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 June 30, 2002

   [ ] Transition report under Section 13 or 15(d) of the Securities Exchange
       Act of 1934 (No fee required)

         Commission file number: 000-31413
                                 ---------

                           Bottomline Home Loan, Inc.

                 (Name of Small Business Issuer in Its Charter)



              Nevada                                 88-0356064
              ------                                 ----------
 (State or Other Jurisdiction of                  (I.R.S. Employer
  Incorporation or Organization)                 Identification No.)

             200 South Los Robles Ave., Suite 230, Pasadena CA 91101
             -------------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)


                                 (800) 520-5626
                                 --------------
                (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 [X ].

The Issuer's total consolidated revenues for the fiscal year ended June 30, 2002
were $ 2,601,327.

At September  20, 2002,  the number of shares  outstanding  of the  registrant's
Common Stock, $0.001 par value (the only class of voting stock), was 16,039,000.


<PAGE>



                                TABLE OF CONTENTS

                                     PART I
                                                                           Page


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

Item 2.           Description of Property......................................5

Item 3.           Legal Proceedings............................................5

Item 4.           Submission of Matters to a Vote of Security-Holders..........6


                                     PART II

Item 5.           Market for Common Equity and Related Stockholder Matters.....6

Item 6.           Management's Discussion and Analysis or Plan of Operation....7

Item 7.           Financial Statements.........................................8

Item 8.           Changes in and Disagreements With Accountants on
                  Accounting and Financial Disclosure..........................9

                                    PART III

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

Item 10.          Executive Compensation.......................................9

Item 11.          Security Ownership of Certain Beneficial Owners and
                  Management..................................................10

Item 12.          Certain Relationships and Related Transactions..............11

Item 13.          Exhibits and Reports on Form 8-K............................12

                  Signatures..................................................13


<PAGE>



                                     PART I

ITEM 1.           DESCRIPTION OF BUSINESS

History

Bottomline Home Loan, Inc. (fka  Cyberenergy,  Inc.) was formed under Nevada law
on February 15, 1996. On June 26, 2001,  Bottomline  Home Loan,  Inc.  signed an
agreement to acquire a 76% interest in Bottomline Mortgage, Inc. in exchange for
10,000,000  of the common  shares of the Company or a 62% interest of the issued
and  outstanding  shares of its common  stock.  Bottomline  Mortgage,  Inc. then
became an operating  subsidiary of the Company effective as of July 1, 2001. Our
executive office is located at 200 South Los Robles Avenue, Suite 230, Pasadena,
California  91101,  and our telephone  number is (800) 520-5626.  Our registered
statutory  office in Nevada is located at 711 S. Carson Street,  Suite 1, Carson
City,  Nevada 89701. We use the terms "Company" and "we" in this report to refer
to Bottomline Home Loan, Inc., unless the context indicates otherwise.

General

The Company operates primarily through its subsidiary, Bottomline Mortgage, Inc.
("Bottomline").  Bottomline is an independent  retail  mortgage  banking company
primarily  engaged  in the  business  of  originating  and  selling  residential
mortgage loans. During fiscal year 2002 it originated approximately  $46,695,166
in loans,  of which 90.5% were first  mortgages  and 9.5% were second  mortgages
made to persons seeking to refinance their residential loans.  During the fiscal
year 2001 approximately $20,277,215 in loans were originated of which 78.1% were
first mortgages and 21.9% were second mortgages to owners seeking to refinance.

Bottomline  offers  a broad  array of  residential  mortgage  products  targeted
primarily to high-credit-quality borrowers over the Internet, as well as through
commission-compensated  loan originators.  Operations are conducted from Company
offices  in  Pasadena,  California  and  Clearwater,  Florida  which  operate as
community  loan  centers  and call  centers  to  service  the 18 states in which
Bottomline is currently  approved to originate  mortgages.  Bottomline  operates
primarily  as a mortgage  banker,  underwriting,  funding and selling  its' loan
products to more than 4 different buyers of residential mortgage loans.

