SECURITIES  AND  EXCHANGE  COMMISSION
                             Washington,  DC  20549

                                    Form 10-QSB


       QUARTERLY  REPORT  PURSUANT  TO  SECTION  13  OR  15(D)  OF  THE
                       SECURITIES  EXCHANGE  ACT OF  1934


            For  the  quarterly  period  ended  November 30,  2001


                     Commission  File  Number  33-96638-A



                               ecom ecom.com, inc.
 -----------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)


           Florida                                      65-0538051
-------------------------------------         --------------------------------
 (State or other jurisdiction of                      (I.R.S. Employer
 incorporation or organization)                      Identification No.)


                         2700 PGA Boulevard, Suite 103
                       Palm Beach Gardens, Florida 33410
------------------------------------------------------------------------------
                  (Address of principal executive offices)


                                 (561) 622-4395
------------------------------------------------------------------------------
            (Registrant's telephone number, including area code)


Check whether the issuer  (1) filed all reports required to be filed by
Section 13 or 15(d) of the 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
        ---                   ---

As of November 30, 2001 the issuer had 22,998,364 shares of common stock,
$.0001 Par Value, outstanding.

Transitional  Small  Business  Disclosure  format:  Yes        No   X
                                                         ---       ---


                                      Page 1









eCom eCom.com, Inc.                                      Form 10-QSB
                                                     November 30, 2001



INDEX

                                                             PAGE NO.
PART I  FINANCIAL  INFORMATION


ITEM 1             FINANCIAL  STATEMENTS

        Independent Accountant's Report  . . . . . . . . . . .  3

        Consolidated Balance Sheets:
         November 30, 2001 and May 31, 2001  (Unaudited) . . .  4

        Consolidated Statements of Operations:
         Six Months Ended November 30, 2001
         and 2000  (Unaudited) . . . . . . . . . . . . . . . .  5

        Consolidated Statements of Operations:
         Three Months Ended November 30, 2001
         and 2000  (Unaudited) . . . . . . . . . . . . . . . .  6

        Consolidated Statements of Shareholders' Deficit:
         Years Ended May 31, 2001 and 2000 and the
         Six Months Ended November 30, 2001  (Unaudited) . . .  7

        Consolidated Statements of Cash Flows:
         Six Months Ended November 30, 2001
         and 2000  (Unaudited) . . . . . . . . . . . . . . . .  8

        Notes to Consolidated Financial Statements . . . . . . 11


ITEM  2      MANAGEMENT'S  DISCUSSION  AND  ANALYSIS
             OR  PLAN  OF  OPERATION . . . . . . . . . . . . . 24


PART  II     OTHER  INFORMATION

             ITEMS  1-6  . . . . . . . . . . . . . . . . . . . 28










                                     Page 2








                       Wieseneck, Andres & Company, P.A.
                         Certified Public Accountants
                        772 U. S. Highway 1, Suite 200
                       North Palm Beach, Florida  33408
                               (561) 626-0400

Thomas B. Andres, C.P.A.*, C.V.A.                     FAX (561) 626-3453
Paul M. Wieseneck, C.P.A.
*Regulated by the State of Florida



                       Independent Accountant's Report


To the Board of Directors and Stockholders
eCom eCom.com, Inc.

We have reviewed the accompanying balance sheets of eCom eCom.com, Inc. and
consolidated subsidiaries as of November 30, 2001 and May 31, 2001, and the
related consolidated statements of operations, for the three-month periods
and the six-month periods ended November 30, 2001 and 2000, the consolidated
statement of stockholders' deficit from May 31, 1999 through November 30,
2001, and the consolidated statement of cash flows for the six-month periods
ended November 30, 2001 and 2000. These financial statements are the
responsibility of the company's management.

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

Based on our review, we are not aware of any material modifications that
should be made to the accompanying financial statements for them to be 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 the notes to the
financial statements, the Company's current liabilities exceed the current
assets by $967,000 and the Company has incurred net operating losses since
inception.  These conditions raise substantial doubt about its ability to
continue as a going concern.  Management's plans regarding those matters
are described in the notes.  The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.


    /s/Wieseneck, Andres & Company, P.A.


January 15, 2002

                                     Page 3








ECOM ECOM.COM, INC.
CONSOLIDATED BALANCE SHEETS
NOVEMBER 30, 2001 AND MAY 31, 2001
(Unaudited)
                                  ASSETS

                                  November 30, 2001             May 31, 2001
Current Assets                    _________________             ____________
  Cash and cash equivalents             $     2,699              $   206,271
  Accounts receivable                        24,592                    3,537
  Accounts receivable other                       -                   17,702
  Inventories                               214,183                  269,522
  Prepaid expenses                            5,499                    6,653
  Note receivable                                 -                  300,000
                                       ____________             ____________
   Total Current Assets                     246,973                  803,685
                                       ____________             ____________

Property and Equipment, net                 116,727                  134,982
                                       ____________             ____________
Other Assets
  Intangible assets, net                      5,130                    6,160
  Other assets                              110,883                    9,828
                                       ____________             ____________
    Total Other Assets                      116,013                   15,988
                                       ____________             ____________
 Total Assets                           $   479,713              $   954,655
                                        ===========              ===========
                      LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
  Acccounts payable                     $   651,924              $   775,030
  Accrued expenses                           15,066                   10,335
  Unearned revenue                          100,000                  100,000
  Current portion of long term debt         447,229                  331,688
                                       ____________              ___________
    Total Current Liabilities             1,214,219                1,217,053
                                       ____________              ___________
       Total Liabilities                  1,214,219                1,217,053

Stockholders' Equity
  Common stock, $.0001 par value,
    50 million shares authorized,
    22,998,364 and 19,010,836
    shares issued and outstanding             2,300                    1,901
  Paid-in capital                         4,796,204                4,127,083
  Accumulated deficit                    (5,533,010)              (4,391,382)
                                       ____________              ___________
    Total Stockholders' Deficit            (734,506)                (262,398)
                                       ____________              ___________
 Total Liabilities and
   Stockholders' Equity                 $   479,713              $   954,655
                                        ===========               ==========

See accompanying summary of accounting policies, notes to financial
statements and independent accountants' review report.
                                     Page 4








ECOM ECOM.COM, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE SIX MONTHS ENDED NOVEMBER 30, 2001 and 2000
(Unaudited)
                                   November 30, 2001      November 30, 2000
                                   _________________      __________________
Revenues
  Net Sales                             $   117,569             $ 2,489,797
  Cost of Sales                            (122,260)             (1,940,464)
                                       _____________           _____________
      Gross Profit                           (4,691)                549,333
                                       _____________           _____________
Operating Expenses
  General and administrative              1,033,075               1,377,466
  Sales and marketing                        70,783                 322,153
  Product development                        25,546                 220,807
  Amortization                                1,120                  10,533
                                       _____________           _____________
      Total Operating Expenses            1,130,524               1,930,959
                                       _____________           _____________

Loss from Operations                     (1,135,215)             (1,381,626)

Other Income (Expense)
  Interest income                             2,508                   1,504
  Interest expense                           (7,837)                (17,545)
  Gain on disposal of asset                     688                       -
  Loss on disposal of asset                  (1,772)                      -
                                       _____________           _____________
      Net Other Expenses                     (6,413)                (16,041)
                                       _____________           _____________

Net Loss                                $(1,141,628)        $    (1,397,667)
                                       =============            ============

