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

(MARK ONE)

[X]   ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES
      EXCHANGE ACT OF 1934

      FOR THE FISCAL YEAR ENDED  DECEMBER 31, 2001

                            OR

[ ]   TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE
      SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD
      FROM _________ TO ________


                   AMERICAN PETRO-HUNTER, INC.
               (Formerly Travelport Systems, Inc.)
    ----------------------------------------------------------
          (NAME OF SMALL BUSINESS ISSUER IN ITS CHARTER)

NEVADA                                                 98-0171619
-----------------------------------------------------------------
(STATE OR OTHER JURISDICTION OF                  (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION)                IDENTIFICATION NO.)


SUITE 205 - 16055 FRASER HIGHWAY, SURREY, B.C.           V3S 2W9
-----------------------------------------------------------------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)               (ZIP CODE)

                          (604) 597-0036
                    ISSUER'S TELEPHONE NUMBER

SECURITIES REGISTERED UNDER SECTION 12(B) OF THE EXCHANGE ACT:

     NONE

SECURITIES REGISTERED UNDER SECTION 12(G) OF THE EXCHANGE ACT:

NAME OF EACH EXCHANGE                TITLE OF EACH CLASS:
ON WHICH REGISTERED:
     OTC Electronic Bulletin Board           Common Stock


Check whether the issuer (1) has 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 Company was
required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
                         YES [X]            NO [ ]

Check if disclosure of delinquent filers in response to Item 405
of Regulation S-B is not contained in this form, and no
disclosure will 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. [X]

Issuer's operational revenues for its most recent fiscal year
ending December 31, 2001 were $nil. Issuer's Common Shares
outstanding at March 22, 2002 were 5,400,639. The aggregate
market value based on the voting stock held by non-affiliates as
of March 22, 2002 was $910,384 (based on 4,920,994 shares and on
an average of bid and asked prices of $0.185).

Except for the historical information contained herein, the
matters set forth in this Form 10-KSB are forward looking
statements within the meaning of the "Safe Harbor" provision of
the Private Securities Litigation Reform Act of 1995.  These
forward-looking statements are subject to risk and uncertainties
that may cause actual results to differ materially.  These
forward-looking statements speak only as of the date hereof and
the Company disclaims any intent or obligation to update these
forward-looking statements.

              DOCUMENTS INCORPORATED BY REFERENCE
                        Certain exhibits

Transitional Small Business Disclosure Format (check one);
    Yes     No  X


SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

THIS REPORT CONTAINS  STATEMENTS THAT ARE  FORWARD-LOOKING AND
ARE MADE PURSUANT TO THE SAFE HARBOR PROVISIONS OF THE PRIVATE
SECURITIES LITIGATION REFORM ACT OF 1995.  WHEN  USED  IN  THIS
REPORT,   THE  WORDS  "BELIEVES,"  "PLANS," "ESTIMATES,"
"EXPECTS,"  "INTENDS,"  "ANTICIPATES,"  "MAY,"  "WILL,"
"SHOULD," "COULD," "FORTHCOMING,"  "UPCOMING" AND SIMILAR
EXPRESSIONS, TO THE EXTENT USED, ARE INTENDED TO IDENTIFY
FORWARD-LOOKING  STATEMENTS.  ALL FORWARD-LOOKING  STATEMENTS ARE
BASED LARGELY ON CURRENT  EXPECTATIONS AND BELIEFS  CONCERNING
FUTURE EVENTS THAT ARE SUBJECT  TO  SUBSTANTIAL  RISKS AND
UNCERTAINTIES.  ACTUAL  RESULTS  MAY DIFFER MATERIALLY  FROM  THE
RESULTS  SUGGESTED  HEREIN.  FACTORS  THAT  MAY  CAUSE OR
CONTRIBUTE TO SUCH DIFFERENCES  INCLUDE,  BUT ARE NOT LIMITED TO,
THE COMPANY'S ABILITY TO  DEVELOP AND SUCCESSFULLY  MARKET THE
PRODUCTS AND SERVICES  DESCRIBED IN THIS REPORT (AND THE COSTS
ASSOCIATED  THEREWITH);  THEIR  ACCEPTANCE IN THE MARKETPLACE;
TECHNICAL  DIFFICULTIES OR ERRORS IN THE PRODUCTS AND/OR
SERVICES; MARKET  PRESSURE  TO  LOWER  SUBSTANTIALLY  COMMISSIONS
ON  THE  EQUITY  TRADES DESCRIBED AS A RESULT OF SUCH  SERVICES
BEING  PROVIDED AT LOW OR NO ADDITIONAL COSTS BY BROKERAGES,
FINANCIAL  INSTITUTIONS  AND OTHER FINANCIAL  COMPANIES TO THEIR
CUSTOMERS,  OR FOR OTHER MARKET REASONS; THE COMPANY'S CUSTOMER
AND ACTIVE PROSPECT BASE CONTAINING A SUBSTANTIALLY LOWER NUMBER
OF INTERESTED  CUSTOMERS THAN THE COMPANY ANTICIPATES;  THE
FAILURE TO CONSUMMATE THE PENDING JOINT VENTURES AND ACQUISITIONS
AT ALL (OR ON A TIMELY BASIS) DUE TO VARIOUS REASONS;  DIFFICULTY
INTEGRATING OR MANAGING MULITPLE COMPANIES FROM  TECHNOLOGY,
OPERATIONAL  AND MARKETING  ASPECTS;  POTENTIAL NASD OR OTHER
BROKER-DEALER  REGULATORY ISSUES ARISING FROM THE MERGER AND/OR
THE CONDUCT OF A BROKERAGE BUSINESS;  THE SUCCESS (AND COST) OF
NEW  MARKETING  STRATEGIES  AS A RESULT  OF THE  MERGER;
UNFAVORABLE  CRITICAL  REVIEWS;  INCREASED  COMPETITION
(INCLUDING  PRODUCT  AND PRICE COMPETITION);  THE LEVEL OF
MARKET  DEMAND  FOR REAL-TIME  DECISION  SUPPORT  TOOLS,  REAL-
TIME  DATA AND/OR  ON-LINE  BROKERAGE SERVICES  AND/OR  WEBSITE
SERVICES  GENERALLY;  ENTRANCE  OF NEW  COMPETITORS  INTO  THE
MARKET;  TIMING  AND  SIGNIFICANCE  OF ADDITIONAL  NEW  PRODUCT
AND  SERVICE  INTRODUCTIONS  BY THE  COMPANY  AND  ITS
COMPETITORS; GENERAL  ECONOMIC  AND  MARKET  FACTORS,   INCLUDING
CHANGES  IN SECURITIES AND FINANCIAL  MARKETS;  TECHNOLOGY
OBSOLESENCE, THE ADEQUACY OF WORKING CAPITAL,  CASH FLOWS AND
AVAILABLE FINANCING TO FUND THE COMPANY'S BUSINESS MODEL AND THE
PROPOSED ACQUISITIONS OR INVESTMENTS ;  AND OTHER  RISKS AND
UNCERTAINTIES  INDICATED THROUGHOUT THIS REPORT AND FROM  TIME TO
TIME IN THE  COMPANY'S RELEASES AND FILINGS  INCLUDING WITHOUT
LIMITATION FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION.

As  used in this  report,  the  terms  "we,"  "us,"  "our,"  the
"Company"  and "American Petro"  mean American Petro-Hunter,
Inc. and the term "common stock" means American Petro-Hunter,
Inc.'s  common  stock, par value $0.001 each (unless context
indicates a different meaning).



















     PART I

ITEM 1.        DESCRIPTION OF BUSINESS

     (a)   BUSINESS DEVELOPMENT

American Petro-Hunter Inc. ("the Company") was incorporated on
January 24, 1996, pursuant to the laws of the State of Nevada
under the name Wolf Exploration, Inc. with a business plan to
acquire property for precious metal exploration in the western
United States.  However after considering several properties, the
Company determined that the properties identified were not
suitable to fully implement an exploration and development
project in the United States.  In August 1996 the Company changed
management and developed a new business plan.

In October 1996, the Company entered into an agreement to acquire
two numbered companies that were combined with 714674 Alberta
Ltd. continuing in operation.  The business operated as Calgary
Chemical, selling chemical products to the oil and gas industry.

In March 1997, the Company's name was changed to Wolf Industries
Inc. to reflect these developments.

