UNITED STATES 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.

   [ ] Transition report under Section 13 or 15(d) of the Securities Exchange
   Act of 1934 (No fee required) for the transition period from ______________
   to_______________.

         Commission file number:000-29383
                                ---------

                         WICHITA DEVELOPMENT CORPORATION
                 (Name of Small Business Issuer in Its Charter)

                Nevada                             88-0356200
               -------                             ----------
      (State or Other Jurisdiction of            (I.R.S. Employer
      Incorporation or Organization)             Identification No.)


            268 West 400 South, Suite 300, Salt Lake City, Utah 84101
            ---------------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)

                                 (801) 575-8073
                (Issuer's Telephone Number, Including Area Code)

Securities registered under Section 12(b) of the Exchange Act:
        Title of Each Class         Name of each Exchange on Which Registered
        -------------------         -----------------------------------------
  Common Stock ($0.001 Par Value)                      None

Check whether the issuer:  (1) filed all reports required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days.
                          Yes   X                   No
                              ------                   ----

Check if there is no disclosure of delinquent  filers in response to Item 405 of
Regulation S-B 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 [ ].

The issuer's  total  consolidated  revenues for the year ended December 31, 2001
were $351,882.

The aggregate  market value of the registrant's  Common Stock,  $0.001 par value
(the only  class of voting  stock),  held by  non-affiliates  was  approximately
$333,996 based on the average  closing bid and asked prices for the Common Stock
on March 6, 2002.

As of March 26,  2002,  the  number of shares  outstanding  of the  registrant's
Common Stock, $0.001 par value (the only class of voting stock), was 104,321,646



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                                TABLE OF CONTENTS

                                                                            PAGE
                                     PART I


     Item 1.    Description of Business........................................2

     Item 2.    Description of Property........................................4

     Item 3.    Legal Proceedings..............................................8

     Item 4.    Submission of Matters to a Vote of Security-Holders............8


                                     PART II

     Item 5.    Market for Common Equity and Related Stockholder Matters.......8

     Item 6.    Management's Discussion and Analysis or Plan of Operation.....10

     Item 7.    Financial Statements..........................................12

     Item 8.    Changes in and Disagreements With Accountants on
                Accounting and Financial Disclosure...........................13

                                    PART III

     Item 9.    Directors and Executive Officers..............................14

     Item 10.   Executive Compensation........................................15

     Item 11.   Security Ownership of Certain Beneficial Owners
                and Management................................................16

     Item 12.   Certain Relationships and Related Transactions................17

     Item 13.   Exhibits, List and Reports on Form 8-K........................18

                      Signatures..............................................20

                      Index to Exhibits.......................................21













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ITEM 1.       DESCRIPTION OF BUSINESS

General

Wichita  Development  Corporation was formed as a Nevada  corporation  under the
name "Cyberbotanical, Inc." on February 15, 1996. The Company had no significant
operations until August of 2000, when the Company's management decided to become
involved in the business of operating and investing in real estate. The plan was
to acquire a piece of  commercial  real estate based on which the Company  could
develop a real estate investment strategy.  Subsequent to reviewing  prospective
acquisitions from around the country, the Company identified a commercial office
building located in downtown Wichita, Kansas as a possible business opportunity.
The Company  purchased the property  known as the Board of Trade Center  ("Trade
Center  Building") on August 30, 2000. On October 12, 2000, the Company  changed
its name from Cyberbotanical, Inc. to Wichita Development Corporation.

Trade Center Building

The Trade Center  Building is a 48,800 square foot,  seven story office building
located in the central  business  district of Wichita,  Kansas,  which  encloses
48,541  square feet of rentable  space.  Occupancy  rates at the  building  were
approximately  83% at  December  31,  2001.  Two  Major  tenants  have  notified
management  of their  intention  to vacate  their  space in the  spring to early
summer  of  2002.  With  the loss of these  two  tenants,  occupancy  will be at
approximately  49%. The building's  rent averages  approximately  $8.00 a square
foot by the current  tenants,  which  includes the prior owners of the building.
The property is  considered  class "B" space.  The Trade  Center  Building is 79
years old.

The Company's  decision to purchase the Trade Center  Building was influenced by
the relatively  consistent  occupancy rate, the cost of new  construction in the
area, and the City of Wichita's efforts to revitalize the downtown area.

The City of  Wichita  has  experienced  a  significant  expansion  of  available
commercial  office  space  over the past five to ten  years.  The trend has been
towards building new space outside of the downtown area. Despite this trend, the
overall  vacancy rate for class "B" office space has decreased  since 1998.  The
average vacancy rates for class "B" space was 22% in 1998, was approximately 18%
in 1999, and approximately 13% in 2000. However, vacancy rates for class "A" and
class "C" space has  increased  since 1998.  Overall,  the  vacancy  rate in the
downtown area has risen from approximately 19% in 1998 and 1999 to Approximately
22% in 2000.  The  Trade  Center  Building  currently  has a 51%  vacancy  rate,
considerably  above the  average  for Class B space.  This is due to the current
loss of two major  tenants.  The Company is working to re-rent  this space.  The
Company  believes that the  consistency in occupancy of Class B space overall in
the downtown area will enable it to re-rent some or all of this space.

We are aware that new office space is being built in suburban  areas of Wichita.
These newer  buildings  continue to draw tenants  from office  space  located in
downtown Wichita. The continued development of suburban office space is expected
to provide  continued  competition  for  tenants.  However,  we believe that the
Company will be able to maintain a  competitive  niche in the  downtown  Wichita
area as a lower priced  alternative to the newer  constructed  space. New office
space built in the Wichita area costs  approximately  $100 per square foot.  Our
cost for the Trade  Center  Building  was roughly  $12.15 per square  foot.  The
result  being that  comparable  office  space in the  downtown  area  leases for
significantly less than space in the newer suburban developments.


                                        2
<PAGE>


The City of Wichita has been involved in an aggressive  redevelopment  effort to
revitalize  Wichita's downtown business area. The City recently finished a major
renovation of Douglas Street, the city's main thoroughfare in the downtown area.
The "Old Town" area has been  extensively  renovated  with  restaurants,  clubs,
shops, and a farm and art market.  The City is actively working to save historic
structures and  reinvigorate  the downtown area.  Public and private funds spent
since 1990 in redevelopment efforts are approaching the 1/2 billion dollar mark,
including the sixty million  dollar  Exploration  Place  Science  Center,  which
opened in 1999.  We believe that the City's  commitment  to  redevelopment  will
contribute to the continued viability of the downtown area, which will encourage
tenants to move into and remain in office space located downtown.

Kearns Development Corporation

On October 17, 2001, the Company  entered into a Stock  Purchase  Agreement with
Axia Group, Inc. wherein the Company agreed to purchase from Axia Group, Inc., a
Nevada corporation,  approximately 85.6% of the issued and outstanding shares of
Kearns Development Corporation ("Kearns"),  a Nevada corporation which owns real
estate consisting of a fully rented office building located in Salt Lake County,
Utah. The Company received  18,100,000 shares of Kearns common stock in exchange
for 80,000,000 shares of the Company's common stock.

Kearns owns an office  building  located in Salt Lake County,  Utah.  The Kearns
building is an 11,709  square foot,  single story office  building  located in a
south-western  suburb of Salt Lake City,  Utah. The property is considered class
"B" space.  The occupancy rate is currently  100%. The building's  rent averages
approximately  $11.44 a square foot by the current tenants.  As of June 1, 2001,
Kearns had three  leases in place.  The first lease is with the  Deseret  Mutual
Benefit Administrators,  an insurance provider that occupies approximately 4,000
square feet (34%) of the  building.  The lease  currently  provides  for monthly
payments of $3,425 a month with  annual  increases  of four  percent  (4%).  The
Deseret lease expires on September 30, 2003.  The second lease is with the State
of Utah  Courts  Administrator,  a  probation  oversight  office  that  occupies
approximately  3,500 square feet (30%) of the building.  The lease is paid on an
annual basis that  currently  equates to a monthly rate of $3,744.  The State of
Utah lease expires on September 30, 2003.  The third lease is with the Salt Lake
Community Action Program, which occupies approximately 3,920 square feet (33.5%)
of the  building.  The lease is for a term of three years  beginning  on June 1,
2001, and ending on May 31, 2004, with the monthly rents for 2001 set at $3,335,
monthly rents for 2002 at $3,468, and 2003 at $3,607.

On November 1, 1999,  Kearns entered into a three year lease agreement,  with an
option to  purchase,  on an identical  single story office  building at the same
location as the building  presently owned by Kearns. The terms of this lease and
option  agreement  entitle Kearns to lease this second building for a three-year
period with the option to purchase  though  October 31, 2002. The purchase price
for the second building is $650,000 if closed before October 1, 2002.

Acquisition of Other Properties

The  Company  intends to acquire  additional  properties  that it  believes  are
undervalued in relation to cash flows and prospective resale. We will attempt to
acquire such properties by assuming existing favorable  financing and satisfying
the balance of any purchase price with nominal cash payments or some combination
of cash and an issuance of our common stock.  Once  properties are acquired,  we
intend to lease primarily to commercial tenants. The Company is prepared to make
limited  improvements  to  properties  acquired with the objective of increasing
occupancy,  improving  cash flows,  and enhancing  potential  resale value.  The
Company  does not  intend to limit  the  geographical  location  in which it may
acquire properties.

                                       3
<PAGE>

The  Company,  through its  officers  and  consultants,  is actively  seeking to
acquire  additional real estate  investments.  However,  we have not yet entered
into any agreement or commitment to acquire  additional  properties.  Rather, we
continue to identify,  review, and evaluate various real estate opportunities as
such become available.

Employees

As of December 31,  2001,  the Company had no full time  employees  and one part
time  employee.  The Company  employs R.E. Black  Building  Management,  Inc. of
Wichita,  Kansas,  a property  management  company,  to manage the Trade  Center
Building located in Wichita, Kansas. The Kearns Development Corporation property
is managed by Diversified  Holdings I, Inc. a subsidiary of our parent  company,
Axia Group, Inc.

Reports to Security Holders

The Company is not required to deliver an annual report to security  holders and
will  not  voluntarily  deliver  a copy of the  annual  report  to the  security
holders.  Should the Company choose to create an annual report,  it will contain
audited  financial  statements.  The  Company  will  file  all of  its  required
information with the Securities and Exchange Commission ("SEC").

The public may read and copy any  materials  that are filed by the Company  with
the  SEC  at  the  SEC's  Public  Reference  Room  at 450  Fifth  Street,  N.W.,
Washington,  D.C. 20549.  The public may obtain  information on the operation of
the Public Reference Room by calling the SEC at  1-800-SEC-0330.  The statements
and forms filed by the Company with the SEC have been filed  electronically  and
are  available  for  viewing or copy on the SEC  maintained  Internet  site that
contains  reports,  proxy,  and information  statements,  and other  information
regarding  issuers that file  electronically  with the SEC. The Internet address
for this site can be found at:

ITEM 2.       DESCRIPTION OF PROPERTY

Location and Description

We own an office building in Wichita, Kansas known as the Trade Center Building.
The building  was  purchased  for $540,554 on August 30, 2000.  The Trade Center
Building,  which opened in 1921, is located in the downtown business district of
Wichita,  Kansas, at 120 South Market Street, Wichita, Kansas. The building is a
48,500 square foot, seven story office  building.  Occupancy rates are currently
83%. One of the prior owners of the Trade Center  Building has been  retained to
continue operation of the building.  The building's rent averages  approximately
$8.00 per square foot by current tenants,  which includes the prior owners.  The
Company  holds  title to the  property  subject to a  mortgage  of  $273,360  at
December 31, 2001.