Net Loss Per Common Share               $     (0.05)        $         (0.09)
                                       =============            ============
Weighted Average Shares Outstanding      21,339,543              15,867,325
                                       =============            ============














See accompanying summary of accounting policies, notes to financial
statements and independent accountants' review report.
                                     Page 5








ECOM ECOM.COM, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED NOVEMBER 30, 2001 AND 2000
(Unaudited)

                                November 30, 2001          November 30, 2000
                                _________________          __________________
Revenues
  Net Sales                       $        62,641            $     1,112,004
  Cost of Sales                           (48,051)                  (948,943)
                                    ______________              _____________
    Gross Profit                           14,590                    163,061
                                    ______________              _____________
Operating Expenses
  General and administrative              424,749                    644,011
  Sales and marketing                       5,135                     60,595
  Product development                       5,245                     64,781
  Amortization                                470                      5,267
                                   ______________              _____________
    Total Operating Expenses              435,599                    774,654
                                    ______________              _____________

Loss from Operations                     (421,009)                  (611,593)

Other Income (Expense)
  Interest income                             946                      1,098
  Interest expense                         (7,699)                   (10,760)
  Loss on disposal of asset                (1,772)                         -
                                    ______________              _____________
    Net Other Expenses                     (8,525)                    (9,662)
                                    ______________              _____________

Net Loss                          $      (429,534)           $      (621,255)
                                     =============               ============

Net Loss Per Common Share         $         (0.02)           $         (0.04)
                                     =============               ============
Weighted Average Shares Outstanding    22,875,031                 16,328,382
                                     =============               ============














 See accompanying summary of accounting policies, notes to financial
 statements and independent accountants' review report.
                                     Page 6








ECOM ECOM.COM, INC.
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' DEFICIT
FOR THE YEARS ENDED MAY 31, 2001 AND 2000
AND THE SIX MONTHS ENDED NOVEMBER 30, 2001
(Unaudited)


                           Additional                            Total
    Number of     At        Paid-in    Accumulated  Treasury   Stockholders'
     Shares    Par Value    Capital      Deficit     Stock     Deficiency
   ---------  -----------  ----------  -----------  --------  -------------

Balance May 31, 1999
   13,658,600  $   1,366   $2,205,206 $(2,294,728) $(5,000)    $   (93,156)

Issuance of Common Stock
    1,227,075        123    1,649,655           -        -       1,649,778

Net Loss    -          -            -  (2,633,426)       -      (2,633,426)
   ---------- -----------  ---------- ------------  -------  --------------
Balance May 31, 2000
   14,885,675      1,489    3,854,861  (4,928,154)  (5,000)     (1,076,804)

Issuance of Common Stock
    4,125,161        412    1,977,151           -        -       1,977,563

Sale of Star Dot Marketing
            -          -   (1,699,929)  1,876,158        -         176,229
Cancellation of  Treasury Stock
            -          -       (5,000)          -    5,000               -
Net Loss    -          -            -  (1,339,386)       -      (1,339,386)
   ---------- -----------  ---------- ------------  -------  --------------
Balance May 31, 2001
   19,010,836      1,901    4,127,083  (4,391,382)       -        (262,398)

Issuance of  Common Stock
    1,987,528        199      669,321           -        -         669,520
Issuance of Common Stock for proposed purchase of Zyndecom, Inc. (See Note A)
    2,000,000        200         (200)          -        -               -
Net Loss    -          -            -  (1,141,628)       -      (1,141,628)
   ---------- -----------  ---------- ------------  -------  --------------
Balance November 30, 2001
   22,998,364   $  2,300   $4,796,204 $(5,533,010) $     -     $  (734,506)
   ==========  =========   ========== ============  =======  ==============









See accompanying summary of accounting policies, notes to financial
statements and independent accountants' review report.
                                     Page 7








ECOM ECOM.COM, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000
(Unaudited)


                                      November 30, 2001   November 30, 2000
                                       _______________     _______________

Cash Flows From Operating Activities
    Cash received from customers          $    117,569       $   2,254,370
    Interest income                              2,508               1,504
    Cash paid to suppliers and employees      (628,815)         (2,697,777)
    Interest paid                                  (88)             (7,823)
                                       _______________     _______________
        Net Cash Flows Used in
         Operating Activities                 (508,826)           (449,726)
                                       _______________     _______________
Cash Flows From Investing Activities
    Cash received from sale of
     1-800-Paintball                           300,000                   -
    Issuance of note receivable                 (5,000)                  -
    Deposit on software                       (100,000)                  -
    Purchase of equipment                       (6,474)            (12,587)
    Proceeds received from sale of equipment     1,187                   -
                                       _______________     _______________
        Net Cash Flows Provided By
         (Used In) Investing Activities        189,713             (12,587)
                                       _______________     _______________
Cash Flows From Financing Activities
    Proceeds from sale of stock                      -             234,429
    Proceeds of loans from stockholders        224,941             107,800
    Repayment of loans to stockholders        (109,400)                  -
                                       _______________     _______________
        Net Cash Flows Provided By
         Financing Activities                  115,541             342,229
                                       _______________     _______________
Net Decrease in Cash                          (203,572)           (120,084)

Cash and Cash Equivalents at
 Beginning of Period                           206,271             139,402
                                       _______________     _______________
Cash and Cash Equivalents at
 End of Period                            $      2,699       $      19,318
                                       ===============     ===============








See accompanying summary of accounting policies, notes to financial
statements and independent accountants' review report.
                                     Page 8








ECOM ECOM.COM, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000
(Unaudited)


                                               November 30,    November 30,
                                                   2001            2000
                                               ____________    ____________


Supplemental Schedule of Non-Cash Investing Activities
------------------------------------------------------
Non-Cash transactions
 Stock issued for purchase of fixed assets      $   1,950       $        -
 Services received as payment of note
   receivable                                       5,000                -

Supplemental Schedule of Non-Cash Financing Activities
------------------------------------------------------
Non-Cash transactions
 Stock issued for payment of services           $ 664,702       $        -
 Stock issued for payment of debt                   7,869                -






























See accompanying summary of accounting policies, notes to financial
statements and independent accountants' review report.
                                     Page 9








ECOM ECOM.COM, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000
(Unaudited)

Reconciliation of Net Loss to Net Cash Flows Used in Operating Activities:

                                       November 30, 2001  November 30, 2000
                                        _______________    _______________

Net Loss                                $   (1,141,628)    $   (1,397,667)
    Add items not requiring outlay of cash:
        Depreciation and amortization           25,438             40,478
        Expenses paid by issuing stock         664,702          1,089,906
        Gain on sale of assets                    (688)                 -
        Loss on sale of assets                   1,772                  -
    Cash was increased by:
        Decrease in accounts receivable              -             81,258
        Decrease in inventory                   55,339            236,121
        Decrease in prepaid expenses             1,154             27,916
        Decrease in other current assets             -             13,337
        Increase in accrued expenses             4,731                  -
        Increase in accrued interest payable         -             16,463
    Cash was decreased by:
        Increase in accounts receivable         (3,354)                 -
        Increase in other assets                (1,055)            (8,650)
        Decrease in accounts payable          (115,237)          (474,416)
        Decrease in accrued expenses                 -            (11,910)
        Decrease in accrued interest payable         -            (62,562)
                                        _______________    _______________
             Net Cash Flows Used In
              Operating Activities       $    (508,826)   $      (449,726)
                                        ===============    ===============




















See accompanying summary of accounting policies, notes to financial
statements and independent accountants' review report.
                                     Page 10








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

NOTE A - NATURE OF OPERATIONS

eCom eCom.com, Inc. ("eCom" or "the Company") was incorporated in the State
of Florida on June 14, 1994.  ECom's current business plan is focused on the
development and marketing of applications for its high-compression software,
called DryIce(tm).  Previously, the Company developed an e-commerce infra-
structure that enables the small business enterprise to carve its niche in
the retail and business to business Internet economy.  eCom eCom B2Bplus
provides an affordable, user-friendly technological platform and professional
resources to facilitate web business development.  The eCom eCom SuperHUB
gives the web entrepreneur a comprehensive package of on-line tools to
generate, execute and fulfill e-commerce transactions.  We also have operated
our own on-line business as a test model, using our e-commerce concepts to
sell paintball products.