Bottomline Mortgage, Inc. was founded in 1989. Bottomline has focused on growing
its origination volume through the construction of a retail origination  network
as a result of internal  growth and through  operation of Internet  mortgage web
site,  www.bottomlinemortgage.com.  The  Company  has  acquired a 76%  ownership
interest  (subsequently a sale reduced  ownership to 75%) in Bottomline which is
now operated as a subsidiary of the Company.

Operation of Business After Acquisition

The primary  operations of the Company consist of the mortgage  banking business
conducted  by  Bottomline  Mortgage,  Inc. a majority  owned  subsidiary  of the
Company.  As  a  mortgage  bank,   Bottomline   generates  revenue  through  the
origination  and subsequent  sale of funded loans.  This revenue is made up of a
net gain on the sale of the loans,  sale of the equity Builder  memberships  and
Origination  fees. The Origination fees include  loan-related fees consisting of
origination points,  application,  documentation and processing fees paid by the
borrower. Home equity program, a loan management ervice which Bottomline

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administers,  pays Bottomline a set fee every time a customer  subscribes to the
program.

The  primary  expenses  for  Bottomline's  operations  consist of  salaries  and
benefits paid to employees;  occupancy  and  equipment  costs;  Internet-related
expenses,   including  licensing  and  participation  fees,  advertising  costs,
marketing,  promotion,  data processing and  communication  costs. A substantial
portion of these  expenses  are  variable  in nature.  Commissions  paid to loan
originators are extremely variable,  while other salaries and benefits fluctuate
from quarter to quarter  based on  Bottomline's  assessment  of the  appropriate
levels of non-loan originator staffing,  which correlate to the current level of
loan origination  volume and the internal  perception of future loan origination
volume.

Seasonality  affects the mortgage industry as loan originations are typically at
their lowest levels during the first and fourth  quarters due to a reduced level
of home buying activity during the winter months.  Loan  originations  generally
increase  during the warmer  months  beginning in March and  continuing  through
October.  As a result,  Bottomline will expect higher earnings in the second and
third  quarters  and lower  earnings  in the first and  fourth  quarters  of the
calendar year.

Interest rates and economic  cycles also affect the mortgage  industry,  as loan
originations  typically fall in rising interest rate environments.  During these
periods,  refinancing  originations  decrease as higher  interest  rate  provide
reduced   economic   incentives  for  borrower's  to  refinance  their  existing
mortgages.  Due to changes in the interest rate  environment over recent months,
Bottomline's  historical  performance may not be indicative of results in future
interest  rate  environments.  Recent net losses or  profits by  Bottomline  may
distort  some  ratios and  financial  statistics  and may make  period-to-period
comparisons difficult.

Bottomline offers a broad and competitive range of mortgage products that aim to
meet the mortgage  needs of all  borrowers.  These  products  include Fannie Mae
eligible loans,  alternate "A" loans,  non- prime loans,  home equity and second
mortgage loans,  construction  loans and bridge loans.  The Bottomline  employee
base of experience and expertise in numerous types of mortgages gives Bottomline
the ability to provide a full product line in each division of its operations.

Bottomline's  network of residential loan buyers allows it to identify  specific
loan  features,  to identify a loan buyer who will purchase  loans with specific
features  and to select a buyer who will accept the lowest  yield for loans with
those  features.  As a  result,  Bottomline  is able to  offer a wide  range  of
products  that are well priced and that have many  different  features to suit a
customer's needs.

