as Previously Filed
           American Infrared Technologies, Inc.
        b. License Agreement with WellMike       Rendered as Previously Filed
           Enterprise Company, Ltd.

  23   Consent of Experts and Counsel
           Consent of independent public
           accountant


/33/