During the last fiscal year, we revised our business model in order to focus
on the design and resale of DryIce(tm) software applications that compact,
store, protect and transmit large data files in any format including images,
full motion video, audio and text.  Through the use of image encoding
technology called Temporal Differential Encoding (TDE), which is available to
eCom through an agreement with Impact Imaging, Inc. of Columbia, Maryland,
DryIce(tm) is capable of shrinking images to ratios previously considered
impossible.  This is accomplished without destruction of image detail
inherent in compression technologies that use wavelet or fractal techniques.
Our intention is to divest all other product lines to concentrate on the
development of the market for DryIce(tm) software.  Our mission is to make
this software available to reduce bandwidth demand and increase storage
capabilities through development of custom applications that are not feasible
using technology previously available.

The Company was incorporated under the name US Amateur Sports, Inc. but
changed its name in January 1999 to better reflect its business operations.
eCom is the parent of US Amateur Sports Company, which is the parent of USA
Performance Products, Inc. US Amateur Sports Company (USASC) owns the rights
to: (1) the All American Bowl, a high school football all-star game, last
played in 1997, when it was broadcast to over 40 million households;  (2)
the ProCard/ComCard, a prepaid phone card concept; and (3) USA SportsNet,
which was planned to be an Internet portal for access to sports information,
products and services with a focus on amateur athletes and local sports
organizations. In addition, USASC owned the rights to use of the toll-free
telephone number, 1-800-724-6822 (1-800-PAINTBALL) until it was sold as
described below. USA Performance Products manufactures and distributes
paintball guns and accessories.  It has served as a test model for our
e-commerce business concepts and has generated the majority of our revenues
to date.

On January 21, 2000 the Company entered into a Stock Exchange Agreement with
the shareholders of Star Dot Marketing, Inc. ("SDMI"), which provided for the


See accompanying independent accountants' review report.
                                   Page 11








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

NOTE A - NATURE OF OPERATIONS (CONTINUED)

transfer of all the outstanding common stock of SDMI to eCom eCom.com, Inc.
in exchange for 675,000 shares of common stock.  The transaction was closed
on May 31, 2000.  SDMI uses the trade name "Treasures of Sports" to offer a
complete line of guaranteed authentic, hand signed sports memorabilia and
other sports products.  These products are marketed through joint sales
agreements with professional sports franchises.

Consistent with the intent to divest all businesses and product lines
unrelated to DryIce(tm) software, the sale of one business and one product
line were consummated during the final quarter of the year ended May 31,
2001.  On May 11, 2001, rights to use of the toll-free telephone number,
1-800-PAINTBALL, and related website addresses were sold for a cash payment
of $900,000.  On May 31, 2001, the Company sold all of the stock of Star
Dot Marketing, Inc. in return for assumption of debt of $208,000 owed to the
original owners of SDMI.  (See Note C.)

In August 2001, eCom and PremierSoft, Inc. formed a new company in the State
of Florida by the name of Zyndecom, Inc.  Zyndecom will market the "Z-Box,"
(tm) a software utility that combines DryIce(tm) with PremierSoft's Syndeos
(tm) software.  Syndeos(tm) integrates software and hardware systems that
have been created independently. The Z-Box(tm) will deliver secure, real
time and bidirectional manipulation of data, which is accessible to all
software and hardware applications and configurations using fileless relay.
Using artificial intelligence to integrate and compact digital images and
related data, it will facilitate accurate and rapid transfer even over low-
speed connections. The agreement provides eCom with 51% of the stock of
Zyndecom, and PremierSoft will own 49%. eCom will generate revenue by
leasing the DryIce(tm) technology to Zyndecom. PremierSoft will generate
revenue by receiving compensation for their management of Zyndecom. The two
principal owners of PremierSoft have signed consulting agreements with eCom.

The Company issued 2 million shares of its common stock to the two share-
holders of PremierSoft, Inc. in the current quarter for the purchase of
PremierSoft, Inc.'s 49% interest in Zyndecom, Inc.  The Chief Executive
Officer of eCom has withheld delivering the stock certificates to the
shareholders of PremierSoft, Inc.  No contract, either written or verbal,
for the purchase of the outstanding 49% interest in Zyndecom, Inc. stock was
entered into or signed.  The stock has been recognized as issued in the
Statement of Changes in Stockholders' Equity.  The stock certificates will
be cancelled in the next fiscal quarter.

During the current quarter, we announced the development of myPicZip(tm), a
DryIce(tm) software application designed to shrink virtually unlimited
galleries of photos to eliminate restraints on storage capability without
degradation of picture quality.  Planned for release during the third fiscal
quarter, myPicZip(tm) is intended to serve as a demonstration of the broad
range of

See accompanying independent accountants' review report.
                                   Page 12








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

NOTE A - NATURE OF OPERATIONS (CONTINUED)

products and services that will benefit from application of DryIce(tm)
encoding and reformatting technology.

NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation, Use of Estimates

The consolidated balance sheet as of November 30, 2001, and the related
consolidated statements of income for the three and six-month periods ended
November 30, 2001 and 2000, and the consolidated statements of cash flows for
the six-month periods ended November 30, 2001 and 2000, are unaudited.  In
the opinion of management, all adjustments necessary for a fair presentation
of the financial statements have been included.  The adjustments consisted
only of normal recurring items.  Interim results are not necessarily
indicative of results for a full year.

The Company maintains its accounts on the accrual basis of accounting.  The
preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.

Consolidation

The consolidated financial statements of the Company include the accounts of
USA Performance Products, Inc. The Company formed USA Performance Products,
Inc. as a separate wholly owned subsidiary on January 20, 1998 and
transferred all assets related to the manufacture and sale of the Viper M1
paintball marker and accessories to this new corporation. We expanded the
activities of USA Performance Products in 1999 by selling other paintball
products through use of the 800-PAINTBALL toll-free telephone number and
related website acquired by USASC.

Star Dot Marketing, Inc. is a wholly owned subsidiary that was acquired on
May 31, 2000.  The transaction consisted of an exchange of 675,000 shares of
the Company's common stock for all of the outstanding stock of SDMI and was
recorded as a pooling of interest. Because the 800-PAINTBALL assets were
sold on May 11, 2001 and Star Dot Marketing was sold on May 31, 2001, the
operating statements for the six month and three month periods ended November
30, 2000 include the results of operations for both business segments, but
related balance sheet accounts were eliminated prior to consolidation at May
31, 2001. (See Note C.)