Bottomline is presently handling the following types of loans:

          Conforming  and  Government-Insured  Fixed Rate Loans.  These mortgage
          loans conform to the underwriting  standards established by Fannie Mae
          or the Federal Home Loan Mortgage Corporation (commonly referred to as
          Freddie Mac).  This product is limited to high quality  borrowers with
          good credit  records and involves  adequate  down payments or mortgage
          insurance.  These  loans may qualify  for  insurance  from the Federal
          Housing Authority (FHA) or guarantees from the Veterans Administration
          (VA). Bottomline has been designated by the U.S. Department of Housing
          and Urban  Development  (HUD) as a direct endorser of loans insured by
          the FHA and as a supervised  lender of loans  partially  guaranteed by
          the VA, allowing  Bottomline to offer FHA or VA mortgages to qualified
          borrowers. FHA and VA mortgages must be underwritten within specific

                                        2

<PAGE>



          governmental  guidelines,  which include borrower income verification,
          asset  verification,  borrower credit  worthiness,  property value and
          property condition.

          Jumbo Loans. Jumbo loans are considered  non-conforming mortgage loans
          because they have a principal loan amount in excess of the loan limits
          set  by  Fannie  Mae  and  Freddie   Mac   (currently   $300,700   for
          single-family,  one-unit  mortgage  loans  in the  continental  United
          States).   Bottomline  offers  Jumbo  Loans  with  creative  financing
          features,  such as the pledging of security  portfolios.  Bottomline's
          Jumbo  Loan  program is geared to the more  financially  sophisticated
          borrower.

          Adjustable  Rate  Mortgages  (ARM).  The ARM's  defining  feature is a
          variable  interest  rate which  fluctuates  over the life of the loan,
          usually 30 years.  Interest  rate  fluctuations  are based on an index
          that is related to United  States  Treasury  bill  rates,  regional or
          national average costs of funds of savings and loan  associations,  or
          similar widely  published rates such as LIBOR.  The period between the
          rate  changes  is called  an  adjustment  period  and may be every six
          months, one year, three years, five years or ten years. Some the ARM's
          offered by  Bottomline  may  include  payment  caps,  which  limit the
          interest rate increase for each adjustment period.

          Alternate "A" Loans. From a credit risk standpoint, Alternate "A" Loan
          borrowers present a risk profile comparable to that of conforming loan
          borrowers, but present special underwriting considerations,  such as a
          higher loan to value ratio or limited income verification.

          Non-Prime  Mortgage  Loans.  The  Non-Prime  Mortgage  Loan focuses on
          customers   whose  borrowing  needs  are  not  served  by  traditional
          financial institutions. Borrowers of Non-Prime Mortgage Loans may have
          impaired or limited  credit  profiles,  high levels of debt service to
          income, or other factors that disqualify them for conforming loans. By
          originating  mortgage  loans to  borrowers  with higher  credit  risk,
          Bottomline  is able to charge  higher  interest  rates  than  would be
          charged for a  conventional  loan.  Offering this category of mortgage
          loans on a limited basis allows Bottomline to provide loan products to
          borrowers with a variety of differing credit profiles.

          Home  Equity and Second  Mortgage  Loans.  These  loans are  generally
          secured by second  liens on the real  property.  Home equity  mortgage
          loans  can  take  the  form of a home  equity  line of  credit,  which
          generally  bears an adjustable  interest rate,  while second  mortgage
          loans are closed-end  loans with fixed interest  rates.  Both types of
          loans are  designed  for  borrowers  with high credit  profiles.  Home
          equity lines  generally  provide for a 10 or 15 year draw period where
          the borrower withdraws needed cash and pays interest only, followed by
          a 10 to 20 year repayment  period.  Second Mortgage loans are fixed in
          amount at the time of origination and typically amortize over 10 to 25
          years.

          Construction Loans.  Bottomline offers a variety of construction loans
          for owner-occupied single-family residences. These loans are available
          on a rollover basis,  meaning that the borrower can secure funding for
          the  land  purchase  and  construction  of the  home,  then  roll  the
          financing over into a permanent mortgage loan. During the construction
          period,  interest-only  payments  are  made.  Withdrawals  during  the
          construction  period, to cover the costs associated with each stage of
          completion, are usually made in 5 to 7 disbursements.