Effective June 30, 1998, the Company sold its subsidiary, 714674
Alberta Ltd. ("Calgary Chemical") to Gorda Technology Holdings
Limited, a Turks and Caicos Islands corporation ("Gorda").  The
terms of the sale were as follows:

(a)  Forgiveness of the inter-company debt owed by Calgary
Chemical to the Company in the amount of $82,289 (Canadian);

(b)  Payment by Gorda to the Company of fifteen percent of
Calgary Chemical's after-tax profit (as determined by generally
accepted accounting principles) for the fiscal year ended
December 31, 1998 payable on or before March 31, 1999 and
completion of an audit of the financial statements of Calgary
Chemical for such period;

(c)  Indemnification by Gorda to hold the Company harmless from
any and all liability arising from the debt guarantees of Calgary
Chemical;

(d)  Agreement by Gorda to hire Mr. Blair Coady as the President
and Chief Executive Officer of Calgary Chemical; and

(e)  Receipt by the Company from Mr. Coady of his resignation as
President and Chief Executive Officer, Secretary, and Director of
the Company and the surrender of Mr. Coady's options to acquire
700,000 shares of the Company's common stock.

This agreement is incorporated by reference from the Company's
10QSB filing for the quarter ended March 31, 1998.

The sale of Calgary Chemical was subject to approval of the
shareholders of the Company, which was received at the Company's
annual general meeting of July 24, 1998.

On April 8, 1998, the Company entered into a License agreement
with Andrew Engineering Inc. ("Andrew") a British Columbia
corporation, Andrew Rawicz Ph.D., and Ivan Melnyk, Ph.D., whereby
the Company acquired a world-wide license to manufacture and
market a patent pending device for the color matching of dentures
to a dental patient's existing tooth color.  Drs. Rawicz and
Melnyk hold the patent pending for the color analyzer and Andrew
developed and/or acquired the techniques and other proprietary
information related to the device.   The License agreement
required the Company and Andrew to develop a business plan for
manufacturing and marketing the device, including obtaining
financing of $1,500,000 US.  The license agreement required the
issuance of 4.8 million shares of restricted stock to Andrew with
registration rights on 600,000 of those shares, and also required
that Mr. Patrick McGowan be appointed President and Chief
Executive Officer.  Mr. McGowan signed a management agreement
with the Company, and at a meeting of the Company's Board of
Directors held on April 16, 1998, Mr. McGowan and Mr. A. Schwabe
were appointed to the Company's Board of Directors. They were
also appointed interim President and CEO, and Secretary,
Treasurer respectively, pending the approval of the shareholders
of the Gorda transaction wherein Mr. Coady would resign from all
positions.  The agreement also provided for the Company to pay a
royalty to Andrew in the amount of ten percent (10%) of gross
profit on sales if the Company manufactures the product itself or
a Royalty of seven percent (7%) of gross revenue if manufacturing
is done by an independent third party.

This agreement is incorporated by reference from the Company's
10QSB filing for the quarter ended March 31, 1998.

Upon approval by the shareholders of the sale of Calgary Chemical
at the 1998 annual general meeting, Mr. P. McGowan, Mr. A.
Schwabe and Dr. David Gane were elected directors, and Messrs.
McGowan and Schwabe were appointed President and CEO, and
Secretary, Treasurer respectively.

In September 1998, 4.8 million shares of the Company's stock were
issued to Andrew in accordance with that agreement.

As a result of settlement of the litigation with AEI Trucolor
Inc. ("Trucolor"), the License Agreement was cancelled and the
4,800,000 shares were returned to the treasury in 1999. (see Item
3 - Legal Proceedings).

This action was settled by the execution of two agreements, the
effect of which was that the Company acquired a 40% interest in
Trucolor, an arm's length company. As a result of the agreement,
Trucolor became the owner of the rights to the device.

Pursuant to an agreement dated June 14, 2000, the Company
purchased a 100% interest in a private company owned by a former
director of the Company called Travelport Media Inc. ("TPI").
TPI is a Nevada, USA incorporated private internet e-commerce
technology and content development company specializing in the
travel  and hospitality industry. The agreement required the
Company to issue 3,000,000 share purchase warrants in exchange
for a 100% interest in TPI.  The share purchase warrants allowed
the holder to purchase 3,000,000 common shares of the Company for
$0.27 per share.  The warrants became vested and exercisable over
a five-year period as follows:

Date of Vesting               Number of Warrants Vested

July 1, 2000                  500,000
January 1, 2001               150,000
July 1, 2001                  600,000
January 1,2002                150,000
July 1, 2002                  750,000
January 1,2003                400,000
July 1, 2003                  450,000

Exercise Date                 Maximum Number of warrants
                              Available for exercise

June 30, 2001                 600,000
June 30, 2002                 600,000
June 30, 2003                 600,000
June 30, 2004                 600,000
June 30, 2005                 600,000

The number of share purchase warrants would vest according to the
above schedule provided that the holder of the warrants remained
retained as a consultant by the Company.  If the warrant holder
was no longer retained as a consultant, any unvested warrants
would immediately expire.  Before the end of December 31, 2000,
the Company's relationship with the consultant and former
shareholder of TPI became strained, resulting in the consultant
resigning as a director of the Company on September 11, 2000.
The Company has recorded the 500,000 vested warrants at their
intrinsic value on the June 14, 2000 grant date of $80,000 in the
books of the Company as compensation expense.  In addition, as
they are longer recoverable, the Company has written off all
advances to TPI and expenses paid by the Company on TPI's behalf
to the statement of loss and retained earnings (deficit) as of
December 31, 2000.

In addition, the Company issued 300,000 share purchase warrants
to companies controlled by a director as finder's fees for
bringing the two parties in the above noted transaction together.
The Warrants enabled the holder to purchase 300,000 shares of the
Company at $0.27 each for a period of five years.  The Company
has recorded the warrants in its books at their June 14, 2000
intrinsic value of $48,000.  As a result of the separation of the
parties involved in the above transaction, the share purchase
warrants were cancelled by the Company before exercise.

In November, 2000, the Company received shareholder and
regulatory approval to change its name to "Travelport Systems
Inc." in anticipation of its new business direction.

Subsequent to December 31, 2000, the Company entered into a
settlement agreement whereby the Company would give its interest
in the shares of TPI back to the original owner on the condition
that the original owner and former director of the Company would
assume a liability of $86,000 which was incurred by the Company
on behalf of TPI for the purchase of certain computer equipment.
The $86,000 liability is included in accounts payable of the
Company as at December 31, 2001.  As the computer equipment was
purchased on behalf of TPI, the Company has written off its
interest in the equipment as part of the advances to Travelport
Media, Inc.

In addition, subsequent to December 31, 2000 the Company
cancelled 150,000 share purchase options exercisable at $0.15 per
share until October 11, 2005, and the Company cancelled 200,000
share purchase options exercisable at $0.25 per share until
October 19, 2005 issued to employees of TPI.

As a result of termination of the TPI agreement, the Company
decided to change its business direction to oil and gas
opportunities, and received shareholder and regulatory approval
to change its name to "American Petro-Hunter Inc. in August,
2001.

     (b)  BUSINESS OF THE ISSUER

     DENTAL COLOR ANALYZER

During 1998, the Company sold Calgary Chemical and acquired the
worldwide manufacturing and marketing rights to a dental color
analyzer ("the product").  This technology was developed to
assist the dental industry in determining the shades and colors
of dental materials used in replacement and/or restorative work,
by precisely matching these shades to the original teeth of
patients. The dental color analyzer discriminates between the
minutest differences in tooth shading and determines the best
shade match for partial or total restorative material.  It does
so by taking into account the differences in color of spectrally
unmatched materials when illuminated with different light sources
such as sunlight, incandescent lamps, and fluorescent lamps.

Since acquiring the rights in April 1998, the Company's efforts
have been directed towards research, development and business
plans for manufacturing and marketing the product. This has
involved manufacturing a small quantity of the product for
testing and demonstration purposes; engaging technical experts
and firms to evaluate the product; attendance at dental
conventions and shows to demonstrate the product; attendance at
various dental firms and laboratories to demonstrate and evaluate
the product; and work on both the product and related software to
perfect its operation.  The Company has also engaged the
assistance of consultants to develop marketing plans for the
product.  This has resulted in the Company incurring substantial
research and development expenditures in the year 1998.

The Company has also held discussions with companies involved in
the distribution of dental products in Canada, the United States
and Europe regarding marketing of the product.

The Company developed preliminary business plans to proceed with
manufacture and sale of the units, but was delayed in proceeding
pending completion of this research and development, and by the
action brought against the Company by AEI Trucolor (see Item 3 -
Legal Proceedings).

As a result of settlement of the Trucolor action, Trucolor became
the owner of the dental color analyzer.  The
manufacturing/distribution agreement was not consummated with a
third party, as anticipated by the settlement agreement, and as a
result the Company owns a 40% interest in Trucolor, and GPT owns
a 60% interest.