See accompanying independent accountants' review report.
                                   Page 13








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Revenue Recognition

Revenue from the sale of paintball markers and accessories and sports related
memorabilia is recognized at the time title is transferred which is normally
on shipment of the goods.  Revenue from the sale of compaction products also
will be recognized at the time the products are shipped.  Revenue received
from contracts for web site development services is recorded as unearned
revenue until development of the related web site is complete and accepted
by the client.

Cash

Cash consists of deposits in banks and other financial institutions having
original maturities of less than ninety days.  The company maintained cash
balances in one bank in amounts in excess of federal insurance limits as of
May 31, 2001.  The balance in this account has remained below those limits
since August 2001.

Allowance for Doubtful Accounts

It is the policy of management to review the outstanding accounts receivable
at year end, as well as the bad debt write-offs experienced in the past, and
establish an allowance for doubtful accounts for uncollectible amounts.

Depreciation

Property and equipment is recorded at cost and is depreciated over the
estimated useful lives of the related assets.  Depreciation is computed
using the straight-line method.

Amortization

Intangible assets consisting of rights to technology and associated
trademarks are amortized using the straight-line method over five years.

Inventories

Inventories are stated at the lower of cost or market using the first-in,
first-out method.

NOTE C - BUSINESS COMBINATION AND SALE OF BUSINESS

The Company entered into a Stock Exchange Agreement with Star Dot Marketing,
Inc. (SDMI), a California Corporation, on January 21, 2000 whereby the
stockholders of SDMI received 675,000 shares of common stock of the Company
in exchange for all of the outstanding shares of SDMI.  The transaction was


See accompanying independent accountants' review report.
                                   Page 14








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

NOTE C - BUSINESS COMBINATION AND SALE OF BUSINESS (CONTINUED)

accounted for as a pooling of interest.  The transaction qualified as a tax-
free reorganization pursuant to Section 368(a)(1)(B) of the Internal Revenue
Code and related Treasury Regulations.

In accordance with the terms of the merger, the principal stockholders of
SDMI, effective May 1999, converted approximately $1 million of advances to
paid in capital.  At the same time, an additional 309,000 shares of SDMI were
issued to the stockholders of Star Dot Marketing, Inc.  On May 31, 2001,
eCom sold all of the stock of SDMI in return for assumption of SDMI corporate
debt in the amount of $208,000 which was owed to the original shareholders
of Star Dot. As a result, SDMI's accounts were removed from eCom's balance
sheet at May 31, 2001.  The statements of operations for the six month and
three month periods ended November 30, 2000 reflect the combined operations
of both companies.

The sale of Star Dot Marketing was motivated by the revision of eCom's
business model which is now focused on marketing of DryIce(tm) compression
software.  This was consistent with the Company's announced intention to
divest all other product lines.

NOTE D - INVENTORIES

Inventories consist principally of paintball markers and paintball
accessories and sports-related memorabilia.  Inventories are carried at
cost, which is considered to be less than market value.

At November 30, 2001, inventory consisted of the following:

                           Finished goods           $   11,807
                           Work in process             191,057
                           Raw materials                11,319
                                                    ----------
                                 Total inventory    $  214,183
                                                    ==========
NOTE E - PREPAID EXPENSES

Prepaid expenses consist principally of amounts paid for rent, subscriptions
and domain name registrations.

NOTE F - NOTE RECEIVABLE

The Company sold its rights to use the telephone number 1-800-PAINTBALL
(1-800-724-6822) for $900,000 on May 11, 2001. Cash in the amount of $600,000
was received at closing with the remaining $300,000 due June 12, 2001.  The
note did not state any interest or collateralization.  The final payment was
received in a timely manner.


See accompanying independent accountants' review report.
                                   Page 15








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

NOTE G - PROPERTY AND EQUIPMENT

The following is a summary of property and equipment recorded in the
financial statements at cost less depreciation as of November 30, 2001 and
May 31, 2001:
                                  November 30, 2001    May 31, 2001
                                  -----------------    ------------
     Computer hardware               $    150,110      $    144,511
     Computer software                     56,308            56,308
     Furniture, fixtures and
      equipment                            47,760            49,492
     Tools, dies and fixtures              57,401            57,401
                                     ------------      ------------
         Total Cost                       311,579           307,712

     Accumulated
      Depreciation                        194,852           172,730
                                     ------------      ------------
      Total Net Property and
       Equipment                     $    116,727      $    134,982
                                     ============      ============
      Depreciation expense included
       in the cost of sales for the
       periods ended are:            $     24,408      $     60,274
                                     ============      ============
The useful lives assigned to property and equipment to compute depreciation
are:

     Computer Hardware                   5 years
     Computer Software                   5 years
     Furniture, fixtures and equipment   7 years
     Tools, dies and fixtures            5 years

NOTE H - INTANGIBLE ASSETS

In February 1999, the Company acquired two Internet websites, AclassifiedAd
and Swapandshop, for a total cost of $11,200.  These assets are amortized
over five years.  Accumulated amortization related to these assets was
$6,070 and $5,040 as of November 30, 2001 and May 31, 2001, respectively.

NOTE I - OTHER ASSETS

Other assets include a $100,000 deposit paid in advance to a third party for
software development.  The remainder consists primarily of security deposits
on the lease of office facilities, an employee advance and utility deposits.





See accompanying independent accountants' review report.
                                   Page 16








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

NOTE J - LONG-TERM DEBT

Long-term debt at November 30, 2001 and May 31, 2001 consisted of:

                                                   November 30,   May 31,
                                                       2001        2001
                                                     --------    --------
A noninterest bearing, noncollateralized loan
from an offshore corporation that is due on
demand.                                             $184,220     $184,220

Five noninterest bearing, noncollateralized
loans from stockholders. There is no fixed or
determinable date for repayment of these loans.      263,009      147,468
                                                    --------     --------
     Total Long-Term Debt                            447,229      331,688
     Less Current Portion                            447,229      331,688
                                                    --------     --------
     Net Long-term Debt                             $      0     $      0
                                                    ========     ========
The long-term loans payable mature as follows:

            Year ending May 31, 2002                 447,229      331,688
                                                    --------     --------
                                                    $447,229     $331,688
                                                    ========     ========
NOTE K - UNEARNED REVENUE

The Company has received a total of $100,000 in cash as a non-refundable,
good faith down payment for services that include delivery of a special
application of the DryIce (tm) software.  Development of this software
application has not yet been completed, so the cash payment has been
recorded as unearned revenue.

NOTE L - COST OF SALES

Included in the cost of sales are the following:

                                        November 30, 2001    May 31, 2001

Shipping and handling costs                   $        28     $   109,160
Packaging costs                                     1,103          16,830
                                             ------------    ------------
      Total                                   $     1,131     $   125,990
                                             ============    ============
Shipping income                               $     3,958     $       840
                                             ============    ============



See accompanying independent accountants' review report.
                                   Page 17








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

NOTE M - COMMITMENTS AND CONTINGENCIES

The Company leases office facilities under an operating lease which expires
on March 31, 2004.  The Company leases its manufacturing facility under an
operating lease which expires June 30, 2002.  Future minimum lease payments
including sales tax as of November 30, 2001 are:

    Years ending:

                May 31, 2002                   $ 28,262
                May 31, 2003                     35,650
                May 31, 2004                     28,700
                                                -------
                Total Minimum Lease Payments   $ 92,612
                                                =======

We are party to lawsuits in the normal course of our business.  Litigation
can be expensive and disruptive to normal business operations; the results
of legal proceedings are difficult to predict.  We believe that we have
defenses in each of the cases set forth below and are vigorously contesting
each of these matters.  An unfavorable resolution of one or more of the
following lawsuits could adversely affect our business, results of
operations or financial condition.