Our majority owned subsidiary, Kearns Development Corporation ("Kearns") owns an
office  building  in Salt Lake City,  Utah known as the Kearns I  building.  The
building was purchased for $750,000 on November 29, 2000.  Kearns holds title to
the property  subject to a mortgage in the amount of $616,301 as of December 31,
2001.  The Kearns I Building is located in a south  western  suburb of Salt Lake
City at 5295 South 4115 West on Sams Boulevard. The building is an 11,709 square
foot,  single story office  building.  The occupancy rate is currently 100%. The
building's  rent  averages  approximately  $11.44 a square  foot by the  current
tenants.

Kearns also leases, with the option to purchase, an office building in Salt Lake
City, Utah known as the Kearns II building. The Kearns II building is located at
5295 South 4095 West on Sams  Boulevard.  The building is a 11,709  square foot,
single  story  office  building.  The  three-year  lease  agreement  executed on
November 1, 1999 permits  Kearns to purchase the building for $650,000 if closed
before October 1, 2002. The cost of the lease is dependent on the building's

                                       4
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occupancy  rate with a minimum  payment  of  $2,000 a month.  The lease  rate is
designed to increase with  corresponding  increases in the occupancy rate of the
building. The Kearns II building is currently unoccupied.

Description of Real Estate and Operating Data

Wichita Properties

The operation of the Trade Center  Building is overseen by R.E.  Black  Building
Management,  Inc. ("Black")  pursuant to a management  agreement entered into on
August  19th,  1997,  and  renewed  effective  September  1,  2000.  One  of the
principals of Black is one of the prior owners and a current tenant of the Trade
Center  Building.  We agreed to compensate Black at the rate of $1,500 per month
plus 3% of lease value for  leasing new space,  in addition to 2.5% of value for
lease  renewals.  Black agreed to manage the property,  provide  maintenance and
collect rent.  Black is also solely  responsible for renting the vacant space in
the building.

The Company has no present plans to renovate the building or otherwise carry out
any  capital  improvements  to the  property.  We intend to continue to rent the
existing space without  renovation or improvement,  unless such improvements are
paid for by existing or prospective tenants.

The Trade Center Building generates average monthly lease and rental revenues of
twenty-three  thousand one hundred  sixty-one dollars  ($23,161).  Four thousand
thirteen  dollars  ($4,013) per month is received from tenants  occupying  6,521
square feet of space on a month-to-month  basis,  nineteen  thousand one hundred
forty eight  dollars  ($19,148) is generated  from leases of 30,858 square feet,
and three hundred eighty two dollars ($382) per month is received from rental of
storage space on the premises.  The Trade Center Building  currently  houses ten
unrelated  tenants.  Four of  these  tenants  rent a total  of  6,521  feet on a
month-to-month  basis.  One tenant's  lease  expires June 30, 2002,  which lease
represents 9,537 square feet or 19.6 % of the available  space.  This tenant has
informed  us that it will not renew the  lease.  One tenant had a lease on 8,809
square feet,  which expires August 31, 2002,  which lease  represents 18% of the
available  space.  This tenant has bought out the remainder of the lease and has
left the  building.  One tenant has a lease on 1,306 square feet,  which expires
December 31, 2002,  which lease represents 6% of the available space. One tenant
has a lease on 3,082 square feet,  which expires  February 28, 2003, which lease
represents  3% of the available  space.  Two tenants have leases on 6,661 square
feet,  which  expire  December  31,  2003,  which  leases  represent  14% of the
available space.

Three of our current  tenants at December 31, 2001,  occupied more than 10% each
of our  available  rental space in the  Building.  The nature of the business of
each of these tenants and the principal  provisions of their leases are outlined
below:

     1.   Southwest Internet Access, Inc. is an Internet service provider, which
          rents 8,809  square feet of building  space (18%) for $7,792 per month
          pursuant to a lease, which expires August 31, 2002. This tenant bought
          out the balance of the lease and has left the building.

     2.   New England  Life  Insurance  Company is an insurance  company,  which
          rents 9,537  square feet of building  space (20%) for $6,786 per month
          pursuant to a lease, which expires June 30, 2002. This tenant will not
          renew the lease.

     3.   The Office and Technology Center is a secretarial  service which rents
          4,321 square feet of building  space pursuant to a lease which expires
          December  31,  2003  and  rents  1,283  feet of  building  space  on a
          month-to-month basis (a total of 11%) for a total rental of $1,744.

                                       5
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Efforts are underway to find new tenants for the vacated space.

The Trade Center  Building is located in the downtown  business area of Wichita,
Kansas.  The downtown area vacancy rate for class "B" office  space,  similar to
that space found in the Trade Center Building,  currently  averages 14%, and has
dropped in recent years from 22% in 1998 to 13% in 2000.1 Overall, vacancy rates
for all office  space in the  downtown  area have risen  slightly  over the past
three years averaging between 19% and 22% in the years 1998 through 2000.2 While
vacancy rates on class "A" and "C" office space has risen,  the vacancy rate for
class "B" office space has declined  leading to an overall downtown vacancy rate
of 22%.3

Nonetheless,  there has been an  out-migration of tenants from the downtown area
to suburban  office space in recent years.  This trend will most likely continue
as new office space is built in suburban  areas of Wichita.  However,  since per
square foot rental rates in the  downtown  area are often much less than similar
suburban  office  space,  there  continues  to be a demand for space in downtown
office buildings.4

While we believe that lower rental rates and aggressive  marketing of its office
space  will  allow it to rent  some or all of its  vacant  space at or above the
current market level,  there can be no assurance that we will be able to re-rent
the vacant  space,  or that vacancy  rates will not rise in the downtown area as
more suburban office space becomes  available,  or that the Company will be able
to maintain its current level of occupancy in its building.

The federal tax basis for the Trade Center Building is five hundred  eighty-nine
thousand  six hundred  dollars  ($589,600).  The mill rate in 2001 was  .123916%
based on an assessed  valuation  of $125,000.  The annual  realty taxes for 2001
were $15,489.50.  The Company is depreciating the property over a 39 year period
and uses the straight line method.  The Company is of the opinion that the Trade
Center Building is adequately covered by insurance.

Kearns Development Corporation Properties

The  leasing of the Kearns I and Kearns II  buildings  is  overseen  by InterNet
Properties,  Inc. pursuant to a Marketing  Agreement executed on April 16, 2001,
which will  expire on April 15,  2002.  Pursuant  to the terms of the  Marketing
Agreement  Kearns agreed to pay InterNet  Properties,  Inc. a commission in cash
equal to six percent (6%) of the value  realized  upon  procuring  new leases or
renewals,  or completing a sale or exchange of the property.  The  commission is
payable no later than the execution date of any given lease, sale or exchange. A
commission  is paid to  InterNet  Properties,  Inc.  only in the event  that the
transaction is a direct result of services provided by InterNet Properties, Inc.

On January 2, 2001, Kearns entered into a Management  Agreement with Diversified
Holdings I, Inc., a subsidiary of Axia Group,  Inc., that has an initial term of
one year and will  continue  until  canceled  by either  Kearns  or  Diversified
Holdings I, Inc. upon thirty (30) days written notice.  Pursuant to the terms of
the Management  Agreement,  Kearns agreed to pay Diversified  Holdings I, Inc. a
monthly fee of five  hundred  dollars  ($500) or five  percent (5%) of the gross
rental receipts if greater,  in exchange for property management and maintenance
services.  The  services  provided  by  Diversified  Holdings  I,  Inc.  include
maintaining common areas, the grounds and handling tenant matters on twenty-four
hours a day basis.  Diversified Holdings I, Inc. is further enabled to act as an
agent for Kearns in leasing any vacant space,  however, if Diversified  Holdings
I, Inc.  obtains new tenants,  it does not receive a commission for that service
nor is Internet Properties due a commission on the lease.

Kearns has no present plans to renovate the buildings or otherwise carry out any
capital improvements to the properties.  Kearns intends to continue to lease the
existing space and lease  additional  space without  renovation or  improvement,
unless  renovations  or  improvements  are paid for by existing  or  prospective
tenants.

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The Kearns I building  generates  average monthly lease revenues of ten thousand
five hundred and three  dollars  ($10,503)  and monthly  common area fees of one
thousand three hundred and ninety dollars ($1,390) from three unrelated tenants.
Three  thousand  four  hundred and twenty  five  dollars  ($3,425)  per month is
received  from a tenant  occupying  4,041  square  feet of space on a five  year
lease,  forty four thousand nine hundred and sixteen dollars  ($44,916) per year
is received from a tenant  occupying 3,550 square feet on a five year lease, and
$3,335 per month is  received  from a tenant  occupying  3,920  square feet on a
three year lease.

The three  tenants  occupy 100% of the  available  rental  space in the Kearns I
building.  The nature of the business of each of these tenants and the principal
provisions of their leases are outlined below:

     1.   Deseret Mutual Benefit Administrators is an insurance provider,  which
          leases 4,041 square feet of building  space (34%) for $3,425 per month
          pursuant to a lease, which expires September 30, 2003.

     2.   State of Utah Court  Administrator  is a probation  oversight  office,
          which rents 3,550 square feet of building  space (30%) for $44,916 per
          year pursuant to a lease, which expires September 30, 2003.

     3.   Salt Lake  Community  Action  Program which rents 3,920 square feet of
          building  space (33.5%) for $3,335 per month pursuant to a lease which
          expires May 31, 2004.

The Kearns II building is currently unoccupied.

The Kearns I building is currently  encumbered by a first  mortgage for $620,469
obtained  from the  Brighton  Bank with a fixed rate of 9.25% on a one year term
amortized over twenty five years with monthly payments of $5,737. The balance of
the mortgage loan as of December 31, 2001 was $616,301.

The federal tax basis for the Kearns I building is $707,111.  The annual  realty
taxes for 2001 were $10,793  based on an assessed  value of $620,000.  Kearns is
depreciating  the  property  over a 39-year  period  and uses the  straight-line
method.  Kearns is of the  opinion  that the  Kearns I  building  is  adequately
covered by insurance.

Investment Policies

Our investment  policy is to actively  pursue the acquisition of real estate for
investment  income and  appreciation  in property  value.  We intend to place an
emphasis on acquiring  property which  management  feels is undervalued.  Rather
than  limiting  itself to specific  types of real estate,  our policy will be to
focus primarily on terms of financing and potential return on capital. We intend
to look for  properties  that can be  purchased by assuming  existing  favorable
financing  and  satisfying  the balance of any purchase  price with nominal cash
payments or some  combination of cash and an issuance of our common stock.  Once
properties are acquired, we intend to lease primarily to commercial tenants. The
Company is prepared to make limited improvements to properties acquired with the
objective of increasing occupancy,  improving cash flows and enhancing potential
resale value.