                                        3

<PAGE>






          Bridge Loans.  The Bridge Loans that  Bottomline  makes are short-term
          loans and may be used in conjunction with other loan products.  Bridge
          Loans  provide a means for a  borrower  to  obtain  cash  based on the
          equity of a current home that is on the market but not yet sold and to
          use that cash to purchase a new home.

Government Regulation

The  residential  mortgage  loan  business  is  subject  to the laws,  rules and
regulations of various federal,  state and local government  agencies  regarding
the  origination,  processing,  underwriting,  sale and servicing of such loans.
These agencies  would include,  but not be limited to, HUD, FHA, VA, Fannie Mae,
Freddie  Mac and Ginnie  Mae.  These laws,  rules and  regulations,  among other
things,  limit the interest  rates,  finance  charges and other fees that may be
charged,   require   Bottomline   to   make   extensive   disclosure,   prohibit
discrimination  and  impose  qualification  and  licensing  obligations.   These
regulations  also  impose on us various  reporting  and net worth  requirements.
Bottomline is thus also subject to inspection by these government agencies.  Our
failure to comply with these requirements could lead to, among other things, the
loss of approved status, termination of contractual rights without compensation,
demands for indemnification or mortgage loan repurchases,  class action lawsuits
and administrative enforcement actions.

The lending  involved with the retail mortgage loans handled by the Company also
require  compliance with Federal lending and credit  regulations,  including but
not limited to, the Federal  Truth-in-Lending  Act and  Regulation Z thereunder,
the Federal Equal Credit  Opportunity Act and Regulation B thereunder,  the Real
Estate Settlement  Procedures Act of 1974 and Regulation X thereunder,  the Home
ownership  and Equity  Protection  Act of 1994,  the Fair  Housing Act, the Home
Mortgage Disclosure Act and Regulation C thereunder, the Federal Debt Collection
Practices Act, the Fair Credit  Reporting Act of 1970 and the various state laws
and regulations  imposed by the various states in which the Company operates and
conducts loan activity.

The Company is subject to audit  requirement  by the  various  federal and state
agencies that regulate the type of loans  involved in the Company's  operations.
To date, these audits have not revealed any material  violations and the Company
has not been subject to any sanction, limitation, or penalty as a result of this
oversight.  The internal  controls and operations of the Company are designed to
insure  compliance  with all of these  regulations,  preparation of all required
documents and  disclosures,  compliance  with  limitations on interest rates and
charges, all as dependent upon the particular location of a borrower.

Bottomline's current operations on the Internet are not presently subject to
direct regulation by any government agency in the United States beyond
mortgage-related regulations and regulations applicable to businesses generally.
A number of legislative and regulatory proposals have been under consideration
by federal, state and local governmental organizations and may lead to laws or
regulations concerning various aspects of business on the Internet, including:

         o        user privacy,

         o        taxation,

                                        4

<PAGE>




         o        content,

         o        access charges,

         o        liability for third-party activities, and

         o        jurisdiction.

The adoption of new laws or the  application  of existing  laws may decrease the
use of the  Internet,  increase  our costs or  otherwise  adversely  affect  our
business.

Regulatory and legal  requirements are subject to change.  If such  requirements
change and become more restrictive, it would be more difficult and expensive for
Bottomline  to comply and could  affect the way we conduct our  business,  which
could  adversely  impact our results of  operations.  Although we believe we are
currently in material  compliance with the laws,  rules and regulations to which
we are subject, we cannot assure you that we are, or will be, in full compliance
with applicable laws, rules and regulations.

If we cannot  comply  with  those laws or  regulations,  or if new laws limit or
eliminate  some of the  benefits of  purchasing  a mortgage,  our  business  and
results of operations may be materially adversely affected.

Competition

Bottomline's  business of retail mortgage banking and origination of residential
mortgage loans,  especially in the emerging Internet  marketplace for such loans
is highly  competitive.  Established and new entities have entered this area and
there is no reason to believe that additional operations will not enter the area
in the future.  Many of the existing competing entities in this field are larger
than the Company,  have greater resources,  more experience,  existing marketing
programs and are using  substantially  similar  modes of operation in conducting
their business on a larger scale at the present time.