Three companies had similar suits of non-payment against the USA
Performance Products, Inc. subsidiary of eCom eCom.com, Inc.  Two companies
have a similar suit of non-payment against eCom eCom.com, Inc. ECOM will
defend itself or will file counterclaims against all five claims.

Saeilo Manufacturing Industries filed a complaint against USA
Performance Products Inc. in the Fifteenth Judicial Circuit, Palm Beach
County, FL, on April 20, 2001. The complaint involves non-payment of
$126,632 that Saeilo contends has been due since April 10, 2001.  USA
Performance Products has moved to dismiss the case on the grounds that the
claim is based upon an oral agreement without any terms and conditions of
the agreement.  USA Performance Products has only received delivery of
$29,191 worth of products, which is accounted for in both inventory and
accounts payable as of November 30, 2001.

Renick Enterprises, Inc. filed a complaint against USA Performance
Products and eCom eCom.com, Inc. in the Fifteenth Judicial Circuit, Palm
Beach County, FL on April 30, 2001.  The complaint involves non-payment of
$180,865 for the design of the Viper I Paintball Marker, including
various re-designs, working on advertising, and developing new products.
Management contends that Renick has not satisfactorily completed production
of the product and has not delivered the product to USA Performance Products
Inc.  USA Performance Products has only received delivery of $16,575
worth of products, which is accounted for in both inventory and accounts
payable as of November 30, 2001.

See accompanying independent accountants' review report.
                                   Page 18








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

NOTE M - COMMITMENTS AND CONTINGENCIES (CONTINUED)

USA Performance Products will defend itself against both Saeilo and
Renick through a claim of lost production.  USA Performance products had
entered into a proposed sale of the Viper division of USA Performance
Products to both Renick and Saeilo during February 2001.  In order to comply
with the terms of the sales contract, all inventory of the Viper division
was taken out of production in preparation of shipment during April 2001.
It took the entire month of May 2001 to get back into production.

National Paintball Supply, Inc. filed a complaint against USA
Performance Products and eCom eCom.com, Inc. in the State of South Carolina,
Greenville County Court of Common Pleas on May 14, 2001.  The complaint
alleges that an amount of $85,743 is owed to the complainant.  National
Paintball Supply handled paintball fulfillment requests for USA Performance
products.  USA Performance Products contends that many requests for
fullfilment were not completed while some requests were shipped twice.  USA
Performance Products has recorded a balance due of $69,373 as of November
30, 2001.

Lycos, Inc. filed a complaint against eCom eCom.com, Inc. in the State of
Massachusetts, United States District Court on November 13, 2001.  The
complaint alleges that an amount of $159,500 plus attorneys' fees,
costs and interest is owed to the complainant.  Lycos, Inc. provided
advertising impressions to eCom eCom.com on the Lycos Network.
eCom eCom.com contends that Lycos was advised that the contract was
cancelled.  eCom eCom.com has recorded a balance due of $169,067 as of
November 30, 2001.

NOTE N - RELATED PARTY TRANSACTIONS

On January 10, 1998, the Company's Board of Directors approved an agreement
with Axis Enterprises, Ltd., a Bahamian corporation of Nassau, Bahamas, to
retain Axis for a period of three years to provide certain financing,
marketing and management services in support of the Company's subsidiary,
USA Performance Products, Inc.  In exchange for performance of these
services, Axis was granted 1,500,000 shares of common stock.  The final
marketing and management agreement was executed on April 8, 1998.  In
1999, Axis loaned the Company $296,000, and this indebtedness was reduced
by $111,780 through the issuance of 150,000 shares of the Company's common
stock.  The Company is currently indebted to Axis for $184,220.

The Company has received cash advances from David J. Panaia, Chairman and
CEO of the Company, in varying amounts and at various times subsequent to
the inception of the Company.  These shareholder loans are noninterest
bearing, noncollateralized and due on demand.  On May 10, 2001, 1,286,359
shares of restricted stock were issued to Mr. Panaia in return for
cancellation of $437,362 ($.34 per share) of the debt owed to him.  The
balance owed to Mr. Panaia at November 30, 2001 was $97,910.

See accompanying independent accountants' review report.
                                   Page 19








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

NOTE N - RELATED PARTY TRANSACTIONS (CONTINUED)

Derek D. Panaia, son of David J. Panaia, CEO of the Company, was retained
as a consultant to provide management oversight of USA Performance
Products.  In connection with this agreement, Derek Panaia was granted
400,000 shares of common stock in return for his services.

Stratex Corporation had a loan to the Company in the amount of $100,000.
Stratex is owned by Derek D. Panaia, son of David J. Panaia, CEO of the
Company.  This loan was paid off on May 21, 2001.

The Company issued 100,000 shares in May 1999, 100,000 shares in June 2000
and 100,000 shares in May 2001 to ReSource Group, Inc. in exchange for
promotional and related consulting services.  ReSource Group, Inc. is a
public relations and promotional firm of which a former member of the Board,
Mr. Thomas DeRita, is a principal.

NOTE O - BUSINESS SEGMENTS

The Company's reportable segments are strategic business units that offer
different products and services.  The Company has three reportable
segments: paintball products, electronic commerce and sports memorabilia.
The paintball segment manufactures and distributes paintball guns and
accessories. The electronic commerce segment has provided an e-commerce
infrastructure to enable small businesses to expand to the Internet and is
now focused on the design and resale of software applications for
compression and transmission of large data files.  The sports memorabilia
segment acquires various signed sports related items from individuals in
the various professional leagues for resale.  The business related to this
segment, Star Dot Marketing, was sold on May 31, 2001.

The accounting policies of the segments are the same as those described in
the summary of significant accounting policies.  There have been no inter-
segment sales or transfers.  Revenues from sales of the Company's paintball
products over the Internet are reported within the paintball segment.

The following is a summary of segment activity:
                                                          All
                               Electronic    Sports     Others
                   Paintball    Commerce   Memorabilia    (a)     Totals
Six Months Ended: ----------    --------   -----------  ------- ----------
November 30, 2001
-----------------
Revenues          $  116,757    $    812    $      -     $  -   $   117,569
Interest revenue           -       2,508           -        -         2,508
Interest expense         208       7,629           -        -         7,837
Depreciation          13,392      11,016           -        -        24,408
Amortization               -       1,120           -        -         1,120
Segment loss         (92,748) (1,048,880)          -        -    (1,141,628)
Segment assets       309,064     170,649           -        -       479,713
See accompanying independent accountants' review report.
                                   Page 20








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

NOTE O - BUSINESS SEGMENTS (CONTINUED)
                                                         All
                               Electronic    Sports     Others
                   Paintball    Commerce   Memorabilia    (a)     Totals
Six Months Ended: ----------    --------   -----------  ------- ----------
November 30, 2000
-----------------
Revenues          $2,063,081    $150,666    $276,050     $  -   $ 2,489,797
Interest expense       8,853           -       8,692        -        17,545
Depreciation and
 amortization         28,113      11,187       1,178        -        40,478
Segment loss        (231,763) (1,062,436)   (103,468)       -    (1,397,667)
Segment assets       556,045      84,275     278,808        -       919,128

(a) Includes amounts not allocated to operating segments.