ITEM 2.   DESCRIPTION OF PROPERTY

Effective January, 2000, the company relocated its office to
Surrey, B.C., under a verbal agreement with R-G Management, a
company owned by a director of the Company, to pay $200.00 per
month for office rent, plus telephone charges and disbursements.
The company shares this office with other companies, and occupies
approximately 150 square feet.

ITEM 3.   LEGAL PROCEEDINGS

AEI Trucolor

An action was brought by AEI Trucolor Inc. ("Trucolor"), in the
British Columbia Supreme Court against the Company, Andrew
Engineering Inc. ("AEI"), and the other parties to the License
Agreement. Trucolor made a claim against the defendants as
follows:

(a)  A declaration that Trucolor holds all ownership rights and
interest in the Dental Color Analyzer (the "Analyzer");

(b)  Injunction against the Defendants from continuing the
commercial or other development of the Analyzer;

(c)  An injunction against the Defendants from disposing of or in
any way dealing with the Analyzer;

(d)  An order that the Analyzer be delivered forthwith to the
Plaintiff;

(e)  An accounting of all monies, profits and benefits made and
received by the defendants for and on account of Trucolor;

(f)  General damages; and

(g)  Punitive damages.

The dispute was settled and the action dismissed pursuant to the
terms of a binding Letter Agreement (the "Settlement Agreement")
dated June 25, 1999. The Settlement Agreement provides that the
shareholdings in Trucolor, the owner of the Analyzer, be amended
as follows:

     GPT Management Ltd.      -    45%
     Andrew Engineering Inc.  -    25%
     EAW Enterprises Ltd.     -    20%
     Wolf Industries Inc.     -    15%

By way of a separate Asset Purchase Agreement, also dated June
25, 1999, the Company acquired the 25% interest in Trucolor held
by AEI. As a result, the Company's current equity interest in
Trucolor in equal to 40%.

The Settlement Agreement also contains the following provisions:

(a)  that, upon consummation of a marketing/distribution
agreement with a qualified third party manufacturing/distribution
company (the "Third Party Agreement"), the 20% interest in
Trucolor held in escrow by EAW Enterprises Ltd. ("EAW"), will be
transferred to the Company;

(b)  that, in the event such a Third Party Agreement in not
executed within 1 year of June 25, 1999, EAW's 20% will be
transferred to GPT Management Ltd. ("GPT");

(c)  that, in the event the Third Party Agreement is not executed
within the 1 year time frame, and GPT's equity interest in
Trucolor is increased to 65%, AEI will have the right, for a
period of 120 days from June 25, 2000, to purchase GPT's interest
for $300,000.00, paid on an after-tax basis;

(d)  that, in the event a Third Party Agreement is executed, and
the Company's equity interest in Trucolor increases to 60%, AEI
will have the right to acquire 25% of the Company's interest,
which amount will equal a 15% equity interest in Trucolor;

(e)  that the License Agreement be cancelled and, as a
consequence, the 4,800,000 shares in the Company's capital,
issued in respect of that agreement, be cancelled.

The Third Party Agreement was not consummated, and the 20% held
by EAW was transferred to GPT. As a result, GPT holds a 60%
interest in Trucolor, and the Company holds a 40% interest. The
Company is in discussions with GPT as to future plans to allow
action to be taken concerning commercialization, manufacture, and
sale of the Analyzer.

These agreements are incorporated by reference from the Company's
10QSB filing for the quarter ended June 30, 1999.

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

On August 17, 2001, the Company received approval from its
security holders to change the name of the Company to "American
Petro-Hunter Inc".


     PART II

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

     (a)  MARKET INFORMATION

Since December 15, 1997, the Company's stock has been listed for
sale on the OTC Electronic Bulletin Board.  As of December 31,
2001 there were sixteen stock brokerage firms making a market in
the Company's common stock.  The high ask and low bid prices of
the Common Stock of the Company have been as follows:

Quarter Ending:     High ask per share:      Low bid per share:

March 31, 2001                $0.09               $0.015
June 30, 2001                 $1.01               $0.011
September 30, 2001            $0.80               $0.12
December 31, 2001             $0.45               $0.13


The above quotations reflect inter-dealer prices, without retail
mark-up, markdown, or commission and may not necessarily
represent actual transactions.

In June, 2001, the Board of Directors of the Company approved the
issuance of 36,335,981 shares at $0.01 to the principal creditor
of the Company, in settlement of advances made to the Company.
Also as part of the reorganization of the Company, the directors
then approved a one for ten reverse spilt of the Company's common
shares, so that the issued and outstanding shares of the Company
became 4,780,639 as at June 8, 2001.

     (b)  HOLDERS

There were 60 holders of the Company's common stock as of
December 31, 2001.  This includes 27 holders of 3,171,879 shares
of the Company's common stock whose certificates are restricted.
The remainder of the shares are free trading.

     (c)  DIVIDENDS

The Company has paid no dividends to date on its common stock.
The Company reserves the right to declare a dividend when
operations merit.


ITEM 6.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS.

The following should be read in conjunction with the Consolidated
Financial Statements and notes thereto appearing elsewhere in
this report.

Revenue and expense transactions in Canadian funds are converted
to US dollars at the average rates in effect when the
transactions occurred.  Asset and liability accounts are
converted at year-end closing rates, which were U.S. $0.6278 for
one Canadian dollar at December 31, 2001; $0.6669 U.S. at
December 31, 2000; and $0.6928 at December 31, 1999.

Plan of Operations

The Company has had no revenues during the 1999, 2000 and 2001
fiscal years, nor during the first quarter of the 2002 fiscal
year. The accompanying financial statements have been prepared
assuming that the Company will continue as a going concern.
Having no sources of income, substantial doubt is raised about
the ability of the Company to continue as a going concern.

The Company's plan of operations for the remainder of the fiscal
year is to seek out a privately held business with whom the
Registrant can reorganize so as to take advantage of the
Company's status as a publicly held corporation.  As of the date
of this report, Management has evaluated several potential
reorganizations.  However as of the date of this report, there
has been no decision to proceed on any reorganization nor has any
agreement been reached on even principal terms of such
reorganization. The Company also intends to investigate the
acquisition and development of natural resource projects without
necessarily reorganizing with another party.

During the 2001 fiscal year, the Company signed preliminary
agreements and investigated a total of three proposed oil and gas
resource property acquisitions, but did not proceed with them,
primarily because of problems in raising financing and other
concerns.

     (a) Results of Operations

The Company has had no revenues since June 30, 1998.  As a result
of the sale of 714674 Alberta Ltd., (Calgary Chemical) effective
June 30, 1998, the Company reflected the operations of Calgary
Chemical as a discontinued operation. Revenue from sales during
the six months until the sale was $286,347 compared to $444,192
for the year 1997. Cost of goods sold was $147,496 in 1998, and
$227,240 in 1997.

Administrative expenses for the fiscal year ended December 31,
2001 were $237,947 compared to $91,496 in 2000, and 275,494 in
1999. During 2001, the Company incurred costs in finalizing and
cancelling its agreement with TPI, and also incurred substantial
consulting fees required to investigate and evaluate proposed
resource property acquisitions. During 2000, most expenses were
incurred by TPI, substantially reducing the expenses of the
Company. In 1999, due to the Trucolor legal action, the Company
substantially reduced its level of activity pending resolution of
the matter. During 2000, the Company recorded a credit of $26,679
for research and development, resulting from a reduction in
amounts previously recorded as payable. In 1999, the Company
incurred $3,436 of such costs related to the dental color
analyzer.

In 2001, as a result of the decision to give up its interest in
TPI, the Company wrote off advances to TPI of $14,412.

     (b)  Capital Resources

The Company had a working capital deficiency of $189,517 at
December 31, 2001.  The Company has been meeting its obligations
through funds loaned by shareholders, and has issued capital
stock for certain services rendered to the Company in accordance
with S-8 registration filings.

As at March, 2002, the balance of funds loaned by the shareholder
amounted to US$32,961.25. The Company issued 36,335,981 shares
for a value of US$363,359.81 in June, 2001 to reduce the amount
previously owing to the shareholder.

The Company is now investigating new business opportunities, and
intends to develop future plans, which will include issuing
shares through private placements in order to provide funds for
working capital and investment in such opportunities.

The Company has made no commitments for capital expenditures.

     (c)  Liquidity

The Company is illiquid at the present time and has been
dependent upon shareholders to provide funds to maintain its
activities, as indicated previously. The Company expects to be
able to raise funds through the issuance of shares.


ITEM 7. FINANCIAL STATEMENTS


                  AMERICAN PETRO-HUNTER INC.
               (Formerly Travelport Systems Inc.)