We have no present intention to invest in first or second  mortgages,  interests
in real estate investment trusts or real estate limited  partnerships.  However,
our board of  directors  is not  precluded  in the future  from  considering  or
participating in such investments

                                       7
<PAGE>

The Company currently has no limitations on the percentage of assets,  which may
be invested in any one  investment,  or the type of  securities or investment in
which it may invest.  However,  the board of directors in its discretion may set
policies  without  a vote of the  Company's  securities  holders  regarding  the
percentage of assets,  which may be invested in any one  investment,  or type of
investment.  The Company's  current policy is to evaluate each investment  based
upon its  potential  capital  return to the Company on a  relatively  short-term
basis.  Furthermore,  the  Company  does not plan to enter into the  business of
originating,  servicing,  or warehousing  mortgages or deeds of trust, except as
may be incidental to its primary purpose of acquiring real estate.

ITEM 3.       LEGAL PROCEEDINGS

We are not a party to any pending legal  proceeding or  litigation,  and none of
our property is the subject of a pending legal proceeding. Further, the officers
and  directors  know  of no  legal  proceedings  against  us or  our  properties
contemplated by any person, entity, or governmental authority


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

No matter was  submitted  to a vote of security  holders  during the fiscal year
covered by this report.

                                     PART II

ITEM 5.       MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

The  Company's  common  stock began  trading on the Pink Sheets under the symbol
"WHDV" in January  2002.  Prior to that time the Company  had no public  trading
market.  The Company  has filed a Form  15c2-11 so that it may obtain a quote on
the NASD over the counter  bulletin  board  (OTCBB).  The  company is  currently
responding to comments from the NASD and expects to obtain a quote.  However, we
can provide no assurance that the Company will obtain a listing on the NASD over
the counter  bulletin  board.  The high and low sales  prices for the  Company's
Common  Stock for the period  January 1, 2002 through  March 6, 2002,  were "low
$0.01" and "high $0.03." These quotations reflect inter-dealer  prices,  without
retail  mark-up,   mark-down,   or  commission  and  may  not  represent  actual
transactions:

Outstanding Options or Warrants

The Company  has no options,  warrants  or other  instruments  convertible  into
shares outstanding.

Possible Rule 144 Sales

As of the date of this  filing,  the Company  has one  million and six  thousand
(1,006,000) shares of its $0.001 par value common stock  outstanding,  which are
available for resale,  subject to the provisions and  restrictions  of Rule 144.
One-million  (1,000,000) of these shares were purchased by Axia Group,  Inc. for
cash on April 9,  1996.  Six  thousand  (6,000)  shares  were  issued to Company
employees on December 16, 1999 pursuant to Rule 701.  Should a public market for
our shares  develop,  the holders could sell these shares,  subject to Rule 144,
into a public market.

Registered Shares

The Company  registered  eighteen  million  four hundred  thousand  (18,400,000)
shares held by Kelly's  Coffee  Group,  Inc.,  pursuant to an SB-2  Registration
Statement declared effective by the SEC on January 2, 2001.

                                       8
<PAGE>

These shares were distributed to the shareholders of Kelly's Coffee Group,  Inc.
(the Company's  former parent  corporation) on a pro rata basis.  The 18,400,000
shares  represented  approximately  ninety four percent  (94%) of the issued and
outstanding shares of the Company at the time.  Seventeen-million  three-hundred
and  ninety-one   thousand   seven-hundred  and  two  shares  (17,391,702)  were
distributed by Kelly's Coffee Group, Inc. to its shareholders. The remaining one
million  eight  thousand  six hundred and twenty  nine  (1,008,629)  shares were
retained by Kelly's Coffee Group, Inc., since it proved impossible to distribute
the remaining  shares  equally among the  shareholders  of Kelly's Coffee Group,
Inc.

Record Holders

As of March 5, 2002, there were approximately 363 shareholders of record holding
a total of 104,321,646  shares of common stock.  The holders of the common stock
are entitled to one vote for each share held of record on all matters  submitted
to a vote of stockholders. Holders of the common stock have no preemptive rights
and no right to convert their common stock into any other securities.  There are
no redemption or sinking fund provisions applicable to the common stock.

Dividends

The Company has not declared any cash  dividends  since  inception  and does not
anticipate  paying any  dividends  in the  foreseeable  future.  The  payment of
dividends is within the  discretion of the board of directors and will depend on
the Company's earnings,  capital  requirements,  financial condition,  and other
relevant  factors.  There are no restrictions that currently limit the Company's
ability to pay dividends on its common stock other than those generally  imposed
by applicable state law.

RECENT SALES OF UNREGISTERED SECURITIES

The  following  is a list of all  unregistered  securities  sold by the  Company
during the period  covered by this  report,  including,  where  applicable,  the
identity of the person who purchased the  securities,  title of the  securities,
and the date sold are outlined below.

On March 1, 2001,  the Company issued  1,760,702  shares of common stock to Axia
Group,  Inc. as part of a stock  purchase  agreement  to acquire  shares of Axia
Group,  Inc.  pursuant  to  section  4(2)  of the  Securities  Act of 1933 in an
isolated  private  transaction  by the  Company,  which did not involve a public
offering. The Company made this offering based on the following factors: (1) The
issuance  was an  isolated  private  transaction  by the  Company  which did not
involve a public  offering;  (2) there was only one offeree who was issued stock
for services; (3) the offeree did not resell the stock but has continued to hold
it  since  the  date  of the  transaction;  (4)  there  were  no  subsequent  or
contemporaneous public offerings of the stock; (5) the stock was not broken down
into smaller  denominations;  and (6) the negotiations for the sale of the stock
took place directly between the offeree and the Company.

Pursuant to an agreement  dated October 17, 2001, the Company issued  80,000,000
shares of common stock to Axia Group, Inc. as part of a stock purchase agreement
to acquire shares of Kearns Development  Corporation pursuant to section 4(2) of
the  Securities Act of 1933 in an isolated  private  transaction by the Company,
which did not involve a public offering. The Company made this offering based on
the following factors:  (1) The issuance was an isolated private  transaction by
the  Company  which did not  involve a public  offering;  (2) there was only one
offeree who was issued  stock for;  (3) the offeree did not resell the stock but
has  continued to hold it since the date of the  transaction;  (4) there were no
subsequent or  contemporaneous  public offerings of the stock; (5) the stock was
not broken down into smaller  denominations;  and (6) the  negotiations  for the
sale of the stock took place directly between the offeree and the Company.


                                       9
<PAGE>

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

The following  discussion and analysis of our financial condition and results of
operations  should be read in  conjunction  with the  Financial  Statements  and
accompanying notes and the other financial  information  appearing  elsewhere in
this Form 10-KSB.

General

Our business plan for the next twelve months involves the continued operation of
our office  buildings  in Wichita,  Kansas and Kearns,  Utah,  coupled  with our
ongoing attempts to locate and acquire  additional  commercial  office space. It
should be noted that the  following  discussion  and  analysis of the  financial
statements  includes the fully consolidated  financial  information for both the
Kearns and Wichita  properties for the last 3 months of the year and the first 9
months of information for the Wichita property. The information provided for the
year ended  December  31,  2000,  includes only 4 months of  operations  for the
Wichita property  (purchased  August 31, 2000) and no information for the Kearns
property as it was not a subsidiary during that period.

Results of Operations

The Company recorded $351,882 in revenues for the fiscal year ended December 31,
2001and $107,434 for the year ended December 31, 2000.

Income / Losses

Net loss for the year ended  December  31,  2001,  was  $26,627  compared to net
income of $369,825  for the year ended  December  31,  2000.  The  decrease  was
attributable to the resolution of debt extinguished in 2000
resulting from the assumption of the Company's former parent  corporation's debt
and subsequent  elimination of that debt. The transactions that comprise the net
income for  December 31, 2001 include  $351,882 in rental  revenue,  $271,113 in
general & administrative expenses,  $67,830 in losses on securities,  $28,505 in
interest expenses, and $13,000 in provision for income taxes.

Expenses

General and  administrative  expenses for the year ended December 31, 2001, were
$271,113 compared to $106,067 for the year ended December 31, 2000. The increase
in general and  administrative  expenses resulted from a full years operation of
one  property  and 3 months of  operation  for  another  compared to 4 months of
operation for the previous year.

The Company had $19,025 in depreciation and  amortization  expense for the years
ended December 31, 2001 and $4,884 for the year ended December 31, 2000.

Cost of Sales

The  Company  had no cost of sales for the years  ended  December  31,  2001 and
December 31, 2000.

Impact of Inflation

The Company  believes  that  inflation  may have a  negligible  effect on future
operations.  The  Company  believes  that it may be able to offset  inflationary
increases  in the cost of sales by  increasing  sales  and  improving  operating
efficiencies.

                                       10
<PAGE>

Liquidity and Capital Resources

The Company had a net working  capital deficit of $497,416 at December 31, 2001.
The reason for the change in working capital from the September 2001 quarter end
filing is due to the fact that previously the bank financing the Kearns building
had agreed to extend the financing for 5 years upon the property  becoming fully
occupied.  The bank has withdrawn  that  extension and the Company is working to
refinance the loan.

Cash flow used in operating  activities were $20,091 for the year ended December
31, 2001, compared to cash provided by operating  activities of $476,935 for the
year ended December 31, 2000. The decrease was due to a net loss as opposed to a
$369,825 gain  previously  coupled with changes in current assets and unrealized
losses in trading securities.

Cash flow used in investing  activities was $544,947 for the year ended December
31, 2001,  and $679,597 for the year ended  December 31, 2000.  The decrease was
due to a lack of building  purchases but an increase in  securities  investments
and lending activities.

Cash flow generated  from  financing  activities was $279,511 for the year ended
December 31,  2001,  and  $683,145  for the year ended  December  31, 2000.  The
decrease  was  due to an  elimination  of  notes  payable  coupled  by a lack of
issuance of stock for cash.

Expected Cash Requirements

On December 31, 2001 we had $194,956 cash on hand. Our current monthly  revenues
from our office  buildings  average  $37,357.  Monthly expenses average $23,717.
This  creates a net monthly  profit of  approximately  $13,640.  We believe that
rental income will be sufficient to meet our cash  requirements  for  operations
through the end of 2002. In June of 2002, the Wichita, Kansas property will lose
a major tenant whose  monthly rent is  approximately  $7,031.  As of the date of
this  filing,  the Company  has no  prospects  to fill the space,  which will be
vacated.  In the event new tenants  cannot be found for the space being vacated,
net profits for the 2002 fiscal  year will be  adversely  affected.  Due to this
contingency,  it is impossible  to estimate  whether the Company will have a net
gain  or a net  loss  from  operations  over  the  coming  twelve-month  period.
Unexpected  increases  or decreases  in rental  income or operating  costs could
cause this estimate to vary.  There can be no guarantee that operating  costs or
rental income will remain constant  through the end of the year 2002, and as set
forth above,  it is expected  that rental  income will in fact  decrease  during
2002.

In the event we acquire  additional rental properties or lose additional tenants
during the coming year, our cash requirements to fund operations could increase.
While we have no present intention to raise equity capital for operations in the
next  twelve-month  period,  the  acquisition  of,  or  opportunity  to  acquire
additional  commercial  real  estate  could  create a need to  raise  additional
capital.

Product Research and Development

We do not plan to conduct any significant research or development  activities in
the coming twelve month period.

Expected Purchase or Sale of Plant and Equipment

We have no current  plan for the purchase of any  specific  additional  plant or
equipment.   However,   we  are  investigating  the  feasibility  of  purchasing
additional commercial real estate. We are using the services of a licensed real

                                       11
<PAGE>

estate  broker in the  Wichita  area to  suggest  potential  properties  for our
consideration.  We have  investigated  a number of potential  properties and are
continuing to consider the purchase of additional office properties.