Employees

As of September 20, 2002 we have 14 full time commission  only loan  originators
and 7 salaried  production staff, plus 2 management staff (Buster Williams,  Jr.
and his son David Williams) for a total of 23 staff members.

ITEM 2.           DESCRIPTION OF PROPERTY

The Company  currently  maintains its executive  offices at 200 South Los Robles
Avenue,  Suite 230,  Pasadena,  California  91101.  The building is owned by 200
South Los Robles-VEF V LLC, a nonrelated Limited Liability Company.  The Company
pays  annual  rent of  $74,485  for the use of this  2,722  square  foot  office
location.

ITEM 3.           LEGAL PROCEEDINGS

The majority  owned  subsidiary of the Company,  Bottomline  Mortgage,  Inc. and
Buster Williams,  Jr.,  (president of both the Company and Bottomline  Mortgage,
Inc.) individually have been sued in the Superior Court of the State of

                                        5

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California, County of San Diego, Case No. GIC 766622 in a case entitled Radoslav
Kalla vs. Bottomline Mortgage, Inc., C & W Global Realty, Inc.; Buster Williams,
Jr.;  and Does 1  through  10,  inclusive.  The  suit  alleges  that  Bottomline
Mortgage,  Inc. is  obligated to Mr. Kalla in the sum of $180,000 for loans that
have not been repaid to him on demand.  The  Defendants  have filed their answer
and are contesting the  allegations of Mr. Kalla.  It is their position that Mr.
Kalla is an investor in  Bottomline  Mortgage,  Inc.,  through his  purchases of
preferred  stock and is thus not entitled to the damages and recovery  sought by
his suit. This matter is set for trial.

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

None.
                                     PART II

ITEM 5.           MARKET PRICE OF AND DIVIDENDS ON THE REGISTRANT'S COMMON
                  EQUITY AND OTHER SHAREHOLDER MATTERS

The Company currently has no public trading market.  The Company intends to file
a Form 15c-(2)(11) in an effort to obtain a listing on the NASD over the counter
bulletin board to create a public market.  Management believes that the creation
of a public trading market for the Company's securities would make the Company a
more attractive  investment candidate.  However,  there is no guarantee that the
Company  will obtain a listing on the NASD  over-the-counter  bulletin  board or
that a public  market for the  Company's  securities  will develop or, if such a
market does develop,  that it will continue,  even if a listing on the NASD over
the counter bulletin board is obtained.

Recent Sales of Unregistered Securities

In a signed Stock  Exchange  Agreement  the Company  agreed that in exchange for
50,000 shares of the common stock of Torchmail Communications,  Inc. the Company
would issue 500,000  restricted shares of its common stock, this transaction was
approved  by the  Board of  Directors  on June 28,  2001 and  concluded  shortly
thereafter  by issuing the 500,000  restricted  shares of the  Company's  common
stock to Torchmail and receiving in return 50,000 restricted shares of Torchmail
Communications,  Inc. common stock. This private stock sale was made in reliance
on the exemptions  from  registration  afforded by Section 4(2) of the 1933 Act.
The parties in August of 2002,  subsequent to the end of the fiscal year, agreed
in a written  agreement to reverse the exchange  carried by this  agreement  and
return the shares each party had issued to the other, completion of this process
will be completed in the near future.

Record Holders

Bottomline Home Loan,  Inc.'s  authorized  capital stock consists of 500,000,000
shares of common stock,  par value $0.001,  of which  16,039,000  are issued and
outstanding  as of September 20, 2002.  There is authorized  preferred  stock of
5,000,0000 shares,  par value of $0.001,  none of which is issued or outstanding
and there are no options,  warrants or other instruments convertible into shares
outstanding.  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.


                                        6

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Dividends

The  Company  has not  declared  any  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.