                      FINANCIAL STATEMENTS
                  (Expressed in U.S. Dollars)

         For the Years Ended December 31, 2001 and 2000


                   INDEPENDENT AUDITORS' REPORT

To the Board of Directors and Stockholders of American
Petro-Hunter Inc. (Formerly Travelport Systems Inc.)

We have audited the balance sheets of American Petro-Hunter Inc.
(Formerly Travelport Systems Inc.) as at December 31, 2001 and
2000 and the statements of loss and retained earnings (deficit),
stockholders' equity and cash flows for each of the years in the
three year period ended December 31, 2001. These financial
statements are the responsibility of the corporation's
management. Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with generally accepted
auditing standards in the United States and Canada. Those
standards require that we plan and perform an audit to obtain
reasonable assurance 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 made by
management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable
basis for our opinion.


In our opinion, these financial statements present fairly, in all
material respects, the financial position of American
Petro-Hunter Inc. (Formerly Travelport Systems Inc.) as at
December 31, 2001 and 2000 and the results of its operations and
cash flows for each of the years in the three year period ended
December 31, 2001 in accordance with generally accepted
accounting principles.

Without qualifying our opinion we draw attention to the fact that
the Company has incurred a net loss of $297,352 for the year
ended December 31, 2001 and as at that date, the Company's
current liabilities exceeded its current assets by $189,516.
These factors raise substantial doubt that the Company will be
able to continue as a going concern.


Vancouver, Canada                       "Morgan & Company"
March 15, 2002                          Chartered Accountants


Comments by Auditors on United States - Canada reporting
difference

In Canada, reporting standards for auditors do not permit the
addition of an explanatory paragraph (following the opinion
paragraph) when the financial statements are affected by
conditions and events that cast substantial doubt on the
Company's ability to continue as a going concern. Although our
audit was conducted in accordance with both United States and
Canadian generally accepted auditing standards, our report to the
stockholders dated March 15, 2002 is expressed in accordance with
United States reporting standards which require a reference to
such conditions and events in the Auditor's Report.


Vancouver, Canada                       "Morgan & Company"
March 15, 2002                          Chartered Accountants





<PAGE>
<PAGE>
(change format)
<TABLE>
             AMERICAN PETRO-HUNTER, INC. (Formerly Travelport Systems, Inc.)
        CONSOLIDATED BALANCE SHEET AS OF DECEMBER 31 (Expressed in U.S. Dollars)

<S>                                            <C>             <C>
                                                  2001            2000
                                                 ------          ------
ASSETS

CURRENT ASSETS
  Cash                                           $      38       $      -
  Accounts receivable                                1,353          3,529
                                                 ----------      ----------
      Total Current Assets                           1,391          3,529

Investment in AEI Trucolor Inc. (Note 7)                 1          5,562
                                                 ----------      ----------
                                                 $   1,392       $  9,091
                                                 ==========      ==========

LIABILITIES

CURRENT LIABILITIES
  Bank Indebtedness                              $       -       $  2,300
  Accounts and advances payable
    and accrued liabilities                        190,908        455,315
                                                 ----------      ----------
      Total Current Liabilities                    190,908        457,615
                                                 ----------      ----------










             AMERICAN PETRO-HUNTER, INC. (Formerly Travelport Systems, Inc.)
                CONSOLIDATED BALANCE SHEET AS OF DECEMBER 31 (continued)
                               (Expressed in U.S. Dollars)


STOCKHOLDERS' EQUITY (DEFICIENCY)
  Capital Stock (Note 3)
  Authorized: 200,000,000 Common shares,
  $0.001 par value
  Issued and Outstanding: 5,400,620
  at December 2001, 1,147,022 Common
  shares at December 31, 2000                    2,852,624      2,296,264
  Retained Earnings (Deficit)                   (3,042,140)    (2,744,788)
                                                -----------    -----------
                                                (  189,516)    (  448,524)
                                                -----------    -----------
                                                $    1,392     $    9,091
                                                ===========    ===========



THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.

</TABLE>
<PAGE>














<TABLE>
             AMERICAN PETRO-HUNTER, INC. (Formerly Travelport Systems, Inc.)
                    STATEMENT OF LOSS AND RETAINED EARNINGS (Deficit)
                               (Expressed in U.S. Dollars)
                            For the years ended December 31,

<S>                                  <C>            <C>            <C>
                                         2001           2000           1999
                                     ------------   ------------   ------------

EXPENSES
  Administration                     $    237,947   $     91,496   $    275,494
  Amortization                              1,500          1,936              -
  Executive compensation                   37,935        117,695         66,427
  Rent                                      1,496          1,610         12,374
  Research and development (recovery)           -        (26,679)         3,436
  Finders fees                                  -         48,000              -
                                     ------------   ------------   ------------
                                          278,878        234,058        357,731
                                     ------------   ------------   ------------
Loss for the year,
  before undernoted items:               (278,878)      (234,058)      (357,731)
                                     ------------   ------------   ------------
Advances to Travelport Media Inc.
  (Note 4)                                (14,412)      (313,039)             -

Recovery of prior years amortization
  of intangible assets                          -              -         50,400

Write down of investment in
  AEI Trucolor Inc.                        (4,062)             -              -
                                     ------------   ------------   ------------

Net Loss for the year                    (297,352)      (547,097)      (307,331)
                                     ------------   ------------   ------------
Retained Earnings (Deficit),
  beginning of year                    (2,744,788)    (2,197,691)    (1,890,360)
                                     ------------   ------------   ------------


             AMERICAN PETRO-HUNTER, INC. (Formerly Travelport Systems, Inc.)
              STATEMENT OF LOSS AND RETAINED EARNINGS (Deficit) (continued)
                               (Expressed in U.S. Dollars)
                            For the years ended December 31,

                                         2001           2000           1999
                                     ------------   ------------   ------------

Deficit, end of year                 $ (3,042,140)  $ (2,744,788)  $ (2,197,691)
                                     ============   ============   ============

Loss per share (Note 2)              $      (0.09)  $      (0.54)  $      (0.36)
                                     ============   ============   ============

WEIGHTED AVERAGE NUMBER
  OF COMMON SHARES OUTSTANDING          3,125,488      1,004,574      1,006,796
                                     ============   ============   ============



THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.

</TABLE>
<PAGE>















<TABLE>
                AMERICAN PETRO-HUNTER, INC. (Formerly Travelport Systems, Inc.)
                         CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
                                  (Expressed in U.S. Dollars)
                                For the Years Ended December 31

<S>                      <C>        <C>        <C>          <C>           <C>        <C>
                                                                                     Total
                             Shares            Additional   Retained     Foreign     Share-
                             Common            Paid-in      Earnings     Exchange    holders'
                         Number     Amount     Capital      (Deficit)    Gains       Equity
2001
BALANCE, Beginning
 Of Year                 1,147,022  $ 1,147    $2,295,117  $(2,744,788)  $   -       $ (448,524)

Common shares issued     3,633,598    3,634       359,726            -       --         363,360

Common shares issued       620,000      620       192,380            -        -         193,000

Net loss                                                      (297,352)       -        (297,352)
                         ----------  -------    ----------  -----------    ------     ----------
BALANCE, End of year     5,400,620    5,401     2,847,223   (3,042,140)       -        (189,516)
                         ==========  =======    ==========  ===========    ======     ==========
2000
BALANCE, Beginning
 Of Year                   703,465  $   703    $1,083,770  $(2,197,691)       -      $(1,113,218)

Common shares issued       443,557      444     1,083,347            -        -        1,083,791

Finders fees (Note 4)           --        -        48,000           --       --           48,000

Share purchase warrants
 (Note 4)                       --       --        80,000           --        -           80,000

Net loss                                                      (547,097)       -        (547,097)
                         ----------  -------    ----------  -----------    ------     ----------
BALANCE, End of year     1,147,022    1,147     2,295,117   (2,744,788)       -        (448,524)
                         ==========  =======    ==========  ===========    ======     ==========

                AMERICAN PETRO-HUNTER, INC. (Formerly Travelport Systems, Inc.)
                   CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (continued)
                                  (Expressed in U.S. Dollars)
                                For the Years Ended December 31

                             Shares            Additional   Retained     Foreign     Share-
                             Common            Paid-in      Earnings     Exchange    holders'
                         Number     Amount     Capital      (Deficit)    Gains       Equity
1999
BALANCE, Beginning
 Of Year                 1,133,465  $ 1,133    $2,341,840  $(1,890,360)  $   -       $  452,613

1998 Issuance Cancelled   (480,000)    (480)   (1,343,520)           -       --      (1,344,000)

Common shares issued        50,000       50        85,450            -        -          85,500

Shares issue costs               -        -             -            -        -               -

Net loss                                                      (307,331)       -        (307,331)
                         ----------  -------    ----------  -----------    ------     ----------
BALANCE, End of year       703,465  $   703    $1,083,770  $(2,197,691)  $    -     $(1,113,218)
                         ==========  =======    ==========  ===========    ======     ==========



THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.