Expected Changes in Number of Employees

We currently  have one  part-time  employee,  Edward T. Wells.  The Trade Center
Building  is  currently  managed by R. E. Black  Building  Management,  Inc.,  a
resident property management company located in Wichita,  Kansas. The properties
of Kearns Development Corporation are managed by Diversified Holdings I, Inc., a
subsidiary of the Company's  parent,  Axia Group,  Inc. We do not expect to hire
any additional employees in the coming twelve-month period.

ITEM 7.       FINANCIAL STATEMENTS

The Company's  financial  statements for the fiscal year ended December 31, 2001
are attached hereto as pages F-1 through F-15.



























                                       12
<PAGE>














                         WICHITA DEVELOPMENT CORPORATION
                        Consolidated Financial Statements
                           December 31, 2001 and 2000



















                                       13

<PAGE>


                                                 WICHITA DEVELOPMENT CORPORATION
                                      Index to Consolidated Financial Statements

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



                                                                            Page


Independent Auditors' Report of Tanner + Co.                                 F-2


Independent Auditors' Report of Mantyla McReynolds                           F-3


Consolidated Balance Sheet                                                   F-4


Consolidated Statement of Operations                                         F-5


Consolidated Statement of Stockholders' Equity                               F-6


Consolidated Statement of Cash Flows                                         F-7


Notes to Consolidated Financial Statements                                   F-8




                                                                             F-1

<PAGE>



                            (Letterhead of Tanner+Co)
                       215 South, State Street, Suite 800
                            Salt Lake City, UT 84111

                                                   INDEPENDENT AUDITORS' REPORT

To the Stockholders' and
Board of Directors of
Wichita Development Corporation

We  have  audited  the  accompanying   consolidated  balance  sheet  of  Wichita
Development  Corporation  as of December  31, 2001 and the related  consolidated
statements of operations and stockholders'  equity,  and cash flows for the year
ended  December  31,  2001.  These  consolidated  financial  statements  are the
responsibility of the Company's management.  Our responsibility is to express an
opinion on these consolidated financial statements based on our audit.

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

In our opinion, the consolidated  financial statements referred to above present
fairly, in all material respects,  the financial position of Wichita Development
Corporation  as of December  31, 2001 and the  results of their  operations  and
their  cash flows for the year ended  December  31,  2001,  in  conformity  with
accounting principles generally accepted in the United States of America.

The accompanying  consolidated  financial statements have been prepared assuming
that the Company will continue as a going concern. As discussed in Note 2 to the
consolidated  financial  statements,  as of December 31, 2001, the Company has a
significant  working capital deficit.  This condition raises  substantial  doubt
about its ability to continue as a going concern.  Management's  plans regarding
this matter is also described in Note 2. The consolidated  financial  statements
do not  include  any  adjustments  that might  result  from the  outcome of this
uncertainty.

/s/ TANNER+CO

Salt Lake City, Utah
February 19, 2002


                                                                             F-2
<PAGE>



                       (Letterhead of Mantyla McReynolds)
                               5872 South 900 East
                           Salt Lake City, Utah 84121

                          INDEPENDENT AUDITORS' REPORT

To the Stockholders' and
Board of Directors of
Wichita Development Corporation

We  have  audited  the  accompanying   consolidated  balance  sheet  of  Wichita
Development  Corporation  as of December  31, 2000 and the related  consolidated
statements of operations and stockholders'  equity,  and cash flows for the year
ended  December  31,  2000.  These  consolidated  financial  statements  are the
responsibility of the Company's management.  Our responsibility is to express an
opinion on these consolidated financial statements based on our audit.

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

In our opinion, the consolidated  financial statements referred to above present
fairly, in all material respects,  the financial position of Wichita Development
Corporation  as of December  31, 2000 and the  results of their  operations  and
their  cash flows for the year ended  December  31,  2000,  in  conformity  with
accounting principles generally accepted in the United States of America.

/s/ Mantyla McReynolds

Salt Lake City, Utah
March 1, 2001


                                                                             F-3
<PAGE>

                                                 WICHITA DEVELOPMENT CORPORATION
                                                      Consolidated Balance Sheet
                                                                    December 31,
-------------------------------------------------------------------------------
<TABLE>
<CAPTION>

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

              Assets

Cash                                                          $   194,956    $    480,483
Related party - accounts receivable                                20,913               -
Notes receivable                                                   30,000               -
Related party notes receivable                                     50,824               -
Marketable securities - trading                                    46,681          44,423
                                                               ----------    ------------
                  Total current assets                            343,374         524,906

Property and equipment, net                                     1,257,849         584,716
Related party notes receivable                                     65,581               -
Marketable securities - available for sale                        142,636               -
Other assets                                                       49,082               -
Deferred income tax benefits                                            -           8,659
                                                               ----------    ------------
                  Total assets                                $ 1,858,522    $  1,118,281
                                                              -----------    ------------


              Liabilities and Stockholders' Equity

Accounts payable                                              $         -    $      9,206
Accrued liabilities                                                 7,145           6,729
Unearned rent                                                      33,693               -
Payable to related parties                                        129,807         147,591
Current portion of long-term debt                                 618,724               -
Income taxes payable                                               51,421          47,081
                                                              ----------     ------------
                  Total current liabilities                       840,790         210,607

Long-term debt                                                    270,937               -
                                                              ----------     ------------
                  Total liabilities                             1,111,727         210,607

Stockholders' equity:
     Preferred stock, $.001 par value, 5,000,000 shares
       authorized, none issued and outstanding                          -               -
     Common stock, $.001 par value, 200,000,000 shares
       authorized, 104,321,646 and 19,507,000 shares
       issued and outstanding, respectively                       104,322          19,507
     Additional paid-in capital                                   595,272         524,348
     Retained earnings                                            337,192         363,819
     Accumulated other comprehensive loss                       (289,991)               -
                                                              ----------     ------------
                  Total stockholders' equity                      746,795         907,674

                  Total liability and stockholders' equity    $ 1,858,522    $  1,118,281
                                                              -----------    ------------
</TABLE>

See accompanying notes to consolidated financial statements                  F-4
<PAGE>


                                                 WICHITA DEVELOPMENT CORPORATION
                                            Consolidated Statement of Operations
                                                                    December 31,
--------------------------------------------------------------------------------
<TABLE>
<S>                                                  <C>               <C>

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

Revenues                                              $   351,882       $   107,434

General and administrative costs                          271,113           106,067
                                                      -----------       -----------

                  Income from operations                   80,769             1,367
                                                      -----------       -----------

Interest (expense) income                                (28,505)             3,817
Gain (loss) on sale of marketable securities                1,939           (4,570)
Unrealized loss on securities                            (67,830)          (45,574)
                                                      -----------       -----------

                  Total other expense                    (94,396)          (46,327)
                                                      -----------       -----------

Loss before income tax and extraordinary items           (13,627)          (44,960)

(Provision) benefit for income taxes
     Current                                              (4,341)             (225)
     Deferred                                             (8,659)             8,659
                                                      -----------       -----------
                                                         (13,000)             8,434
                                                      -----------       -----------

                  Net loss before extraordinary items    (26,627)          (36,526)

Extraordinary items:
     Gain on related party extinguishment of debt,
     net of tax                                                 -           406,351
                                                      -----------       -----------

                  Net (loss) Income                      (26,627)           369,825
                                                      -----------       -----------

(Loss) income per common share - basic and diluted:
     Net loss before extraordinary items              $         -       $    (0.01)
     Extraordinary gain                                         -              0.05
                                                      -----------       -----------

                  Net (loss) income per common share  $         -       $      0.04
                                                      -----------       -----------

Weighted average common shares - basic and diluted     39,931,000         8,009,000
                                                      -----------       -----------
</TABLE>


See accompanying notes to consiloidated financial statements                 F-5
<PAGE>




                                                 WICHITA DEVELOPMENT CORPORATION
                                  Consolidated Statement of Stockholders' Equity
                                          Years Ended December 31, 2001 and 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>

                                                                                                            Accumulated
                                                                                     Additional               Other
                                            Preferred Stock        Common Stock       Paid-In    Retained  Comprehensive
                                           Shares   Amount     Shares       Amount    Capital    Earnings     Loss          Total
                                           ------   ------  -----------   --------   ---------   --------  -------------  ----------
<S>                                       <C>      <C>     <C>           <C>        <C>         <C>       <C>            <C>

Balance at January 1, 2000                      -   $    -    2,042,000   $  2,042   $     324   $(2,006)  $           -  $      360

Issued stock for cash at $0.029/share           -        -   18,400,000     18,400     522,154          -              -     540,554

Repurchased and cancelled stock for cash
  at $0.005/share                               -        -  (1,000,000)    (1,000)           -    (4,000)              -     (5,000)

Issued stock for services at $0.029             -        -       50,000         50       1,450          -              -       1,500

Issued stock for services at $0.10/share        -        -       15,000         15         420          -              -         435

Net income                                      -        -            -          -           -    369,825              -     369,825
                                           ------   ------  -----------   --------   ---------   --------  -------------  ----------
Balance at December 31, 2000                    -        -   19,507,000     19,507     524,348    363,819              -     907,674

Comprehensive loss:
  Net loss                                      -        -            -          -           -   (26,627)              -    (26,627)
  Other comprehensive loss:
    Net increase in unrealized loss on
marketable securities                           -        -            -          -           -          -      (289,991)   (289,991)
                                                                                                                          ----------
     Total comprehensive loss                                                                                              (316,618)

Issued stock for Axia stock at                                                                                        -
0.0595/share                                    -        -    1,760,702      1,761     103,001          -                    104,762

Issued stock to a significant shareholder
and under common control to settle debt                                                                               -
at $0.0483/share                                -        -    3,053,944      3,054     144,537          -                    147,591

Issued stock to purchase subsidiary with
  negative net assets                           -        -   80,000,000     80,000   (176,614)          -              -    (96,614)
                                           ------   ------  -----------   --------   ---------   --------  -------------  ----------
Balance at December 31, 2001                    -   $    -  104,321,646   $104,322   $ 595,272   $337,192  $   (289,991)  $  746,795
                                           ------   ------  -----------   --------   ---------   --------  -------------  ----------
</TABLE>

See accompanying notes to consolidated financial statements                  F-6
<PAGE>


                                                 WICHITA DEVELOPMENT CORPORATION
                                            Consolidated Statement of Cash Flows
                                                         Year ended December 31,
--------------------------------------------------------------------------------
<TABLE>
<S>                                                                    <C>           <C>

                                                                             2001         2000
                                                                        ------------  ----------
Cash flows from operating activities:
     Net (loss) income                                                  $   (26,627)  $  369,825
     Adjustments to reconcile net income to net cash
used in operating activities:
     Depreciation and amortization                                            19,025       4,884
     Recovery of bad debt                                                   (44,082)           -
     Unrealized loss on trading securities                                    67,830      45,574
     Realized gain on trading securities                                     (1,939)           -
     Stock issued for services                                                     -       1,935
     Decrease (increase) in:
         Accounts receivable                                                (20,913)           -
         Deferred tax benefit                                                  8,659     (8,659)
         Subscriptions receivable                                                  -         360
     Increase (decrease) in:
         Accounts payable                                                    (9,536)       9,206
         Accrued liabilities                                                (50,541)       6,729
         Unearned rent                                                        33,693           -
         Income taxes payable                                                  4,340      47,081
                                                                        ------------  ----------
             Net cash (used in) provided by operating activities            (20,091)     476,935
                                                                        ------------  ----------