NOTE P - RECOVERABILITY OF ASSETS AND GOING CONCERN

These financial statements are presented on the basis that the Company is a
going concern.  Going concern contemplates the realization of assets and the
satisfaction of liabilities in the normal course of business over a
reasonable length of time.  The accompanying financial statements show that
current liabilities exceed current assets by $967,246 at November 30, 2001
and that the Company has incurred net operating losses since inception.

In April of 1999, the Company entered into a financing agreement with a third
party whereby the Company may sell to the third party and that third party
must buy, a number of the Company's shares of common stock, subject to
restrictions (the "Put Option").

The more salient of the restrictions under the Put Option includes that the
Company must first register the shares which may be subject to the put, and
the price and number of shares which may be put to the third party in any 30
day period is dependent upon the Company's share price as determined on the
OTC Bulletin Board and volume of trading activity.  On April 10, 2000 the
Company filed a registration statement on Form S-1 with the Securities and
Exchange Commission.  The registration statement was declared effective by
the Commission on April 28, 2000, which allows the Company to exercise its
rights under the agreement (See Note T).  However, the Company can make no
assurances that the market in the Company's stock will remain adequate to
allow the Company to raise necessary funds through the use of the Put
Option.

NOTE Q - INCOME TAXES

No provision for federal and state income taxes has been recorded because
the Company has incurred net operating losses since inception.  The
Company's net operating loss carry-forward as of November 30, 2001 was
approximately $5,638,363. These carry-forwards, which will be available to

See accompanying independent accountants' review report.
                                   Page 21








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

NOTE Q - INCOME TAXES (CONTINUED)

offset future taxable income, expire beginning in 2010.

The Company does not believe that the realization of the related net deferred
tax asset meets the criteria required by generally accepted accounting
principles and, accordingly, the deferred income tax asset arising from such
loss carry forward has been fully reserved.

NOTE R - EFFECTS OF INFLATION

To date, inflation has not had a material impact on the Company's
consolidated financial results.

NOTE S - RECENT ACCOUNTING PRONOUNCEMENTS

In December 1999, the staff of the Securities and Exchange Commission issued
Staff Accounting Bulletin No. 101 ("SAB 101"). SAB 101 summarizes certain
areas of the Staff's views in applying generally accepted accounting
principles to revenue recognition in financial statements.  We adopted SAB
101 in our fiscal quarter beginning June 1, 2000.  The adoption of SAB 101
had no impact to our operating results and financial position. The FASB
issued SFAS No. 133, Accounting for Derivative Instruments and Hedging
Activities ("SFAS No. 133", as amended by SFAS No. 138). This statement
establishes accounting and reporting standards requiring that every
derivative instrument, including certain derivative instruments embedded
in other contracts, be recorded in the balance sheet as either an asset or
liability measured at its fair value. The statement also requires that
changes in the derivative's fair value be recognized in earnings unless
specific hedge accounting criteria are met. We adopted SFAS No. 133 in our
fiscal quarter beginning June 1, 2000. The adoption of SFAS No. 133 had no
impact to our operating results and financial position, since we currently
do not invest in derivative instruments or engage in hedging activities.
In July 2001, the FASB issued SFAS No. 141, Business Combinations, and
SFAS No. 142, Goodwill and Other Intangible Assets. These standards,
among other things, eliminate the pooling of interests method of
accounting for future acquisitions and require that goodwill no longer
be amortized, but instead be subject to impairment testing at least
annually.

SFAS No. 142 must be adopted in fiscal years beginning after December 15,
2001 as of the beginning of the fiscal year. Companies with fiscal years
beginning after March 15, 2001 may early adopt provided they have not yet
issued their first quarter financial statements. Goodwill and intangible
assets acquired prior to July 1, 2001 will continue to be amortized and
tested for impairment in accordance with pre-SFAS No. 142 requirements
until adoption of SFAS No. 142. Under the provision of SFAS No. 142,
intangible assets with definite useful lives will be amortized to their
estimatable residual values over those estimated useful lives in

See accompanying independent accountants' review report.
                                   Page 22








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

NOTE S - RECENT ACCOUNTING PRONOUNCEMENTS (CONTINUED)

proportion to the economic benefits consumed. Such intangible assets
remain subject to the impairment provisions of SFAS No. 121. Intangible
assets with indefinite useful lives will be tested for impairment
annually in lieu of being amortized. The Company's current yearly
amortization of intangible assets is approximately $ 2,240.  The impact
of adopting SFAS Nos. 141 and 142 will not cause a material change in
the Company's consolidated financial statements as of the date of this
report.

NOTE T - PRIVATE EQUITY LINE

The Company entered into an agreement for a Private Equity Line of
Common Stock pursuant to Regulation D with Swartz Private Equity, LLC
for $30 million with a $20 million option commencing on the effective
date of a Registration Statement covering the Put shares and ending
thirty-six (36) months thereafter.  Swartz shall purchase eCom Common
Stock at a per share purchase price equal to 92% of the "Market Price"
in effect on the date of sale to Swartz, subject to a Floor Price
specified by eCom.  The sale to Swartz shall occur, on dates during the
Purchase Period specified by Swartz, during the 20 business days
following each Put Notice (the purchase period).  eCom, at its option,
may select a Floor Price for any specified Put below which eCom will
not sell shares to Swartz under that Put.

The dollar amount sold to Swartz in each Put may be up to $10 million
but shall not exceed 15% of the aggregate dollar volume of the Common
Stock traded on the company's primary exchange during the 20 day
Purchase period beginning on the business day following the Put Date
for such Put, excluding any days where 92% of the low trade price would
be less than the Floor Price, unless otherwise agreed by Swartz;
provided that the Purchase Period shall be extended by one business day
for each Excluded Day, up to a maximum extension of 5 business days.

For each Put, Swartz shall receive an amount of warrants equal to 8% of
the number of shares purchased under the Equity Line at an Exercise
Price equal to 110% of the Closing Bid Price on the Put Date.  Warrants
shall have piggyback registration rights and reset provisions.

As compensation to enter in to the Equity Line Commitment, Swartz
received a warrant convertible into 490,000 shares of eCom Common
Stock.  The Commitment Warrants' exercise price shall equal the average
closing bid price for the 5 trading days prior to execution of this
Equity Line Letter of Intent.  Warrants shall have a 5-year term,
piggyback registration rights and reset provisions.




See accompanying independent accountants' review report.
                                   Page 23








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

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

The following discussion should be read in conjunction with the
accompanying consolidated financial statements for the six-month
periods ended November 30, 2001 and 2000 and the Form 10-KSB for
the fiscal year ended May 31, 2001.

Special Note Regarding Forward-Looking Statements

Certain statements in this report and elsewhere (such as in other
filings by the Company with the Securities and Exchange
Commission ("SEC"), press releases, presentations by the Company
or its management and oral statements) may constitute "forward-
looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995.  Words such as "expects,"
"anticipates," "intends," "plans," "believes," "seeks,"
"estimates," and "should," and variations of these words and
similar expressions, are intended to identify these forward-
looking statements.  The Company's actual results could differ
materially from those anticipated in these forward-looking
statements.  Factors that might cause or contribute to such
differences include, among others, competitive pressures, the
growth rate of the paintball industry and electronic commerce,
constantly changing technology and market acceptance of the
Company's products and services.  The Company undertakes no
obligation to publicly release the result of any revisions to
these forward-looking statements, which may be made to reflect
events or circumstances after the date hereof or to reflect the
occurrence of unanticipated events.