</TABLE>
<PAGE>
<PAGE>
<TABLE>
                AMERICAN PETRO-HUNTER, INC. (Formerly Travelport Systems, Inc.)
                             CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (Expressed in U.S. Dollars)
                                For the years ended December 31

<S>                                  <C>            <C>            <C>
                                          2001           2000           1999
                                      ------------   ------------   ------------

Cash Provided By (Used For):
Operating Activity
  Loss for the year                  $   (297,352)  $   (547,097)  $   (357,731)

Item Not Affecting Cash
  Amortization                              1,500          1,937              -
  Compensation stock purchase
   warrants issued                              -         80,000              -
  Stock purchase warrants issued
   for finders fees                             -         48,000              -
  Write down of investment in
   AEI Trucolor Inc.                        4,062              -              -

  Changes in working capital:
    Accounts receivable                     2,176          1,062         23,267
    Prepaid expenses                            -              -         25,000
    Accounts payable                      291,952        375,464        323,264
                                      ------------   ------------   ------------
                                            2,338        (40,634)        13,800
                                      ------------   ------------   ------------
Financing Activities
  Issue of common shares                        -         36,250              -
                                      ------------   ------------   ------------

Increase (Decrease) in Cash                 2,338         (4,384)        13,800

Cash (Bank Indebtedness),
  Beginning of Year                        (2,300)         2,084        (11,716)
                                      ------------   ------------   ------------
                AMERICAN PETRO-HUNTER, INC. (Formerly Travelport Systems, Inc.)
                       CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)
                                  (Expressed in U.S. Dollars)
                                For the years ended December 31

                                          2001           2000           1999
                                      ------------   ------------   ------------

Cash (Bank Indebtedness),
  End of Year                                  38         (2,300)         2,084
                                      ============   ============   ============


Supplemental Disclosure on Non-Cash Financing and Investing Activities:

During the period ended December 31, 2001, the company issued 3,853,598 (2000 - 403,955,
1999 - Nil) common shares for non-cash consideration of debt owing to creditors by the company in
the amount of $396,360 (2000 - $1,009,888, 1999 - $Nil), and issued 400,000 (2000 - 251,016, 1999
- 45,000) common shares for non-cash consideration of services provided to the Company in the
amount of $160,000 (2000 - $37,652, 1999 - $78,000).  (Note 3)



THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.


</TABLE>
<PAGE>





<PAGE>
(Format change)

AMERICAN PETRO-HUNTER, INC. (Formerly Travelport Systems, Inc.)
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  (Expressed in U.S. Dollars)
         For the Years Ended December 31, 2001 and 2000

NOTE 1 - OPERATIONS

Wolf Exploration Inc. was incorporated under corporate charter of
the State of Nevada on January 4, 1996. Active operations
commenced on July 10, 1996. On March 17, 1997, Wolf Exploration
Inc. changed its name to Wolf Industries Inc.; on November 21,
2000, changed its name to Travelport Systems Inc., and on August
17, 2001, changed its name to American Petro-Hunter Inc. The
Corporation's business offices are located in Vancouver, British
Columbia, Canada.

Since June, 2000, the Company attempted to purchase and finance
the operation of Travelport Media Inc. a Nevada USA company (Note
4). In April 1998, the Corporation acquired an exclusive license
to develop and market a dental color analyzer. (Note 6). Prior to
this acquisition, the Corporation's primary business activity was
the blending of chemicals for use in oilfield production from a
former wholly owned subsidiary's plant in Calgary, Alberta,
Canada.  The company divested itself of Travelport Media Inc. in
March 2001 and is currently evaluating new business
opportunities.


NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

(a)  Intangible Asset

Intangible asset, license and patent rights are recorded at cost
less accumulated amortization. Amortization is provided on a
straight-line basis over a term of twenty years. Pursuant to
Statement of Financial Accounting Standards No 121, long lived
assets held by the Company must be reviewed for impairment
whenever events or circumstances indicate the carrying amount of
the asset may not be recoverable. An impairment loss is
recognized in the period it is determined.











AMERICAN PETRO-HUNTER, INC. (Formerly Travelport Systems, Inc.)
     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
                  (Expressed in U.S. Dollars)
         For the Years Ended December 31, 2001 and 2000

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES, continued

(b)  Foreign Currency Translation

The Company's functional currency is the Canadian Dollar and
reporting currency is the United States dollar. Monetary assets
and liabilities are translated at the exchange rate in effect at
the balance sheet date and non-monetary assets and liabilities at
the rate in effect on the dates of the related transactions.
Revenues and expenses are translated at rates approximating
exchange rates in effect at the time of the transactions. Gains
or losses arising on conversion of foreign currency transactions
are included in income in the period they occur.

(c)  Income Taxes

The Company uses the liability method of accounting for income
taxes pursuant to SFAS No. 109. The only significant tax assets
the Company has are the accumulated non-capital losses which are
available to offset future taxable income. The Company's
operations have no income subject to income taxes and cannot be
determined that such tax assets will be realized. Accordingly,
the Company would eliminate the effect of the recognition of any
of these tax assets by the recording of a valuation allowance
equal to the value of the tax assets.

(d)  Use of Estimates

The preparation of financial statements, in conformity with
generally accepted accounting principles, required management to
make estimates and assumptions that reflect the reported amount
of assets, liabilities, revenues, expenses and related
disclosures. Actual results could differ from those estimates.

(e)  Loss Per Share

Basic net income (loss) per share is based on the weighted
average number of common shares outstanding during the year.
Diluted net income (loss) per share is based on the weighted
average number of shares outstanding during the year and dilutive
common equivalent shares from options and warrants outstanding
during the year. No common equivalent shares are included for
loss periods as they would be anti-dilutive.

As a result, diluted (loss) per share does not differ
significantly from basic (loss) per share for fiscal 2001, 2000,
and 1999 year ends due to the losses incurred in each year.

AMERICAN PETRO-HUNTER, INC. (Formerly Travelport Systems, Inc.)
     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
                  (Expressed in U.S. Dollars)
         For the Years Ended December 31, 2001 and 2000

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES, continued

(f)  Investment in AEI Trucolor Inc.

The Company carries its interest in AEI Trucolor Inc., a British
Columbia private corporation, at cost.  The Company does not
exercise significant influence over the investee.


NOTE 3 - COMMON STOCK

a)   Authorized:    200,000,000 common shares, par value $0.001
each.

During the year ended December 31, 2001, the Company completed a
reverse stock-split whereby the Company consolidated its
authorized and issued common shares on the basis of one common
share for every ten common shares previously held.  Authorized
common shares and the par value of the shares have not been
affected.  All per share amounts and number of shares issued have
been adjusted in these consolidated financial statements to
reflect the share consolidation except as specifically noted.



<PAGE>
<PAGE>
(Format change)
<TABLE>

<S>                     <C>         <C>            <C>       <C>
                                  2001                    2000

                          Number       Amount      Number      Amount
Issued and outstanding
 balance beginning
  of year               1,147,022   $ 2,296,264    703,465   $1,084,473

Shares issued:
For exercise of options         -             -     14,500       36,250
For debt                3,633,617       363,360    403,955    1,009,889
For services              620,000       193,000     25,102       37,652
Finders fees (Note 4)           -             -          -       48,000
Share purchase warrants
  (Note 4)                      -             -          -       80,000
                        ---------     ---------    -------    ---------
Issued and outstanding
 balance end of year    5,400,639   $ 2,852,624  1,147,022   $2,296,264
                        =========     =========    =======    =========
Represented by:
Common shares at
 par value                                5,401                   1,147
Additional paid-
 in capital                           2,847,223               2,295,117
                                      ---------               ---------
                                    $ 2,852,624              $2,296,264
                                      =========               =========
</TABLE>
<PAGE>







(Format change)
AMERICAN PETRO-HUNTER, INC. (Formerly Travelport Systems, Inc.)
     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
                  (Expressed in U.S. Dollars)
         For the Years Ended December 31, 2001 and 2000

NOTE 3 - COMMON STOCK, continued

b)   At December 31, 2001, options providing for the issue of
additional common shares are outstanding as follows:

Number         Price     Expiry Date
58,000         $2.50     August 17, 2003
3,000          $3.00     March 20, 2005
5,000          $3.00     June 20, 2005
1,000,000      $0.15     October 31, 2006
50,000         $0.30     September 24, 2006

c)   The Company accounts for options granted using the intrinsic
value method and in accordance with the accounting prescribed in
Accounting Principles Board Opinion No 25 ("APB 25"). Under APB
25, because the exercise price of the Company's employee stock
options equals the market price of the underlying stock on the
date of grant, no compensation expense is recognized. An
alternative method is the fair value accounting provided for
under FASB statement No. 123 ("SFAS No 123"), which required the
use of option valuation models. Pro forma information regarding
net income and earnings per share is required by SFAS No. 123,
and has been determined as if the Company had accounted for its
options granted under the fair value method of that Statement.
The fair value for these options was estimated at the date of the
grant using a Black-Scholes option pricing model with the
following weighted average assumptions for 2001, 2000, and 1999;
risk free rate of 5.25%; no dividends, volatility factor of the
expected life of the Company's common stock of 227%; and a
weighted average expected life of the options granted in each
year of four to five years. The pro forma effect of SFAS No 123
is as follows:
                                   Pro Forma
December 31, 2001
Net loss for the period            $  472,492
Loss per share                     $     0.15

                                   Pro Forma
December 31, 2000
Net loss for the period            $  717,170
Loss per share                     $     0.70

                                   Pro Forma
December 31, 1999
Net loss for the period            $  307,331
Loss per share                     $     0.31


AMERICAN PETRO-HUNTER, INC. (Formerly Travelport Systems, Inc.)
     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
                  (Expressed in U.S. Dollars)
         For the Years Ended December 31, 2001 and 2000

NOTE 4 - ADVANCES TO TRAVELPORT MEDIA, INC.

Pursuant to an agreement dated June 14, 2000, the Company
purchased a 100% interest in a private company owned by a former
director of the Company called Travelport Media Inc. ("TPI"). TPI
is a Nevada, USA incorporated private internet e-commerce
technology and content development company specializing in the
travel and hospitality industry. The agreement required the
Company to issue 300,000 share purchase warrants in exchange for
a 100% interest in TPI.  The share purchase warrants allowed the
holder to purchase 300,000 common shares of the Company for $2.70
per share.  The warrants became vested and exercisable over a
five-year period as follows:

          Date of Vesting          Number of Warrants Vested

          July 1, 2000                  50,000
          January 1, 2001               15,000
          July 1, 2001                  60,000
          January 1,2002                15,000
          July 1, 2002                  75,000
          January 1,2003                40,000
          July 1, 2003                  45,000

          Exercise Date          Maximum Number of warrants
                                 Available for exercise

          June 30, 2001                 60,000
          June 30, 2002                 60,000
          June 30, 2003                 60,000
          June 30, 2004                 60,000
          June 30, 2005                 60,000















AMERICAN PETRO-HUNTER, INC. (Formerly Travelport Systems, Inc.)
     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
                  (Expressed in U.S. Dollars)
         For the Years Ended December 31, 2001 and 2000

NOTE 4 - ADVANCES TO TRAVELPORT MEDIA, INC., continued

The number of share purchase warrants would vest according to the
above schedule provided that the holder of the warrants remained
retained as a consultant by the Company.  If the warrant holder
was no longer retained as a consultant, any unvested warrants
would immediately expire.  Before the end of December 31, 2000,
the Company's relationship with the consultant and former
shareholder of TPI became strained, resulting in the consultant
resigning as a director of the Company on September 11, 2000.
The Company has recorded the 50,000 vested warrants at their
intrinsic value on the June 14, 2000 grant date of $80,000 as
compensation expense.  The remaining warrants expired.  In
addition, as it is no longer recoverable, the Company has written
off all advances to TPI and expenses paid by the Company on TPI's
behalf to the statement of loss and retained earnings (deficit)
as of December 31, 2000.

In addition, the Company issued 30,000 share purchase warrants to
companies controlled by a director as finders fees for bringing
the two parties in the above noted transaction together.  The
Warrants enabled the holder to purchase 30,000 shares of the
Company at $2.70 each for a period of five years.  The Company
has recorded the warrants at their June 14, 2000 intrinsic value
of $48,000.  As a result of the separation of the parties
involved in the above transaction, the share purchase warrants
were cancelled by the Company before exercise.

On March 16, 2001, the Company entered into a settlement
agreement whereby the Company would return the shares of TPI back
to the original owner on the condition that the original owner
and former director of the Company would assume a liability of
$86,000 which was incurred by the Company on behalf of TPI for
the purchase of certain computer equipment.  The $86,000
liability is included in accounts payable of the Company as at
December 31, 2000 and 2001.  As the computer equipment was
purchased on behalf of TPI, the Company has written off its
interest in the equipment as part of the advances to Travelport
Media, Inc.

In addition, the Company has cancelled 15,000 share purchase
options exercisable at $1.50 per share until October 11, 2005,
and the Company cancelled 20,000 share purchase options
exercisable at $2.50 per share until October 19, 2005 issued to
employees of TPI.


NOTE 5 - RELATED PARTIES

(i)   During the year, the company paid or accrued $37,935 (2000
- $37,695) for management fees to a director and to a company
wholly owned by a director.

(ii)  A total of $6,667 (2000 - $Nil) was paid or accrued to a
company owned by a former director for consulting and technical
services rendered.

(iii) A total of $Nil (2000 - $7,500) was paid to a former
director for consulting fees.

(iv)  A total of $27,657 (2000 - $27,827) was paid to a company
wholly owned by an officer of the company for accounting fees,
office services and rent.

(v)   Accounts payable includes $9,267 (2000 - $20,425) payable
to companies wholly owned by directors.


NOTE 6 - LICENSE AGREEMENT

On April 8, 1998, the Corporation entered into a License
Agreement with Andrew Engineering Inc., ("Andrew") an arm's
length corporation, whereby the Corporation acquired a worldwide
license to manufacture and market a patented device for the color
matching of dentures to a patient's tooth color.  The license
agreement required the Corporation and Andrew to develop a
business plan for manufacturing and marketing of the device,
including obtaining of financing; issuance of 4.8 million
pre-reverse stock-split shares of the Corporation's stock to
Andrew; and provided for the Corporation to pay a royalty of 10%
of the gross profit of sales if the Corporation manufactured the
product itself, or 7% of gross profit if manufacturing is done by
an independent third party. The 4.8 million pre-reverse
stock-split shares were issued during 1998 for a deemed value of
$1,344,000.

As a result of the settlement of litigation with AEI Trucolor
Inc. ("The Settlement Agreement") (Note 7). The License agreement
was cancelled and 4.8 million pre-reverse stock-split shares were
returned to treasury.









NOTE 7 - AEI TRUCOLOR INC.

An action was brought by AEI Trucolor Inc. ("Trucolor") in
British Columbia Supreme Court against American Petro-Hunter Inc.
(Formerly Travelport Systems Inc.), Andrew Engineering Inc., and
other parties to the license agreement.

This action was settled by the execution of two agreements the
effect of which is that the Company can acquire up to a 60%
equity interest in AEI Trucolor Inc., an arm's length private
company. As at December 31, 1999, the Company has a 40% interest
in AEI Trucolor Inc. as described below.

The first agreement was an asset purchase agreement entered into
with Andrew Engineering Inc. ("AEI"), which will see the Company
acquiring AEI's 25% equity interest in Trucolor. As consideration
for the acquisition, the Company issued to AEI 50,000 pre-reverse
stock-split restricted shares in its capital stock. As well, AEI
was granted the right to acquire, in the event a
manufacturing/distribution agreement is consummated, as described
below, 25% of the Company's then existing interest in Trucolor.

The second agreement was entered into between the Company, AEI,
Andrew Rawicz and GPT Management Ltd. ("GPT") and results in the
litigation initiated by GPT concerning the ownership of the
Analyzer being dismissed and in a declaration that Trucolor is in
fact the owner of the Analyzer.

This agreement goes on to provide for the Company acquiring 15%
of GPT's equity interest in Trucolor and for its acquisition,
without additional consideration, of a further 20% interest, upon
execution by Trucolor of an agreement with a third party for the
manufacturing/distribution of the Analyzer. The additional 20%
interest can be obtained by the Company if Trucolor receives, in
cash, an aggregate after tax benefit of at least $750,000.

This agreement (the "Settlement Agreement") provides further that
the Company's May, 1998 License Agreement with AEI be cancelled
and, as a consequence, the 4,800,000 pre-reverse stock-split
restricted shares of the Company, issued in respect of the
License Agreement, were returned to treasury for cancellation.