Cash flows from investing activities:
     Purchase of fixed assets                                                (6,539)   (589,600)
     Purchase of trading securities                                        (105,845)    (89,997)
     Purchase of marketable securities - available for sale                (312,875)           -
     Proceeds from sale of trading securities                                 22,706           -
     Cash received from acquisition                                            4,011           -
     Increase in notes receivable                                          (146,405)           -
                                                                        ------------  ----------
                  Net cash used in investing activities                    (544,947)   (679,597)
                                                                        ------------  ----------

Cash flows from financing activities:
     Increase in notes payable                                               275,000           -
     Payments on notes payable                                               (3,903)           -
     Increase in amount due to shareholder                                     8,414     147,591
     Issuance of common stock for cash                                             -     540,554
     Purchase and cancel of stock for cash                                         -     (5,000)
                                                                        ------------  ----------
                  Net cash provided by financing activities                  279,511     683,145
                                                                        ------------  ----------

Net (decrease) increase in cash                                            (285,527)     480,483

Cash, beginning of year                                                      480,483           -
                                                                        ------------  ----------

Cash, end of year                                                       $    194,956  $  480,483
                                                                        ------------  ----------

</TABLE>






See accompanying notes to the financial statements                           F-7

<PAGE>


                                                 WICHITA DEVELOPMENT CORPORATION
                                      Notes to Consolidated Financial Statements
                                                               December 31, 2001
--------------------------------------------------------------------------------

1.   Organization and Summary of Significant Accounting Policies

     Organization and Principles of Consolidation
     The  consolidated  financial  statements  include  the  accounts of Wichita
     Development  Corporation (Wichita) and its wholly-owned  subsidiary Wichita
     Properties,  Inc.  (WPI),  and its 85.6  percent  owned  subsidiary  Kearns
     Development,  Inc.  (Kearns)  (collectively  the Company).  All significant
     intercompany  account balances have been eliminated in  consolidation.  The
     Company is  engaged  in the  operation  of real  estate to  produce  rental
     income.  The Company was organized under the laws of the State of Nevada on
     February 15, 1996 as  Cyberbotanical,  Inc. The Company was in  development
     stage until  August 30, 2000 at which time it issued  18,400,000  shares of
     common stock to Kelly's  Coffee  Group,  Inc. for $540,554 and  purchased a
     building in Wichita, Kansas, known as the Board of Trade Center. On October
     12, 2000, the Company changed its name to Wichita Development  Corporation.
     On October 17, 2001, the Company purchased  18,100,000 shares of restricted
     stock of Kearns  Development  Corporation,  a majority owned  subsidiary of
     Axia Group, Inc. in exchange for issuing  80,000,000 shares of common stock
     to Axia  Group,  Inc.  As a result  of the  transaction,  Kearns is an 85.6
     percent  owned  subsidiary  of the  Company  and the  Company  has become a
     greater than 80 percent owned subsidiary of Axia Group, Inc. when the newly
     issued  shares are combined  with the shares  already owned by Axia and its
     subsidiaries.  As a result of the transaction,  the consolidated  financial
     statements  consist of the  operations  of Wichita  for the two years ended
     2001 and 2000, and the operations of Kearns from October 17, 2001,  date of
     acquisition to December 31, 2001.

     Cash and Cash Equivalents
     For purposes of the  statement  of cash flows,  the Company  considers  all
     highly  liquid  investments  with a maturity of three  months or less to be
     cash equivalents.

     Marketable Securities
     The  Company   classifies  its  marketable   securities  as  "trading"  and
     "available for sale." In accordance with Statement of Financial  Accounting
     Standards  No. 115,  "trading"  securities  are stated at fair value,  with
     unrealized  gains and  losses  reported  as a separate  component  of other
     income  (expense) in the  statement  of  operations.  "Available  for Sale"
     securities  are  stated at fair  value,  with  unrealized  gains and losses
     reported as  accumulated  other  comprehensive  income (loss) as a separate
     component of stockholders'  equity.  Realized gains and losses,  determined
     using the specific identification method, are included in earnings.

     Property and Equipment
     Property and equipment are stated at cost less any  impairment on the value
     of the asset.  Depreciation  on property and equipment is calculated on the
     straight-line method over the estimated useful lives of the assets.

     Income Taxes
     Income taxes are recorded  using the asset and liability  method.  Deferred
     tax assets and liabilities  are recognized for the future tax  consequences
     attributable  to  differences  between  the  financial  statement  carrying
     amounts of existing assets and  liabilities and their  respective tax bases
     and operating  loss and tax credit  carryforwards.  Deferred tax assets and
     liabilities  are  measured  using  enacted  tax rates  expected to apply to
     taxable  income  in the  years in which  those  temporary  differences  are
     expected to be recovered or settled.  The effect on deferred tax assets and
     liabilities  of a change in tax rates is recognized in income in the period
     that includes the enactment date.

                                                                             F-8
<PAGE>

                                                 WICHITA DEVELOPMENT CORPORATION
                                      Notes to Consolidated Financial Statements
                                                               December 31, 2001
--------------------------------------------------------------------------------

1.   Organization and Summary of Significant Accounting Policies (Continued)

     Revenue Recognition
     Rental revenue received in advance is recorded as deferred revenue and
     recognized as revenue in the period to which the rent pertains.

     (Loss) Earnings Per Share
     The computation of basic (loss) earnings per common share is based on the
     weighted average number of shares outstanding during each period.

     The computation of diluted earnings per common share is based on the
     weighted average number of shares outstanding during the period plus the
     common stock equivalents which would arise from the exercise of stock
     options and warrants outstanding using the treasury stock method and the
     average market price per share during the period. The Company does not have
     any stock options or warrants outstanding at December 31, 2001.

     Concentration of Credit Risk
     The Company maintains its cash in bank deposit accounts, which at times,
     may exceed federally insured limits.  The Company has not experienced any
     losses in such accounts and believes it is not exposed to any significant
     credit risk on cash and cash equivalents.

     Use of Estimates in the Preparation of Financial Statements
     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.

2.   Going Concern

     The accompanying consolidated financial statements have been prepared on a
     going concern basis, which contemplates the realization of assets and the
     satisfaction of liabilities in the normal course of business.  The Company
     has incurred a loss.  The Company has been unable to generate  significant
     cash flows from operations,  and at December 31, 2001,  the Company had a
     deficit in working capital.  These factors may indicate that the Company
     will be unable to continue as a going concern for a reasonable period of
     time.

     The Company's continuation as a going concern is dependent on its ability
     to generate sufficient income and cash flow to meet its obligations on a
     timely basis.  There is no assurance the Company will be successful in its
     efforts.

                                                                             F-9
<PAGE>



                                                 WICHITA DEVELOPMENT CORPORATION
                                      Notes to Consolidated Financial Statements
                                                               December 31, 2001
--------------------------------------------------------------------------------

3.   Business Combination

     On October 17, 2001, the Company purchased 18,100,000 shares of restricted
     stock of Kearns Development Corporation, a majority owned subsidiary of
     Axia Group, Inc. in exchange for issuing 80,000,000 shares of common stock
     to Axia Group, Inc.  As a result of the transaction, Kearns is an 85.6
     percent owned subsidiary of the Company and the Company has become a
     greater than 80 percent owned subsidiary of Axia Group, Inc. when the newly
     issued shares are combined with the shares already owned by Axia and its
     subsidiaries.  The operations of Kearns Development are included in the
     consolidated income statement as of the date of the acquisition.  At the
     time of the transaction, Kearns had negative net assets of $96,614.  The
     acquisition resulted in a reduction in Wichita's additional paid-in capital
     of that amount.

     Proforma income (loss) from operations of the Company, as if the companies
     had been combined at the beginning of the years ended December 31, 2001 and
     2000 is $30,724 and $(60,116), respectively.

4.   Marketable Securities

     The Company has applied the principles of Statement of Financial Accounting
     Standards No. 115 - Accounting  for Certain Investments in Debt and Equity
     Securities. The following is a summary of marketable securities:

December 31, 2001:
     Trading

                                Cost            Unrealized Gain           Market
                                                    (Losses)              Value
Common stocks            $      122,432        $     (75,751)        $    46,681



Available for Sale

Common stocks            $      432,627        $    (289,991)        $   142,636


December 31, 2000:
     Trading

Common stocks            $       89,997        $     (45,574)        $    44,423




During the year ended  December  31,  2001 and 2000 the  Company  recognized  in
operations $67,830 and $45,574, respectively of unrealized losses related to its
trading securities.


                                                                            F-10
<PAGE>


                                                 WICHITA DEVELOPMENT CORPORATION
                                      Notes to Consolidated Financial Statements
                                                               December 31, 2001
--------------------------------------------------------------------------------

4.   Marketable Securities (Continued)

     As of  December  31,  2001 and 2000 the  Company  had  $17,577  and $7,420,
     respectively, of trading securities of entities under common control.

     As of  December  31,  2001  and  2000  the  Company  had  $140,207  and $0,
     respectively,  of available for sale  securities  of entities  under common
     control.

5.   Property and Equipment

     Property and equipment consists of the following at December 31:

                                                    2001             2000
                                               ------------     ------------
          Land                                 $    200,000     $    100,000
          Building                                1,096,711          489,600
                   Accumulated depreciation        (38,862)          (4,884)
                                               ------------     ------------
          Net property and equipment           $  1,257,849     $    584,716
                                               ============     ============

     Depreciation  expense  for the years ended  December  31, 2001 and 2000 was
     $19,024 and $4,884, respectively.

6.   Related Party Notes Receivable

     Related  party notes  receivable  consist of the  following at December 31,
     2001:

     Note  receivable  from a subsidiary of Axia Group,
     Inc. in installments of $479, interest at 10% per
     year, secured by property, due on or before April
     30, 2003                                                           49,556

     Note receivable from Axia Group, Inc. with interest
     at 10% per year, secured by marketable securities,
     due on demand                                                      50,000

     Note receivable from a subsidiary of Axia Group,
     Inc., interest at 10% per year, unsecured, due on
     or before March 30, 2003                                           16,849
                                                                      --------
                                                                       116,405
       Less: current portion                                            50,824
                                                                      --------
       Long-Term Related Party Notes Receivable                       $ 65,581


     Future maturities of notes receivable at December 31, 2001 are as follows:

                                                  2002            $     50,824
                                                  2003                  65,581

                                                  Total           $    116,405

                                                                            F-11
<PAGE>


                                                 WICHITA DEVELOPMENT CORPORATION
                                      Notes to Consolidated Financial Statements
                                                               December 31, 2001
--------------------------------------------------------------------------------

7.   Long-Term Debt

     Long-term debt is as follows at December 31:


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


     Note payable to a financial  institution
     requiring monthly payments of $2,689
     including interest at 11%. The note is
     secured by property and is due in 2026.       $    273,360      $        -


     Note payable to a financial institution
     requiring monthly payments of $5,737
     including interest of 9.25%. The note
     is secured by property and is due in
     full in May 2002.                                  616,301               -
                                                   ------------      ----------
                                                        899,661               -
            Less: current portion                     (618,724)               -
                                                   ------------      ----------
        Long-term debt                             $    270,937               -


     The scheduled maturities of long-term debt at December 31, 2001 are as
follows:

        2002                                      $         618,724
        2003                                                  2,703
        2004                                                  3,015
        2005                                                  3,363
        2006                                                  3,751
        Thereafter                                          258,105
                                                  -----------------
     Total                                        $         889,661
                                                  -----------------

8.   Income Taxes

The benefit  (provision)  for income taxes  differs from the amount  computed at
federal statutory rates as follows for the years ended December 31:

                                                             2001        2000
                                                          ----------  ----------
Income tax benefit (provision) at statutory rates on net
loss before extraordinary items                           $    2,000  $    8,434
Other                                                          2,000           -
Change in valuation allowance                               (17,000)           -
                                                          ----------  ----------
                                                            (13,000)     (8,434)
                                                          ----------  ----------
Income tax on extraordinary items, net                    $        -  $(256,388)
                                                          ----------  ----------


                                                                            F-12
<PAGE>


                                                 WICHITA DEVELOPMENT CORPORATION
                                      Notes to Consolidated Financial Statements
                                                               December 31, 2001
--------------------------------------------------------------------------------

8.   Income Taxes (Continued)

     Deferred tax assets (liabilities) consist of the following:

                                                                 December 31,
                                                                2001     2000
                                                             --------- --------

  Unrealized holding loss on marketable securities           $  17,000 $  8,659
  Valuation allowance                                         (17,000)        -
                                                             --------- --------
                                                             $       - $  8,659
                                                             --------- --------

     A valuation allowance has been established that offsets the net deferred
     tax asset because there is significant uncertainty surrounding its ultimate
     realization.