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

Results of Operations Bottomline Home Loan, Inc.

Revenues

The Company had loan  origination  income and interest income of $1,024,193,  in
addition to income from the sale of loans and servicing  rights in the amount of
$1,078,769  and  additional  income of $498,365 from the sale of equity  builder
memberships  in the fiscal  year ended June 30,  2002.  The total  revenues  for
Bottomline during the fiscal year ended June 30, 2002 were $2,601,327.

Expenses

Selling,  general and administrative expenses for the fiscal year ended June 30,
2002,  were  $626,786 and such  expenses for the fiscal year ended June 30, 2001
were $655,904, an increase of $29,118 or 5%. Selling, general and administrative
expenses  for 2001 and 2002  consisted  of  expenses to keep the Company in good
corporate standing, fees to transfer agents, and expenses to operate the Company
including rent,  telephone,  licensing fees,  equipment  leases,  accounting and
legal services.

Additional  expenses in the form of salaries  and direct loan costs for the year
ended June 30, 2002 were $1,806,780 compared to $789,175 for the year ended June
30, 2001, an increase of $1,017,605 or 129%, this increase is attributable to an
increase in employee and other expenses related to an increase in the number and
amount of loans  processed  during the year ended June 30, 2002  compared to the
similar  period ended June 30, 2001.  Interest  expenses of $92,309 for the year
ended June 30, 2002  compared to $104,673  for 2001 a decrease of $12,364 or 12%
as a result of reduction in loan balances.

Total  operating  expenses  for the year  ended  June 30,  2002 were  $2,525,875
compared to $1,549,752  for the year ended June 30, 2001 an increase of $972,123
or 63%  resulting  from the  increased  amount of business and other  factors as
stated.  An item that contributed to additional  expenses in 2002 was related to
the  Company's  efforts to complete a Form SB-2  Registration  Statement and the
related costs and audit information required in that process.

Losses/Gains

The Company had a net income of $52,028 for the year period ended June 30, 2002,
compared to net losses of $252,441 for the fiscal year ended June 30, 2001.  The
net income for the current year are a reflection of increased business resulting
from the favorable  interest  rates for  mortgages  available to the Company and
it's customers  during the year. The amount of loan  originations by the Company
increased  from  $20,277,215  for  the  fiscal  year  ended  June  30,  2001  to
$46,695,166  for the fiscal year ended June 30, 2002. This 130% increase in loan
origination is a result of the additional  commissioned  loan origination  staff
hired by the Company and the opening of an office in San Marco, Texas at a time

                                        7

<PAGE>



when the mortgage interest rates available were being reduced. The Company's net
loss for the prior  period  were  attributable  to  general  and  administrative
expenses and the increases  reflect the expenses  related to the  acquisition of
Bottomline Mortgage,  Inc. and related accounting,  audit and reporting expenses
arising from that acquisition.

Results of Operations Bottomline Mortgage, Inc.

Revenues and Expenses

Comparable  information for the Company's majority owned subsidiary,  Bottomline
Mortgage,  Inc.  show  that for the  fiscal  year  ending  June 30,  2002 it had
$2,601,327 in revenues and  $1,330,275 for the fiscal year ending June 30, 2001.
Operating  expenses  for the years ended June 30, 2002,  and June 30, 2001,  for
Bottomline  Mortgage,  Inc. were respectively,  $2,525,875 and $1,549,752,  with
depreciation  expenses for those  respective years in the amounts of $10,711 and
$10,972. The reason for the increase in both revenues and expenses from the year
2001 to 2002 is a result of the increase in commissioned  loan origination staff
and  fluctuations  in the interest  rate market and its effect on the  increased
amount of business obtained by Bottomline.

Losses

Net loss for  Bottomline  Mortgage,  Inc.  for the year ended June 30,  2001 was
$332,037  and for the year ended June 30, 2002 the net income was  $72,165.  For
the year ended June 30, 2001 other losses  contributing to the net loss included
a loss of $64,588 on the sale of securities, a $5,021 loss on asset disposal and
unrealized losses of $51,101 on securities.