The agreement with a third party was not consummated by Trucolor,
and therefore the 20% interest was transferred to GPT.  As a
result, the Company holds a 40% interest in Trucolor, and GPT a
60% interest.

During the year ending December 31, 2001, the Company wrote the
investment down to $1 to reflect the fact that, although the
agreement is still valid, the value of the investment is
indeterminable.


NOTE 8 - FINANCIAL INSTRUMENTS

The Company's financial instruments consist of cash, accounts
receivable, accounts payable and accrued liabilities. Unless
otherwise noted, it is management's opinion that the company is
not exposed to significant interest, currency, or credit risks
arising from these financial instruments. The fair values of
these financial instruments approximate their carrying values.


NOTE 9 - OIL AND GAS AGREEMENTS

During the year ending December 31, 2001, the Company entered
into an agreement to acquire a mining interest in north central
Oklahoma and Wood County, Oklahoma.  The Company also optioned
12.5% of the north central Oklahoma agreement to another company,
however, because the Company was unable to meet the financial
terms of the agreements, they were cancelled.

In November 2001, the Company entered into an assignment of lease
to acquire the Brazos River Prospect, Texaco #1A, located in
Fisher and Ken Counties, Texas.  None of the conditions of the
agreement were executed by the Company, and the Company cancelled
the agreement subsequent to year end.


NOTE 10 - INCOME TAXES

Future tax assets (liabilities) of the Company are as follows:

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

Operating and capital losses             $ 990,000     $ 891,000
Less:  Valuation allowance                 990,000       891,000
                                          ---------     ---------
Future tax asset (liability) recognized  $       -     $       -
                                          =========     =========

As at December 31, 2001, the Company has incurred income tax
losses totalling approximately $3,000,000.

A valuation allowance has been recorded to reduce the net benefit
recorded in the financial statements related to these future tax
assets.  The valuation allowance is deemed necessary as a result
of the uncertainty associated with the ultimate realization of
these tax assets.

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

    None.

     PART III


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

The following are the names, positions, and municipalities of
residence and relevant backgrounds of key personnel of the
Corporation:

PATRICK A. McGOWAN - (Age 62).  President, C.E.O., Director of
the Company, Coquitlam, British Columbia.  President of the
Company since April 16, 1998.  September 1996 to April 1999,
president of Consolidated Ewing Industries Inc. (now Lyra
Resources Ltd.), Vancouver, B.C., a company formerly engaged in
oil and gas exploration, which is publicly traded on the Canadian
Venture Exchange ("CDNX"), formerly the Vancouver and Alberta
Stock Exchanges.  November 1997 to the present, President of
American Hunter Exploration, Vancouver, B.C., a privately held
Nevada corporation engaged in oil and gas exploration.  February
1998 to the present, President and Director of U.S Diamond Corp.,
Vancouver, B.C., the parent company of American Hunter
Exploration, a public company involved in natural resources, and
traded on the CDNX.  August 1997 to December 1997, President and
Director of Globenet Resources Inc., Vancouver, B.C., a public
traded company traded on the CDNX, engaged in natural resource
exploration and development. October 1992 - September 1996,
President and Director of The Indisposibles, Burnaby, B.C., a
manufacturer and distributor of infant wear, incontinent and
feminine hygiene products throughout North America and Europe.
January 1988 to September 1992, Executive Vice President of
Pacific Paper Products, Burnaby, B.C., a manufacturer and
distributor of paperboard products in British Columbia and
Alberta. Graduated from University of Western Ontario with
Masters of Business Administration in 1965, graduated University
of Oregon with Bachelor of Science, Finance and Economics in
1963.

PETER G. ROOK-GREEN (Age 61).  Secretary, C.F.O., and Director of
the Company, Surrey, British Columbia.  Secretary since March 20,
2000, and Director since June 20, 2000.  From 1994 to the
present, President of Rook-Green Investments Inc. (d.b.a. R-G
Management), a company engaged in providing administrative and
accounting services to companies.  May 1996 to present, Corporate
Secretary and C.F.O. of Pallaum Minerals Ltd., Vancouver, B.C.,
Canada, a resource company trading on the CDNX; February 1997 to
June, 2000, Corporate Secretary of Globalstore.com Incorporated,
Vancouver, B.C., an internet technology company trading on the
CDNX; September 1998 to November, 2001 Corporate Secretary,
January, 2001 to present, Director, and November, 2001 to
present, President of Olympus Stone Inc., Vancouver, B.C., a
resource company trading on the CDNX; February, 2000 to April,
2001, Corporate Secretary of US Diamond Corp., Vancouver, B.C., a
resource company trading on the CDNX; March, 1998 to present,
Director of Anglo-Andean Explorations Inc., Vancouver, B.C., a
resource company trading on the CDNX;  January, 2000 to December,
2000, Director of Rystar Communications Ltd., Vancouver, B.C.,
trading on the CDNX; October, 1999 to present, Director of
Terramin Resources, Inc., a resource company trading on the CDNX;
and January, 2001 to present, Director of Consolidated Fortress
Resources Inc., a resource company trading on the CDNX, and June,
2001 to present, Director of Rome Resources Ltd., a resource
company trading on the CDNX.  Mr. Rook-Green obtained a Certified
Management Accountant (C.M.A.) designation in 1971.

BARRY L. WHELAN (Age 61).  Director of the Company, Vancouver,
British Columbia.  Director since September 11, 2001. From 1981
to present, consulting geologist. Director of the following
companies: Adamus Resources Ltd. from 1993, Consolidated Maymac
Petroleum Corp., from 1995, International Brooks Petroleum Ltd.
from 1991, Little Mountain Resources Ltd. from 1997, Canadian
Metals Exploration Ltd. from 2001. All of the above companies
trade on the CDNX. Graduated from the University of Western
Ontario in 1961 with a Bachelor of Arts in Geology, graduated
from McMaster University in 1965 with a Bachelor of Science in
Geology.

PHILIP E. LEWIS (Age 48).  Director of the Company, Tulsa,
Oklahoma.  Director since August 17, 2001. Former president of
Supra Energy, and currently senior process consultant, Cyntergy
Technology LLC. Mr. Lewis acquired a B.S. in chemical engineering
from the University of Oklahoma in 1978; a M.S. in chemical
engineering from the University of Tulsa in 1980; and an MS in
petroleum engineering/business from the University of Houston in
1984.

Mr. Ian D. Lambert was appointed a Director on January 31, 2001,
and resigned on July 19, 2001. Mr. Whelan was appointed a
director on September 11, 2001 and Mr. Lewis on August 17, 2001.

ITEM 10. EXECUTIVE COMPENSATION

     (a)  SUMMARY COMPENSATION TABLE (OMITTED FOR SIMPLICITY)

Mr. McGowan and a private company wholly-owned by Mr. McGowan
received or was due a total of $37,935 of compensation in the
fiscal year ended December 31, 2001 (2000 - $37,695) in
accordance with a management agreement approved by the directors
in April, 1998 at a rate of $7,000 per month, which was
subsequently amended to Canadian $5,000 per month effective
August, 1999.

A private company owned by Mr. Rook-Green received or was due a
total of $27,657 for rent, office services, accounting and
administrative services in the fiscal year ended December 31,
2001 (2000 - $27,827).

     (b)  OPTIONS/SAR GRANTS IN LAST FISCAL YEAR (INDIVIDUAL
          GRANTS)

The Company has a Directors and Officers Stock Option Plan, a Key
Personnel Compensation Plan, a 2000 Stock Option Plan, and a 2001
Stock Option Plan as described below.  Options granted during the
year 2001 were as follows:

Name                  Number           Price           Expiry
Date

P. McGowan            325,000          $0.15           Oct. 31/06
B. Whelan             325,000          $0.15           Oct. 31/06
P. Lewis              200,000          $0.15           Oct. 31/06
P. Rook-Green         150,000          $0.15           Oct. 31/06
C. Dieterich           50,000          $0.30          Sept. 24/06


     (c)  AGGREGATED OPTION/SAR EXERCISES IN THE LAST FISCAL YEAR
          AND FISCAL YEAR-END OPTION/SAR VALUES: None

     (d)  LONG-TERM INCENTIVE PLANS - AWARDS IN THE LAST FISCAL
          YEAR

In November 1996, the Company adopted the Wolf Exploration Inc.
1996 Directors and Officers Stock Option Plan, ("the Plan") for
its officers, directors, key personnel and consultants to the
Company.  In  1996 and 1997, a total of 960,000 options to
purchase shares were granted under this plan.  As a result of the
sale of Calgary Chemical, and change of management, the 960,000
options were cancelled in 1998.  By resolution of the directors
of the Company dated May 28, 1998, the Company reserved an
additional one million shares of common stock of the Company for
the Plan bringing the total shares reserved to 2,000,000 and
renamed the Plan "The Wolf Industries Inc. 1998 Directors and
Officers Stock Option Plan" ("the Revised Plan") with all other
terms and conditions of the Plan remaining in full force and
effect.