Overview

ECOM is the value-added reseller of proprietary software which we
have named DryIce(tm) and is the developer and marketer of software
applications that use DryIce(tm) technology.  DryIce(tm) software
revolutionizes the compaction, storage, protection, transmission
and use of large data files in any format including images, full
motion video, audio and text.  Through the use of image encoding
technology called Temporal Differential Encoding (TDE), which is
available to ECOM under an agreement with Impact Imaging, Inc. of
Columbia, Maryland, DryIce(tm) is capable of compressing electronic
images to ratios previously thought to be impossible.  During the
prior fiscal year, we recognized that the market potential of
this software and its applications far exceeded any other
opportunity available to us.  We retooled our company's mission,
the related business model and our corporate structure to focus
solely on development of applications and markets for DryIce(tm)
software.


                                   Page 24








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

In August we announced the formation of a joint venture company
called Zyndecom, Inc. which resulted from a partnership with
software company, PremierSoft, Inc.  Zyndecom is developing a
software utility, the Z-Box(tm), which combines DryIce(tm) with
PremierSoft's Syndeos(tm) synchronization software.  The Z-Box(tm) is
designed to eliminate incompatibility between independently-
developed computer software and hardware systems.  Data within
these systems can then be synchronized into one common
information resource, with central, secure storage, accessible to
all authorized users.

In September we executed an enhanced agreement with Impact
Imaging, Inc., developers of the TDE software that powers the
DryIce(tm) product line.  The new agreement expanded our products by
the addition of video formatting capabilities.

During the current quarter, we announced the development of
myPicZip(tm), a DryIce(tm) software application designed to shrink
virtually unlimited galleries of photos to eliminate restraints
on storage capability without degradation of picture quality.
Planned for release during the third fiscal quarter, myPicZip(tm) is
intended to serve as a demonstration of the broad range of
products and services that will benefit from application of
DryIce(tm) encoding and reformatting technology.

Our company's reengineering dictated the need to sell or spin off
all of our non-DryIce(tm) product lines.  With the sale during the
last quarter of the prior fiscal year of our 1-800-PAINTBALL
business and the Star Dot Marketing subsidiary, the only significant
revenue-generating product line left from our previous business model
was the Viper M1 paintball marker.  This product line also will be
sold upon negotiation of a satisfactory sales agreement.

Our operating results continue to reflect the temporary cessation
of revenues caused by discontinuing these businesses.  However,
we believe that the potential revenue and profit to be realized
from our focus on DryIce(tm) will confirm that the decision to
revise our business model ultimately will lead to a much brighter
future for our company.

Results of Operations

Comparison of the six months ended November 30, 2001
with the six months ended November 30, 2000
----------------------------------------------------------------

Revenue for the six-month period ended November 30, 2001 was $117,569
compared to $2,489,797 of revenue recorded during the same period of the
prior year.  Current year revenues were recorded from sales of the Viper


                                   Page 25








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

M1 paintball marker and accessories. Revenues recorded during the prior year
period included sales posted from our 1-800-PAINTBALL business which was
sold during the last quarter of the fiscal year for $900,000 in cash.  Also
included were $276,050 in revenues contributed by our Star Dot subsidiary
which also was sold in keeping with our plan to focus solely on development
and sale of applications of DryIce(tm) software.

The drop in revenues accounted for a gross profit decline from $549,333
in the prior year period to ($4,691) in the current six month period.
Amounts charged to cost of sales in the current period included costs
associated with rebuilding our Viper M1 production line.

This loss in gross profit was offset by a decline in total operating
expenses.  Cost reduction was achieved in all major expense categories.
General and administrative costs totaled $1,033,075 in the current period
compared to $1,377,466 in the first six months of the prior year.  Most
of this cost savings was generated from a reduction in personnel including
paintball sales and management staff and staff devoted to refining our other
e-commerce properties.  Sales and marketing expense dropped from $322,153
in the six months ended November 30, 2000 to $70,783 in the current six
month period.  Product development expense was cut from $220,807 in the
prior year period to $25,546 in the current six month period.  Amortization
expense decreased from $10,533 to $1,120, reflecting the full amortization
and/or sale of intangible assets related to our paintball business.
Intangible assets related to acquisition of rights to the Viper M1
technology were fully amortized at the end of the prior fiscal year, and
amortization of intangible assets recorded from purchase of rights to the
1-800-PAINTBALL toll-free telephone number was eliminated when the assets
were sold.  Compared to the prior year period, we cut 41% of total
operating expense, a savings of $800,435.

Net other expenses were reduced from $16,041 in the prior year period to
$6,413 in the current six month period.  This was primarily due to
elimination of interest paid on a note due to the former stockholders of
Star Dot Marketing at the time this subsidiary was sold.

Our operations for the six months ended November 30, 2001 resulted in a net
loss of $1,141,628, a $256,039 improvement over the net loss of $1,397,667
recorded during the six months ended November 30, 2000.

Comparison of the three months ended November 30, 2001
with the three months ended November 30, 2000
----------------------------------------------------------------

Revenue for the three month period ended November 30, 2001 was $62,641
compared to $1,112,004 of revenue recorded during the same period of the
prior year.  Our Star Dot subsidiary contributed $120,380 in revenues in the
prior year quarter, while the majority of the remaining prior period
revenues was generated by our 800-paintball business, both of which were


                                   Page 26








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

subsequently sold.  Current period revenues were recorded from the sale of
Viper M1 paintball markers and accessories.

Gross profit declined from $163,061 in the prior year period to $14,590 in
the current quarter.  This decrease reflected the loss of revenues from
Star Dot and 800-paintball.

Reductions were recorded in all operating expense categories.  The down-
sizing of personnel noted in the six-month analysis above accounted for
most of the savings.  General and administrative expense of $424,749 posted
in the current quarter reflected a cut of $219,262 from the $644,011 in G&A
costs recorded during the same period of the prior year.  Sales and
marketing expenses declined from $60,595 in last year's second quarter to
$5,135 in the quarter ended November 30, 2001.  Product development expense
declined from $64,781 in the prior year quarter to $5,245 in the current
three-month period.  Full amortization or sale of intangible assets caused
amortization expense to drop from $5,267 in last year's quarter to $470 in
the current quarter.  Elimination of the interest paid on the note related
to the Star Dot subsidiary discussed above resulted in a net decrease in
other expenses from $9,662 incurred in last year's quarter to $8,525
recorded in the current quarter.

Our operations for the three months ended November 30, 2001 resulted in a
net loss of $429,534, a $191,721 improvement compared to the net loss of
$621,255 recorded for the three months ended November 30, 2000.

Liquidity and Capital Resources
--------------------------------

At November 30, 2001, current assets totaled $246,973 compared to $803,685
at the end of the prior fiscal year.  Balances decreased in all asset
categories except accounts receivable.  Of the $556,712 drop in total
current assets, the collection of the note receivable from sale of 1-800-
PAINTBALL assets accounted for $300,000.  This amount was used to fund
current operations pending the commencement of revenues from DryIce (tm)
product sales.  A decrease in cash of $203,572 and in inventories of $55,339
reflected the reduction of accounts payable as we satisfied obligations
remaining from our discontinued lines of business.

Current liabilities totaled $1,217,053 at the end of the prior fiscal year
compared to $1,214,219 at the end of the current quarter. A $123,106 drop in
accounts payable was offset by a $115,541 increase in stockholder loans.