Liquidity and Capital Resources of Bottomline Home Loan, Inc.

The Company is currently authorized to issue 500,000,000 shares of common stock,
of which 16,039,000  shares are issued and outstanding,  and 5,000,000 shares of
preferred  stock,  none of  which  is  outstanding  as of  September  20,  2002.
Management  believes  that the  Company  has  sufficient  resources  to meet the
anticipated needs of the Company's  operations  through at least the fiscal year
ending June 30, 2003. The Company anticipates that its major shareholders and/or
the revenue  generated from its current  operations will  contribute  sufficient
funds to satisfy  the cash needs of the  Company  through the fiscal year ending
June 30,  2003.  However,  there  can be no  assurances  to that  effect  as the
Company's need for capital may change dramatically during that period.


ITEM 7.           FINANCIAL STATEMENTS

The Company's  audited  financial  statements for the fiscal year ended June 30,
2002 are attached hereto as F-1 through F-19.




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<PAGE>













                           BOTTOMLINE HOME LOAN, INC.
                              Financial Statements
                             June 30, 2002 and 2001

































                                       F-9

<PAGE>




                           BOTTOMLINE HOME LOAN, INC.
                      (formerly known as CYBERENERGY, INC.)

                                Table of Contents


                                                                           Page
Independent Auditors' Report .............................................F-3-4

Consolidated Balance Sheet - June 30, 2001 and 2002........................ F-5

Statements of Stockholders' Equity for the one year periods
ended June 30, 2001 and June 30, 2002.......................................F-6

Statements of Operations for the one year periods ended June
30, 2001 and June 30, 2002..................................................F-7

Statements of Cash Flows for the one year periods ended June
30, 2001 and June 30, 2002 .................................................F-8

Notes to Financial Statements .......................................... F-9-19


















                                       F-2

<PAGE>



                          [LETTERHEAD OF TANNER & CO.]

                          INDEPENDENT AUDITORS' REPORT





To the Board of Directors of
Bottomline Home Loan, Inc.


We have audited the accompanying  consolidated  balance sheet of Bottomline Home
Loan,  Inc. as of June 30,  2002,  and the related  consolidated  statements  of
operations,  stockholders'  equity and cash flows for the year then ended. These
financial  statements are the  responsibility of the Company's  management.  Our
responsibility  is to express an opinion on these financial  statements based on
our audit.

We conducted our audit in accordance with 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 financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audit  provides  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial position of Bottomline Home Loan, Inc. as
of June 30, 2002,  and the results of its  operations and its cash flows for the
year then ended in conformity with accounting  principles  generally accepted in
the United States of America.




/s/ Tanner + Co.

Salt Lake City, Utah
August 9, 2002


                                       F-3

<PAGE>



           5872 South 900 East, Suite 250 *Salt Lake City, UT 84121 *
                      (801) 269-1818 * Fax (801) 266-3481
                       (Letterhead of Mantyla McReynolds)
                           A Professional Corporation
                                      (CPA)

INDEPENDENT AUDITORS' REPORT

Board of Directors and Stockholders
Bottomline Home Loan, Inc. (formerly known as CyberEnergy, Inc.)
Pasadena California

We have audited the accompanying  consolidated  balance sheet of Bottomline Home
Loan, Inc. (formerly known as CyberEnergy,  Inc.), and consolidated  subsidiary,
as of June  30,  2001,  and the  related  statements  of  stockholders'  equity,
operations,  and cash flows for the year ended June 30,  2001.  These  financial
statements   are  the   responsibility   of  the   Company's   management.   Our
responsibility  is to express an opinion on these financial  statements based on
our audit.

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

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial  position of BottomLine  Home Loan,  Inc.
(formerly known as CyberEnergy,  Inc.), and consolidated subsidiary,  as of June
30, 2001,  and the results of operations  and cash flows for the year ended June
30, 2001, in conformity with  accounting  principles  generally  accepted in the
United States.