In September 1998, the Company by resolution of the directors,
established the "1998 Key Personnel Compensation Plan"  ("Key
Plan") whereby 1,000,000 shares of the Company's stock was
reserved for issuance.  By resolution of the directors dated
November, 1998, a further 1,000,000 shares of common stock was
authorized to be reserved for issuance, bringing the total
issuable under the Key Plan to 2,000,000 shares of common stock.

During 1998, under the terms of the Revised Plan, a total of
1,050,000 options to purchase common shares of the Company were
granted to three officers and directors of the Company at $0.25
per share for a five-year period.

During 1998, under the terms of the Key Plan, options to purchase
75,000 shares of the common stock of the Company was granted to
an employee at $0.25 per share, for a five-year period.  Also
under the terms of the Key Plan, 1,973,026 shares of common stock
of the Company were issued at a deemed price of $0.25 per share,
and 1,000,000 shares of common stock of the Company at a deemed
price of $0.20 per share for services rendered by key personnel
to the Company.  In 1999, under the terms of the Key plan,
350,000 shares were issued at a deemed price of $0.18, and
100,000 shares were issued at a deemed price of $0.15.

During 2000, 30,000 options were granted at $0.30, and 300,000 at
$0.25, for five-year periods, under the terms of the two plans.

In October, 2000, the Company by resolution of the directors,
established the 2000 Stock Option Plan ("2000 Plan"), whereby
5,000,000 of the company's stock was reserved for issuance.
During 2000, under the terms of the 2000 Plan, 50,000 options to
purchase shares were granted at $0.30, 200,000 were granted at
$0.15, and 200,000 were granted at $0.25, all for five year
periods.

In September, 2001, the Company by resolution of the directors,
established the 2001 Stock Option Plan ("2001 Plan"), whereby
1,500,000 of the company's stock was reserved for issuance.
During 2001, under the terms of the 2001 Plan, 1,000,000 options
to purchase shares were granted at $0.15 for five-year periods.

Also in September, 2001, the Company by resolution of the
directors issued 50,000 options under an S8 filing.

     (e)  COMPENSATION OF DIRECTORS

     1. Standard Arrangements

The members of the Company's Board of Directors are reimbursed
for actual expenses incurred in attending Board meetings.

     2. Other Arrangements

There are no other arrangements.

     (f)  EMPLOYMENT CONTRACTS AND TERMINATION OF EMPLOYMENT,
          CHANGE IN CONTROL ARRANGEMENTS

As a result of the sale of Calgary Chemical (Item 1(a)), Mr.
Coady resigned at President and Chief Executive Officer,
Secretary, and Director of the Company. There was no additional
cost to the Company for severance or vacation pay resulting from
this termination.

Mr. Patrick McGowan was appointed President and Chief Executive
Officer of the Company in April 1998, at an annual fee of
$84,000, which was subsequently amended to Canadian $5,000 per
month effective August, 1999.  In 2001, Andrea Resources Ltd. a
company wholly-owned by Mr. McGowan received or was owed a total
of $37,935 for services rendered under this agreement.


ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
         MANAGEMENT

The following table sets forth certain information regarding the
beneficial ownership of Common Stock by each director and nominee
and by all directors and officers of the Company as a group and
of certain other beneficial owners of more than 5% of any class
of the Company's voting securities as of December 31, 2001 unless
otherwise noted.  The number of shares beneficially owned is
deemed to include shares of Common Stock which directors of
officers have a right to acquire pursuant to the exercise of
options within sixty days of December 31, 2001 Each such person
has sole voting and dispositive power with respect to such
securities, except as otherwise indicated.

     (a)  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS. None

     (b)  SECURITY OWNERSHIP OF MANAGEMENT.


<TABLE>
<S>                            <C>                <C>
Name and Address               Number Of Shares   Percentage of
                                                      Class

Patrick A. McGowan
211 - 1148 Westwood Street
Coquitlam, B.C. V3B 4S4           685,472 (1)         10.5%

Peter G. Rook-Green
14920-83A Avenue
Surrey, B.C. V3S 7S2              325,173 (2)          5.0%

Philip E. Lewis
3508 E. 70th Street
Tulsa, OK 74136-2649              200,000 (3)          0.3%

Barry L. Whelan
600 - 535 Howe Street
Vancouver, B.C. V6C 2Z4           325,000 (3)          0.5%


(1)  Includes 325,000 options to purchase shares at a price of
$0.15 per share, and 58,000 options to purchase shares at a price
of $2.50 per share.

(2)  Includes 150,000 options to purchase shares at a price of
$0.15 per share, and 3,000 options to purchase shares at a price
of $3.00 per share.

(3)  Consists entirely of options to purchase shares at a price
of $0.15 per share.

     (c)  CHANGES IN CONTROL: None.

</TABLE>



ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Mr. McGowan and a Company of which he is the sole shareholder,
Andrea Resources Ltd., billed the Company a total of $37,935
during 2001 (2000 - $37,695) for services rendered under the
management agreement (Item 10(f)). Mr. Rook-Green is an owner of
R-G Management, which billed the Company $27,657 during 2001
(2000-$27,827) for accounting, administration, rent and office
services.

The Company's By-laws include a provision regarding Related Party
Transactions which requires that each participant to such a
transaction identify all direct and indirect interest to be
derived as a result of the Company's entering into the related
transaction. A majority of the disinterested members of the board
of directors must approve any Related Party Transaction.









<PAGE>
<PAGE>
(Format change)
<TABLE>

     PART IV

ITEM 13.  EXHIBITS, FINANCIAL STATEMENTS, AND REPORTS ON FORM 8-K

The following documents are filed as part of this report under Part II, Item 7:

Audited Financial Statements and notes thereto

(a)  Exhibits as required by Item 601 of Regulation S-B

<S>               <C>                                       <C>
Exhibit Number                 Description                  Incorporated by Reference to

(3)(a)(1)         Articles of Incorporation as amended      Registrant's Report on Form
                                                            10SB12G dated June 19, 1997.

(10)(1)           Sale agreement between Wolf               Registrant's Quarterly Report
                  Industries Inc. and Gorda                 On Form 10QSB for the quarter
                  Technology Holdings Limited               ended March 31, 1998

(10)(2)           License agreement between Wolf            Registrant's Quarterly Report
                  Industries Inc., Andrew Engineering       On Form 10QSB for the quarter
                  Inc., Andrew Rawicz Ph.D. and             ended March 31, 1998
                  Ivan Melnyk Ph.D.

(10)(3)           Asset purchase agreement between          Registrant's Quarterly Report
                  Wolf Industries Inc. and Andrew           On Form 10QSB for the quarter
                  Engineering Inc.                          ended June 30, 1999

(10)(4)           Agreement between Wolf Industries         Registrant's Quarterly Report
                  Inc., Andrew Engineering Inc.,            On Form 10QSB for the quarter
                  Andrew Rawicz and GPT Management Ltd.     ended June 30, 1999

(10)(5)           Letter of Intent with Galloway            Registrant's Quarterly Report
                  Financial Services                        on Form 10QSB for the quarter
                                                            ended  September 30, 2001

(10)(6)           Letter Agreement with Dancing             Registrant's Quarterly Report
                  Star Resources Inc.                       on Form 10QSB for the quarter
                                                            ended September 30, 2001

(10)(7)           Assignment of Lease with                  Registrant's Quarterly Report
                  Exor Oil Company, L.L.C.                  on Form 10QSB for the quarter
                                                            ended September 30, 2001



SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 15(D) OF
THE EXCHANGE ACT BY NON-REPORTING ISSUERS.

No annual report or proxy material has been sent to security holders nor are such
materials anticipated to be sent, with the exception of this Annual Report on Form 10-KSB.

</TABLE>

<PAGE>
(Format Change)
                            SIGNATURES


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

AMERICAN PETRO-HUNTER, INC.

Date: April 12, 2002                By: /s/ Patrick A. McGowen
                                    --------------------------
                                    Patrick A. McGowen, President


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

SIGNATURE                          TITLE               DATE

/s/ Patrick A. McGowen
----------------------
Patrick A. McGowen            President, CEO
                              & Director          April 12, 2002

/s/ Peter G. Rook-Green
-----------------------
Peter G. Rook-Green           Secretary, CFO
                              & Director          April 12, 2002