9.   Supplemental Cash Flow Information

     The Company paid interest  expense of $42,226 and $0,  respectively  during
     the years ended  December 31, 2001 and 2000. The Company paid $0 for income
     taxes in both 2001 and 2000.

     During 2001, the Company engaged in the following non-cash transactions:

     o   The Company issued 1,760,702 shares of stock for  $104,762 of Axia
         Group, Inc. stock.

     o   The Company issued 3,053,944 shares of stock to settle $147,591 of debt
         with Kelly's Coffee Group, another Axia subsidiary.

     o   The Company issued  80,000,000  shares of stock to purchase an 85.6%
         interest in Kearns  Development,  Inc. At the time of the acquisition,
         Kearns had negative net assets of $102,430.

       In connection with this transaction, the Company recorded the following:

Net cash received                                     $          4,011
Property and equipment, net                                    685,619
Other assets                                                     5,000
Accounts payable                                                 (330)
Accrued liabilities                                           (50,957)
Payable to related parties                                   (121,393)
Note payable                                                 (618,565)
Common stock issued                                           (80,000)
Additional paid-in capital -
      deemed distribution to related parties                   176,615
                                                      ----------------
                                                      $              -
                                                      ----------------

     o   The Company reclassified $23,400 of trading marketable securities as
         available for sale securities.


                                                                            F-13
<PAGE>

                                                 WICHITA DEVELOPMENT CORPORATION
                                      Notes to Consolidated Financial Statements
                                                               December 31, 2001
--------------------------------------------------------------------------------

10.  Related Party Transactions

     During 2001, the Company was involved with the following related party
     transactions:

    o   The Company  entered into a stock purchase  agreements  with Axia Group,
        Inc.  Wichita  agreed to purchase  667,651 shares of Axia with $417,637
        cash and stock.

    o   The Company issued  3,053,944  shares of stock to settle  $147,591 of
        debt with Kelly's  Coffee Group,  an entity under common control.

    o   The related party payable consists of cash advances from the parent
        company. The amounts are unsecured, non-interest bearing and are due on
        demand. The total amount payable to the parent company at December 31,
        2001 is $129,806 and $147,591, respectively.

    o   The Company has a receivable of $20,913 from Kelly's Coffee Group, an
        entity under common control.

    o   The Company issued a total of $116,405 of notes to its parent, to Salt
        Lake Development, and West Jordan Real Estate, affiliated subsidiaries
        of Axia Group, Inc. (see note 6).

     During 20001,  the Company was involved  with the  following  related party
     transactions:

    o   On October 17, 2000, the Company entered into a purchase agreement with
        its then parent, Kelly's Coffee Group, Inc. whereby certain assets and
        liabilities of Kelly's were transferred to the company for
        indemnification of the transferred liabilities.  Subsequently management
        determined that certain liabilities were not payable due to statute of
        limitation expiration.  As a result the Company recorded an
        extraodrinary gain, net of tax on the extinguishment of debt of
        $406,351.


11.  Recent Accounting Pronouncements

     In July 2001,  Statement of Financial  Accounting Standards (SFAS) No. 141,
     "Business  Combinations"  and SFAS No. 142,  "Goodwill and Other Intangible
     Assets" were issued. SFAS 142 addresses financial  accounting and reporting
     for acquired goodwill and other intangible assets. It requires, among other
     things,  that  companies  no longer  amortize  goodwill,  but instead  test
     goodwill  for  impairment  at least  annually.  SFAS 142 is  required to be
     applied for fiscal years  beginning  after  December 15, 2001.  The Company
     will assess how the  adoption of SFAS 141 will affect the  recording of any
     future acquisitions.

     The  Financial  Accounting  Standards  Board  (FASB)  recently  issued FASB
     Statement  No.  143,  Accounting  for Asset  Retirement  Obligations.  This
     Statement  addresses  financial  accounting  and reporting for  obligations
     associated  with the  retirement  of  tangible  long-lived  assets  and the
     associated asset retirement  costs. This Statement applies to all entities.
     It  applies  to  legal  obligations   associated  with  the  retirement  of
     long-lived   assets  that  result  from  the   acquisition,   construction,
     development,  and (or) the normal operation of a long-lived  asset,  except
     for  certain  obligations  of leases.  This  Statement  amends SFAS 19. The
     effective  date for this  Statement is June 15, 2002.  Management  does not
     believe the  adoption of Statement  143 will have a material  effect on its
     financial statements.

     The Financial  Accounting  Standards  Board (FASB) recently issued FASB No.
     144,  Accounting for the Impairment or Disposal of Long-Lived  Assets.  The
     new guidance  resolves  significant  implementation  issues related to FASB
     Statement No. 121,  Accounting for the Impairment of Long-Lived  Assets and
     for  Long-Lived  Assets to be Disposed of.  Statement  144 is effective for
     fiscal years beginning after December 15, 2001. Management does not believe
     the adoption of Statement 144 will have a material  effect on its financial
     statement.


                                                                            F-14
<PAGE>


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

On September 18, 2000, the Company  terminated its  relationship  with Anderson,
Anderson & Strong,  L.C.  ("Anderson") the principal  accounting firm engaged to
audit the Company's  financial  statements.  Effective  September 18, 2000,  the
Company retained Mantyla McReynolds  ("Mantyla") as the principal accountants to
replace  Andersen.  The  Company  had a good  relationship  with  Andersen,  but
determined  that it needed the services of a larger firm. The Company's board of
directors approved the change of accountants from Andersen to Mantyla.

Andersen's  audit reports for the fiscal year ending  December 31, 1999, did not
contain any adverse opinion or disclaimer of opinion, nor were they qualified or
modified as to uncertainty,  audit scope, or accounting principles,  except such
reports were  modified to include an  explanatory  paragraph for a going concern
uncertainty.

The  Company had no  disagreements  with  Andersen  on any matter of  accounting
principles or  practices,  financial  statement  disclosure,  auditing  scope or
procedures  for the audit of the fiscal  year ending  December  31, 1999 and the
subsequent  interim periods through September 18, 2000, the date of termination.
Had there been any disagreements  that were not resolved to their  satisfaction,
such  disagreements  would have caused  Andersen to make reference in connection
with their opinion to the subject matter of the  disagreement.  Further,  during
that time, there were no reportable events.

During the fiscal year ending  December 31,  1999,  and the  subsequent  interim
period through  September 18, 2000, the date of  termination,  and prior to such
appointment,  the Company did not consult with Mantyla regarding the application
of generally accepted accounting  principles to a specific  transaction,  either
proposed or completed, or as to the type of audit opinion that might be rendered
on the Company's  financial  statements.  Since there were no  disagreements  or
reportable  events,  the  Company  did not  consult  Mantyla in respect to these
matters during that time.

The Company  provided  Andersen with a copy of the Form 8-K prior to filing with
the SEC and  requested a  confirmation  letter from Andersen to the SEC that the
matters  contained  therein  were agreed to by  Andersen.  A copy of that letter
dated  January  18,  2000,  was filed as an exhibit to the Form 8-K filed by the
Company on January 19, 2001.

On September 11, 2001,  Mantyla  McReynolds of Salt Lake City  ("Mantyla"),  the
principal  accountant  engaged  to  audit  the  Company's  financial  statements
informed Wichita  Development  Corporation (the "Company") that it was resigning
from that position effective immediately.

The audit  reports of  Mantyla on the  Company's  financial  statements  for the
fiscal year ending  December  31, 2000,  did not contain any adverse  opinion or
disclaimer of opinion,  nor were they  qualified or modified as to  uncertainty,
audit scope, or accounting principles.

In  connection  with the audits of the fiscal year ending  December 31, 2000 and
the subsequent  interim  periods  through June 30, 2001, and up to September 11,
2001, the date of Mantyla's  resignation,  the Company had no disagreements with
Mantyla on any matter of accounting principles or practices, financial statement
disclosure,  or  auditing  scope  or  procedures,  which  disagreements,  if not
resolved to their  satisfaction,  would have caused Mantyla to make reference in
connection  with their  opinion to the subject  matter of the  disagreement.


                                       14
<PAGE>

In  addition,  during that time there were no  reportable  events (as defined in
Item 304(a)(1)(iv) of Regulation S-B).

On October 16, 2001,  Wichita  Development  Corporation ("the Company") retained
Tanner+Co. of Salt Lake City ("Tanner"),  to be the principal accountant engaged
to audit the Company's  financial  statements.  This action was taken to replace
the firm of Mantyla & McReynolds  who had  previously  resigned as the Company's
principal  accountant.  The Company's board of directors approved the engagement
of Tanner as the principal accountant.  Tanner is a Utah-based public accounting
and auditing firm that specializes in SEC reporting companies.

Prior to engaging  Tanner,  the Company did not  consult  Tanner  regarding  the
application  of  accounting  principles  to  a  specified  transaction,   either
completed  or proposed;  or the type of audit  opinion that might be rendered on
the  Company's  financial   statements  or  any  other  financial   presentation
whatsoever.

                                    PART III

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

The following persons constitute the Company's executive officers and directors
as of the date of this filing:
            Name                        Age                 Position
Edward T. Wells                         59           President and Director
Mel S. Martin                           53           Secretary and Director
Jim Dendy                               36           Vice-President and Director

Edward T. Wells, Age 58. Mr. Wells was appointed president and a director of the
Company in September,  2001,  and will serve until his successor is duly elected
and  qualified.  Mr. Wells  graduated from the University of Utah College of Law
with a Juris  Doctorate  degree in 1971. Mr. Wells is a member of the bar of the
State of Utah. He was first  admitted to practice in October 1971. Mr. Wells has
been employed as a legal consultant with Hudson  Consulting Group since December
1999.