Net cash used in operating activities was $508,826 during the current six-
month period compared to $1,539,632 during the same period of the prior year.
The principal use of cash in both periods was to fund our net loss from
operations in addition to achieving a significant reduction in accounts
payable during the current period.



                                   Page 27








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

Investing activities provided $189,713 in cash during the current six-month
period compared to the use of cash in the amount of $12,587 during the same
period of the prior year.  During the current year period, $300,000 was
received from collection of the note receivable recorded from the sale of
1-800-PAINTBALL.

Financing activities provided net cash of $1,432,135 during the first six
months of the prior year, consisting primarily of proceeds from the sale of
stock.  Stockholder loans provided net cash in the amount of $115,541 during
the current six-month period.

The Company continues to be reliant on the combination of revenues, loans
from stockholders and capital contributions to fund operations.  We have an
equity line of credit in place with Swartz Private Equity, LLC.  However,
the amount of common stock we can require Swartz to purchase is tied to the
market for our common stock.  Consequently, if market volume and price
decline, so does the amount of common stock we can put to Swartz.  To the
extent that additional funds are required to support operations or to expand
our business, we may sell additional equity, issue debt or obtain other
credit facilities through financial institutions.  Any sale of additional
equity securities will result in dilution to our shareholders.  There can
be no assurance that additional financing, if required, will be available
to the Company in amounts or on terms that are acceptable.  Until the
Company obtains sufficient funds necessary to capitalize the growth of its
existing operations, expenditures required to increase revenues, including
advertising and promotion of compression software, other e-commerce programs
and paintball products, will be substantially limited.  Should the Company
be unable to obtain continued funding, its operations may be adversely
affected.

PART II.   OTHER INFORMATION

ITEM 1.   Legal Proceedings.

We are party to lawsuits in the normal course of our business.  Litigation
can be expensive and disruptive to normal business operations; the results of
legal proceedings are difficult to predict.  We believe that we have defenses
in each of the cases set forth below and are vigorously contesting each of
these matters.  An unfavorable resolution of one or more of the following
lawsuits could adversely affect our business, results of operations or
financial condition.

Three companies had similar suits of non-payment against the USA Performance
Products, Inc. subsidiary of eCom eCom.com, Inc.  Two companies have a
similar suit of non-payment against eCom eCom.com, Inc. ECOM will defend
itself or will file counterclaims against all five claims.

Saeilo Manufacturing Industries filed a complaint against USA Performance
Products Inc. in the Fifteenth Judicial Circuit, Palm Beach County, FL, on


                                   Page 28








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

April 20, 2001. The complaint involves non-payment of $126,632 that
Saeilo contends has been due since April 10, 2001.  USA Performance Products
has moved to dismiss the case on the grounds that the claim is based upon an
oral agreement without any terms and conditions of the agreement.  USA
Performance Products has only received delivery of $29,191 worth of
products, which is accounted for in both inventory and accounts payable as
of November 30, 2001.

Renick Enterprises, Inc. filed a complaint against USA Performance Products
and eCom eCom.com, Inc. in the Fifteenth Judicial Circuit, Palm Beach County,
FL on April 30, 2001.  The complaint involves non-payment of $180,865 for
the design of the Viper I Paintball Marker, including various re-designs,
working on advertising, and developing new products.  Management contends
that Renick has not satisfactorily completed production of the product and
has not delivered the product to USA Performance Products Inc.  USA
Performance Products has only received delivery of $16,575 worth of
products, which is accounted for in both inventory and accounts payable as
of November 30, 2001.

USA Performance Products will defend itself against both Saeilo and Renick
through a claim of lost production.  USA Performance products had entered
into a proposed sale of the Viper division of USA Performance Products to
both Renick and Saeilo during February 2001.  In order to comply with the
terms of the sales contract all inventory of the Viper division was taken
out of production in preparation of shipment during April 2001.  It took
the entire month of May 2001 to get back into production.

National Paintball Supply, Inc. filed a complaint against USA Performance
Products and eCom eCom.com, Inc. in the State of South Carolina, Greenville
County Court of Common Pleas on May 14, 2001.  The complaint alleges that an
amount of $85,743 is owed to the complainant.  National Paintball Supply
handled paintball fullfilment requests for USA Performance products.  USA
Performance Products contends that many requests for fullfilment were not
completed while some requests were shipped twice.  USA Performance Products
has recorded a balance due of $69,373 as of November 30, 2001.

Lycos, Inc. filed a complaint against eCom eCom.com, Inc. in the State of
Massachusetts, United States District Court on November 13, 2001.  The
complaint alleges that an amount of $159,500 plus attorneys' fees, costs
and interest is owed to the complainant.  Lycos, Inc. provided advertising
impressions to eCom eCom.com, Inc. on the Lycos Network.  eCom eCom.com, Inc.
contends that Lycos was advised that the contract was cancelled.
eCom eCom.com, Inc. has recorded a balance due of $169,068 as of November
30, 2001.


ITEM 2.   Changes in Securities.

None


                                   Page 29








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

ITEM 3.   Defaults Upon Senior Securities.

None

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

None

ITEM 5.   Other Events.

None

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

Exhibits:

EXHIBIT
NUMBER   DESCRIPTION                LOCATION

 27      Financial Data Schedule    Filed herewith electronically

Reports on Form 8-K:

None



























                                   Page 30








ECOM ECOM.COM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2001 AND 2000

This schedule contains summary financial information extracted from the
balance sheets and statements of operations found on pages 4 and 5 of the
Company's Form 10-QSB for the quarter ended November 30, 2001, and is
qualified in its entirety by reference to such financial statements.

<PERIOD-TYPE>                                          6-MOS
<FISCAL-YEAR-END>                                MAY-31-2002
<PERIOD-END>                                     NOV-30-2001
<CASH>                                                 2,699
<SECURITIES>                                               0
<RECEIVABLES>                                         24,592
<ALLOWANCES>                                               0
<INVENTORY>                                          214,183
<CURRENT-ASSETS>                                     246,973
<PP&E>                                               311,579
<DEPRECIATION>                                       194,852
<TOTAL-ASSETS>                                       479,713
<CURRENT-LIABILITIES>                              1,214,219
<BONDS>                                                    0
<PREFERRED-MANDATORY>                                      0
<PREFERRED>                                                0
<COMMON>                                               2,300
<OTHER-SE>                                          (736,806)
<TOTAL-LIABILITY-AND-EQUITY>                         479,713
<SALES>                                              117,569
<TOTAL-REVENUES>                                     117,569
<CGS>                                                122,260
<TOTAL-COSTS>                                      1,253,868
<OTHER-EXPENSES>                                           0
<LOSS-PROVISION>                                           0
<INTEREST-EXPENSE>                                     5,329
<INCOME-PRETAX>                                   (1,141,628)
<INCOME-TAX>                                               0
<INCOME-CONTINUING>                               (1,141,628)
<DISCONTINUED>                                             0
<EXTRAORDINARY>                                            0
<CHANGES>                                                  0
<NET-INCOME>                                      (1,141,628)
<EPS-PRIMARY>                                           (.05)
<EPS-DILUTED>                                           (.05)











                                    Page 31








                                 SIGNATURE

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


                        eCom eCom.com, Inc.

January 17, 2002      By:  /s/  David J. Panaia
                      David J. Panaia, Chief Executive Officer



January 17, 2002      By:  /s/  Richard C. Turner
                      Richard C. Turner, Chief Financial Officer







































                                   Page 32