Mel S. Martin,  Age 53. Mr. Martin was appointed as a director of the Company in
September  2001,  and  will  serve  until  his  successor  is duly  elected  and
qualified.  Mr. Martin  graduated from the University of Kentucky College of Law
with a Juris  Doctorate  degree in 1973. Mr. Martin is currently a member of the
Utah State Bar. From 1992 until 2001,  Mr. Martin served as General  Counsel for
Feature Films for Families,  a film company located in Salt Lake City, Utah. Mr.
Martin currently works as a lawyer in private practice in Salt Lake City, Utah.

Jim Dendy,  Age 36. Mr.  Dendy was  appointed  as a director  of the  Company in
October 2001,  and will serve until his successor is duly elected and qualified.
Mr. Dendy graduated from the Georgia  Institute of Technology with a B.S. Degree
in applied physics in 1988. Mr. Dendy has been employed by Dixie Dye & Chemical,
Inc.  since 1988.  Where he has been in charge of the  international  purchasing


                                       15
<PAGE>

department since 1995. Mr. Dendy has been involved with real estate  investments
since 1996 and currently owns and manages 13 rental units.

No person is expected to make a significant  contribution  to the Company who is
not an executive officer or director of the Company.  All executive officers are
elected  by the  board  and  hold  office  until  the  next  annual  meeting  of
shareholders and until their successors are elected and qualify.

Compliance with Section 16(a) of the Exchange Act

Based  solely upon a review of Forms 3, 4 and 5 furnished  to the  Company,  the
Company is aware of certain  persons who during the fiscal  year ended  December
31, 2000 were directors, officers, or beneficial owners of more than ten percent
of the Common Stock of the Company,  and who failed to file,  on a timely basis,
reports required by Section 16(a) of the Securities  Exchange Act of 1934 during
such fiscal year as follows:

Richard Surber - Mr. Surber failed to disclose  pursuant to a Form 4, his change
in  beneficial  interest  in the  Company  resulting  from  Axia  Group,  Inc.'s
acquisition of an additional 80,000,000 shares of the Company's stock on October
17, 2001.

Axia Group,  Inc. - Axia Group,  Inc. failed to file a Form 4 in a timely manner
disclosing its acquisition of an additional  80,000,000  shares of the Company's
stock as of October 17, 2001.

Jim Dendy failed to timely file a Form 3 disclosing his election to the Board of
Directors of the Company.

ITEM  10.         EXECUTIVE COMPENSATION

Executive Compensation

No  compensation in excess of $100,000 was awarded to, earned by, or paid to any
executive  officer or  employee  of the  Company  during  the fiscal  year ended
December  31, 2001.  The  following  table and the  accompanying  notes  provide
summary  information  for the year ended December 31, 2001  concerning  cash and
non-cash compensation paid or accrued by the Company's executive officers during
the year.

                           SUMMARY COMPENSATION TABLE
<TABLE>
<CAPTION>

                                                                      Long Term Compensation
                                Annual Compensation               Awards                Payouts
                                                                       Securities
Name and                                  Other Annual    Restricted   Underlying    LTIP     All Other
Principal         Year   Salary   Bonus   Compensation      Stock       Options     payouts  Compensation
Position                                                   Award(s)      SARs(#)
<S>              <C>    <C>      <C>     <C>             <C>          <C>          <C>      <C>

                          ($)      ($)        ($)            ($)                      ($)         ($)
Richard D.        2001                      $100*
Surber **
Edward T. Wells   2001                      $100*
Mel S. Martin     2001                      $100*
Jim Dendy         2001                      $100*
</TABLE>


                                       16
<PAGE>
* 100,000 shares of common stock of the Company valued at $0.001 (par value) per
share were authorized for issuance to directors of the Company.  However,  as of
December 31, 2001, the shares had not in fact been issued.
** Mr. Surber was an officer and director until November 12, 2001.

Compensation of Directors

Each of the  Company's  directors,  who  served in such  capacity  in 2001,  was
authorized  compensation  in the form of 100,000 shares of the Company's  $0.001
par value common stock. The certificates  representing these shares have not yet
been  issued.  These shares are to be issued as  compensation  for services as a
director of the Company.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth certain  information  concerning the ownership of
the Company's common stock as of March 6, 2002, with respect to: (i) each person
known to the Company to be the beneficial owner of more than five percent of the
Company's  common stock;  (ii) all directors;  and (iii) directors and executive
officers of the Company as a group.  The notes  accompanying  the information in
the table  below are  necessary  for a  complete  understanding  of the  figures
provided below. As of February 1, 2001, there were 104,321,646  shares of common
stock issued and outstanding.
<TABLE>
<S>                  <C>                                    <C>           <C>         <C>

--------------------- -------------------------------------- ------------- ----------- -------------
Title of Class        Name and Address                       Nature of     Amount of   Percent of
                                                             Ownership     Ownership   class
--------------------- -------------------------------------- ------------- ----------- -------------
                      Edward T. Wells
 Common Stock         268 West 400 South, Suite 300
($0.001) par value    Salt Lake City, Utah 84101             legal         113,333     less than 1%
--------------------- -------------------------------------- ------------- ----------- -------------
                      Mel S. Martin
 Common Stock         5282 South Commerce Dr. #D-292         legal         100,000     less than 1%
($0.001) par value    Murray, Utah 84107
--------------------- -------------------------------------- ------------- ----------- -------------
                      Jim Dendy
 Common Stock         402 5th Street                         legal         100,000     less than 1%
($0.001) par value    Atlanta, Georgia 30308
--------------------- -------------------------------------- ------------- ----------- -------------
 Common Stock         All Directors and Executive Officers   legal         313,333     less than 1%
($0.001) par value    as a Group
--------------------- -------------------------------------- ------------- ----------- -------------
                      Richard Surber
 Common Stock         268 West 400 South # 300               Beneficial    90,948,473  87.2%
($0.001) par value    Salt Lake City, Utah 84101             & Legal (1)
--------------------- -------------------------------------- ------------- ----------- -------------
                      Axia Group, Inc.
Common Stock          268 West 400 South, # 300              Beneficial &
($0.001) par value    Salt Lake City, Utah 84101             Legal (2)     84,847,032  81.3%
--------------------- -------------------------------------- ------------- ----------- -------------
</TABLE>

(1) The 84,847,032  shares owned by Axia Group,  Inc. and its  subsidiaries  are
beneficially  attributed  to Richard D.  Surber  who serves as  president  and a
director of Axia Group Inc. Also  attributed  beneficially  to Richard D. Surber
are 4,132,092  shares owned by Kelly's  Coffee Group,  Inc.  because  Richard D.
Surber serves as its president and a director.


                                       17
<PAGE>

(2)  884,757  shares  owned by Oasis  International  Hotel & Casino,  Inc.,  and
1,301,573  shares  owned by Hudson  Consulting  group,  Inc.,  both of which are
subsidiaries  of Axia Group,  Inc., are  beneficially  attributed to Axia Group,
Inc., and through Axia to its president, Richard D. Surber.


ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

On August 29, 2000,  the Company  sold  eighteen  million four hundred  thousand
(18,400,000)  shares of its common voting stock to Kelly's Coffee Group, Inc., a
Nevada Corporation, for a cash price of five hundred forty thousand five hundred
fifty four dollars  ($540,554).  Richard D. Surber,  the Company's  president is
also the president of Kelly's  Coffee Group,  Inc. The proceeds of this offering
were used to purchase the Company's office property in Wichita,  Kansas. Richard
D. Surber had no personal interest in the transaction.

On September 15, 2000, the Company entered into a stock purchase  agreement with
its president,  Richard D. Surber. Under the terms of the agreement, the Company
purchased from Mr. Surber, one million of its $0.001 par value common shares for
the sum of five thousand  dollars  ($5,000.) The shares purchased by the Company
were  delivered  to Mr.  Surber on December  12,  1999 as payment  for  services
rendered  to the  Company as its  president  and as a  director.  Because of Mr.
Surber's  position  as a  member  of  the  Company's  Board  of  Directors,  the
transaction is not considered to be an arms-length transaction.

On October 17,  2000,  the Company  entered into a purchase  agreement  with its
parent   corporation,   Kelly's  Coffee  Group,   Inc.,  a  Nevada   Corporation
("Kelly's").  Under the terms of the  agreement,  all of Kelly's  Coffee  Group,
Inc.'s assets,  except for the shares it owns in the Company, were sold to us in
exchange for the agreement of the Company to assume all  liabilities  of Kelly's
Coffee Group,  Inc.. The assets being  transferred and liabilities being assumed
are listed as Kelly's  Coffee Group,  Inc.  assets and  liabilities  on its Form
10-QSB for the quarter  ended August 31,  2000.  As part of the  agreement,  the
Company  agreed to indemnify  Kelly's  Coffee Group,  Inc. from the  liabilities
being assumed pursuant to the agreement. The Company was a subsidiary of Kelly's
Coffee Group,  Inc.  Kelly's Coffee Group,  Inc. at the time of the  transaction
owned  94.39% of the issued and  outstanding  stock of the  Company.  Richard D.
Surber,  the Company's  president is also the president of Kelly's Coffee Group,
Inc. Richard D. Surber had no personal interest in the transaction.

On January 4, 2001, Axia Group, Inc., a Nevada corporation  ("Axia") sold 50,000
shares of  restricted  common stock to the Company at a price of $.758 per share
for a total of $37,875.00 in cash. On March 1, 2001, Axia sold 406,349 shares of
restricted common stock to The Company. In return Axia received $200,000 in cash
and  1,760,702  shares of common stock of The  Company.  The shares sold by Axia
were valued at $.75 per share for a total value of  $304,761.75.  The  Company's
shares  received  by Axia  were  valued  at  $.0595  per  share  or a  value  of
$104,761.75.  On April 27, 2001,  Axia sold 90,090 shares of  restricted  common
stock to The  Company  at a price of $.2775  per share for a total of $25,000 in
cash.  On June 5, 2001,  Axia sold 121,212  shares of  restricted  common stock,
valued at $.4125 per share,  to The Company for $50,000 in cash.  At the time of
these sales of stock to The Company, Axia Group, Inc., its subsidiaries, and its
officers and directors owned in excess of 50% of the  outstanding  shares of The
Company, and Richard D. Surber was president of both Axia and The Company.


                                       18
<PAGE>

On April 27, 2001,  Salt Lake  Development,  Inc., a subsidiary of Axia borrowed
$49,566.05  from the Company  pursuant to a promissory  note at 10% interest per
annum.  The note is due and payable on April 30, 2003 [See  Exhibit  10(v)].  On
June 5, 2001,  Axia borrowed  $50,000 from the Company  pursuant to a promissory
note at 10% interest per annum.  The note, due and payable on September 5, 2002,
is  secured  by  one  million  shares  of  common  stock  of  Elocity   Networks
Corporation. [See Exhibit 10(vi)]. On September 6, 2001, West Jordan Real Estate
Holdings,  Inc.,  a  subsidiary  of Axia  borrowed  $16,849.43  from the Company
pursuant to a promissory  note at 10%  interest per annum.  The note was due and
payable on March 6, 2002.  On March 1, 2002,  the note was extended to March 30,
2003 [See Exhibit  10(vii)].  At the time of these  borrowings from the Company,
Axia Group,  Inc.,  its  subsidiaries,  and its officers and directors  owned in
excess of 50% of the outstanding shares of the Company Development  Corporation,
and Richard D. Surber was president of both Axia and the Company.

On October 17,  2001,  Axia  entered into a Stock  Purchase  Agreement  with the
Company,  pursuant to which Axia sold to the Company  approximately 85.6% of the
issued and outstanding shares of Kearns Development  Corporation  ("Kearns"),  a
Nevada  corporation  which owns real estate  consisting of a fully rented office
building located in Salt Lake County,  Utah. Axia delivered 18,100,000 shares of
Kearns  common  stock to the Company in exchange  for  80,000,000  shares of the
Company's common stock. As a result of the transaction,  Axia became a holder of
in excess of 80% of the stock of the  Company,  causing  the Company to become a
subsidiary  of Axia,  and  Kearns  became a  majority  owned  subsidiary  of the
Company.  At the time of this transaction,  Axia Group,  Inc., its subsidiaries,
and its officers and directors owned in excess of 50% of the outstanding  shares
of the  Company,  and  Richard  D.  Surber  was  president  of both Axia and the
Company.

ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits.  Exhibits  required to be attached by Item 601 of Regulation  S-B
     are  listed  in the  Index to  Exhibits  beginning  on page 19 of this Form
     10-KSB, which are incorporated herein by reference.

(b)  Reports  on Form 8-K The  following  reports  on Form 8-K were filed by the
     Company during the last quarter of 2001.

     On October 18, 2001, the Company filed a Form 8-K reporting:

          On October 16, 2001, Wichita  Development  Corporation ("the Company")
          retained Tanner+Co. of Salt Lake City ("Tanner"),  to be the principal
          accountant engaged to audit the Company's financial  statements.  This
          action was taken to replace the firm of Mantyla &  McReynolds  who had
          previously  resigned  as  the  Company's  principal  accountant.   The
          Company's board of directors  approved the engagement of Tanner as the
          principal  accountant.  Tanner is a Utah-based  public  accounting and
          auditing firm that specializes in SEC reporting companies.

          Prior to engaging Tanner, the Company did not consult Tanner regarding
          the application of accounting  principles to a specified  transaction,
          either completed or proposed;  or the type of audit opinion that might
          be  rendered  on the  Company's  financial  statements  or  any  other
          financial presentation whatsoever.


                                       19
<PAGE>

          The Company has previously  filed an 8-K regarding the  resignation of
          Mantyla & McReynolds on September 18, 2001,  reference is made to that
          filing for all details  regarding  the  resignation  of the  company's
          prior principal accountant.

     On October 19, 2001, the Company filed a Form 8-K reporting:

          On  October  17,  2001,  the  Company  entered  into a Stock  Purchase
          Agreement with Axia Group, Inc. wherein the Company agreed to purchase
          from Axia Group, Inc., a Nevada  corporation,  approximately  85.6% of
          the issued and outstanding  shares of Kearns  Development  Corporation
          ("Kearns"),  a Nevada corporation which owns real estate consisting of
          a fully rented office building located in Salt Lake County,  Utah. The
          Company  will  receive  18,100,000  shares of Kearns  common  stock in
          exchange for 80,000,000 shares of the Company's common stock; and

          On  October  1, 2001,  Mel S.  Martin  and  Edward T.  Wells  accepted
          appointment as directors of the  Corporation.  On October 5, 2001, Jim
          Dendy  accepted  appointment  as a  director  of the  Corporation.  On
          October 12, 2001, the Board of Directors  appointed Edward T. Wells to
          serve as CEO of the Company  and Mel S.  Martin to serve as  Corporate
          Secretary.

     On December 4, 2001, the Company filed a Form 8-K/A,  amending the Form 8-K
     filed  October 19,  2001,  to include  pro forma  financial  statements  as
     required by Item 7 of Form 8-K.

















                                       20
<PAGE>



                                   SIGNATURES


In  accordance  with  Section 13 or 15(d) of the Exchange  Act,  the  registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized, this 5th day of April, 2002.

                                         Wichita Development Corporation




                                         Edward T. Wells, President and Director

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

Signature                    Title                              Date




  /s/ Edward T. Wells        President and Director             April 5, 2002
-----------------
Edward T. Wells


 /s/ Mel S. Martin
-----------------            Secretary and Director
Mel S. Martin                                                   April 5, 2002


 /s/ Jim Dendy
-----------------            Vice-President and Director
Jim Dendy                                                       April 5, 2002














                                       21
<PAGE>


INDEX TO EXHIBITS

EXHIBIT  PAGE
NO.               NO.          DESCRIPTION

3(i)              *          Articles of Incorporation of Cyberbotanical,  Inc.,
                             a Nevada  corporation,  filed with the State of
                             Nevada on February 15, 1996 (Incorporated by
                             reference from Form 10-SB filed February 8, 2000).

3(ii)             *          Amendment to Articles of Incorporation filed
                             October 12, 2000 changing the name of the Company
                             to Wichita Development Corporation.(Incorporated by
                             reference from Form SB-2/A filed December 28,
                             2000.)

3(ii)             *          By-laws of the Company adopted on April 9, 1996
                             (Incorporated by reference from Form 10-SB filed
                             February 8, 2000).

4(i)              *          Employee  Benefit Plan adopted on December 14 ,
                             1999  (Incorporated by reference from Form
                             10-SB/A-4 filed June 23, 2000)

4(ii)             *          Excerpts defining shareholder rights from
                             Articles of Incorporation (Articles IV and VI) and
                             By-Laws (Sections 2 and 6) (Incorporated by
                             reference from Form 10-SB filed February 8, 2000).

10(i)             *          Stock Purchase Agreement dated September 15, 2000
                             between the Company and Richard D. Surber
                             (Incorporated by reference from Form SB-2/A filed
                             December 28, 2000).

10(ii)            *          Purchase  Agreement dated October 17, 2000 between
                             the Company and its parent,  Kelly's Coffee Group,
                             Inc.(Incorporated by reference from Form 8-K filed
                             October 19, 2000).

10(iii)           *          Stock Purchase Agreement dated January 12, 2001
                             between the Company and Axia Group, Inc.
                             (Incorporated by reference from Form 10-KSB filed
                             March 28, 2001).

10(iv)            *          Stock Purchase  Agreement dated March 1, 2001
                             between the Company and Axia Group,  Inc.
                             (Incorporated  by reference from Form 10-KSB filed
                             March 28, 2001).

10(v)             *          Promissory  Note dated April 30, 2001 between
                             Wichita and Salt Lake  Development,  Inc.
                             (Incorporated  by reference from Form 10-QSB filed
                             July 23, 2001).

10(vi)            *          Promissory Note dated June 5, 2001 between Wichita
                             and Axia Group,  Inc.  (Incorporated  by reference
                             from Form 10-QSB filed July 23, 2001).

10(vii)           21         Promissory Note dated September 6, 2001 between
                             Wichita and West Jordan Real Estate Holdings, Inc.

* Incorporated by reference from previous filings as indicated.


                                       22
<PAGE>

EXHIBIT 10(VII)

Non-Recourse, $ 16,849.43
                                                        Dated: September 6, 2001

                                 PROMISSORY NOTE

     FOR  VALUE  RECEIVED,  West  Jordan  Real  Estate  Holdings,  Inc.,  a Utah
corporation  ("Maker"),  promises to pay to Wichita  Development  Corporation  a
Nevada corporation  ("Holder"),  or order,  Sixteen Thousand Eight Hundred Forty
Nine and 43/100 ($16,849.43).

     1. Payments.  The principal on the obligation  represented  hereby shall be
repaid in one lump sum, six months from the date hereof.

     2. Interest.  The obligation shall bear no interest,  if unpaid thirty days
after the date hereof, interest shall then be charged at the rate of ten percent
(10%) per annum.

     3. Type and Place of Payments.  Payments of principal and interest shall be
made in lawful money of the United States of America to the  above-named  Holder
in Salt Lake City, Utah, or order.

     4.  Prepayment.  Advance  payment or payments may be made on the principal,
without penalty or forfeiture. There shall be no penalty for any prepayment.

     5. Default.  Upon the  occurrence or during the  continuance  of any one or
more of the events hereinafter enumerated, Holder or the holder of this Note may
forthwith or at any time thereafter during the continuance of any such event, by
notice in writing to the Maker,  declare the unpaid balance of the principal and
interest on the Note to be  immediately  due and payable,  and the principal and
interest  shall  become  and  shall  be  immediately  due  and  payable  without
presentation,  demand,  protest, notice of protest, or other notice of dishonor,
all of which are hereby expressly waived by Maker, such events being as follows:

          (a) Default in the payment of the  principal and interest of this Note
     or any portion thereof when the same shall become due and payable,  whether
     at maturity as herein  expressed,  by  acceleration,  or otherwise,  unless
     cured within five (5) days after notice  thereof by Holder or the holder of
     such Note to Maker.

          (b) Maker shall file a voluntary petition in bankruptcy or a voluntary
     petition  seeking  reorganization,  or shall file an answer  admitting  the
     jurisdiction  of the court and any material  allegations  of an involuntary
     petition filed pursuant to any act of Congress relating to bankruptcy or to
     any act  purporting  to be  amendatory  thereof,  or shall  be  adjudicated
     bankrupt,  or shall make an  assignment  for the benefit of  creditors,  or
     shall apply for or consent to the  appointment  of any  receiver or trustee
     for Maker, or of all or any substantial  portion of its property,  or Maker
     shall  make  an  assignment  to  an  agent   authorized  to  liquidate  any
     substantial part of its assets; or


                                       23
<PAGE>

          (c) An order shall be entered pursuant to any act of Congress relating
     to bankruptcy or to any act purporting to be amendatory  thereof  approving
     an involuntary petition seeking reorganization of the Maker, or an order of
     any court  shall be entered  appointing  any  receiver or trustee of or for
     Maker, or any receiver of trustee of all or any substantial  portion of the
     property  of Maker,  or a writ or  warrant  of  attachment  or any  similar
     process shall be issued by any court against all or any substantial portion
     of the  property  of Maker,  and such order  approving  a petition  seeking
     reorganization  or  appointing  a receiver  or  trustee  is not  vacated or
     stayed,  or such writ,  warrant of  attachment,  or similar  process is not
     released or bonded within 60 days after its entry or levy.

     6. Attorneys' Fees. If this Note is placed with an attorney for collection,
or if suit be instituted for collection, or if any other remedy permitted by law
is pursued by Holder, because of any default in the terms and conditions herein,
then in such event,  the undersigned  agrees to pay reasonable  attorneys' fees,
costs, and other expenses incurred by Holder in so doing.

     7. Construction. This Note shall be governed by and construed in accordance
with the laws of the State of Utah.


     Maker: West Jordan Real Estate Holdings, Inc.


     By:         /s/ Richard D. Surber
              ------------------------
     Name:    Richard D. Surber
     Title:   President


                              EXTENSION OF DUE DATE

For good and valuable  consideration,  the receipt and  sufficiency  of which is
hereby  acknowledged,  the parties  above named extend the due date of the above
promissory note from March 6, 2002 to March 30, 2003

Dated this 1st day of March 2002

Wichita Development Corporation


By     /s/ Edward T. Wells
     --------------------------
     Edward T. Wells, President

West Jordan Real Estate Holdings, Inc.


By     /s/ Richard D. Surber
     ----------------------------
     Richard D. Surber, President








                                       24
<PAGE>

1 Real Estate Market Summary,  Wichita,  Kansas, "Forecast 2001" at 7. Published
  by J.P.  Weigand & Sons, Inc.  Wichita,  Kansas.
2 Id.
3 Id.
4 Wichita Business Journal, Fall 2001 Leasing and Office Design Guide, at 8, 11.

























                                       25
<PAGE>