The  accompanying  financial  statements  have been  prepared  assuming that the
Company will continue as a going  concern.  The  Company's  history of operating
losses  raises  substantial  doubt  about its  ability  to  continue  as a going
concern.  Management's  plans in those  matters  are  described  in note 10. The
financial  statements do not include any adjustments  that might result from the
outcome of this uncertainty.


/s/ MANTYLA MCREYNOLDS

August 27, 2001
Salt Lake City, Utah


                                       F-4

<PAGE>




                           BOTTOMLINE HOME LOAN, INC.
                           Consolidated Balance Sheet
                             June 30, 2002 and 2001

Assets                                                   2002          2001
                                                    ------------   -----------

Current assets:
Cash                                                $    274,028   $    41,672
Marketable securities                                     14,375       118,546
Receivables from sales of loans                          866,711     1,717,850
Other fee receivable                                     353,740             -
Prepaids and other assets                                 12,500             -
                                                    ------------   -----------

Total current assets
                                                       1,521,354     1,878,068

Property and equipment, net                               32,113        38,991
Note receivable                                                -       106,150

Other assets                                               9,826        17,672
                                                    ------------   -----------

                                                    $  1,563,293   $ 2,040,881
                                                    ------------   -----------
Liabilities and Stockholders' Equity

Current Liabilities:
Warehouse line of credit                            $     782,13   $ 1,651,944
Note payable                                             353,740             -
Accounts payable and accrued expenses                     68,259       100,350
Current maturities of long-term debt                      15,373        22,877
                                                    ------------   -----------

Total current liabilities                              1,219,510     1,775,171

Long-term debt                                                 -        14,092

                                                    ------------   -----------
Total liabilities                                      1,219,510     1,789,263
                                                    ------------   -----------

Minority interest                                         85,764        57,451

Commitments and contingencies                                  -             -

Stockholders' equity:
Preferred stock, $.001 par value, 5,000,000 shares
authorized; 0 shares issued and outstanding                    -             -
Common stock, $.001 par value, 500,000,000 shares
authorized; 16,039,000 shares
issued and outstanding, respectively                      16,039        16,039
Additional paid-in capital                               716,383       704,559
Accumulated deficit                                    (474,403)     (526,431)
                                                    ------------   -----------

Total stockholders' equity                               258,019       194,167
                                                    ------------   -----------

                                                    $  1,563,293   $ 2,040,881
                                                    ------------   -----------

See accompanying notes to consolidated financial statements.



                                       F-5

<PAGE>



                           BOTTOMLINE HOME LOAN, INC.
                      Consolidated Statement of Operations

                       Years Ended June 30, 2002 and 2001


                                                          2002        2001
                                                     ------------ -----------

Revenues:
Equity builder revenue                               $    498,365 $         -
Origination and commitment fee revenue                  1,024,193     643,732
Income from sale of loans and servicing rights          1,078,769     586,543
Consulting revenue                                              -     100,000
                                                     ------------ -----------

Total revenues                                          2,601,327   1,330,275
                                                     ------------ -----------

Operating expenses:
Salaries and direct loan costs                          1,806,780     789,175
Interest                                                   92,309     104,673
Selling, general and administrative                       626,786     655,904
                                                     ------------ -----------

Total operating expenses                                2,525,875   1,549,752
                                                     ------------ -----------

Income (loss) from operations                              75,452   (219,477)
                                                     ------------ -----------

Other income (expense):
Interest income                                             3,094       8,150
Other income                                                    -           -
Loss on disposal of asset                                       -     (5,021)
Realized and unrealized gains (losses)
on sale of securities                                     (6,381)   (115,689)
                                                     ------------ -----------

Total other income (expense)                              (3,287)   (112,560)
                                                     ------------ -----------

Net income (loss) before minority interest
  and taxes                                                72,165   (332,037)

Income tax (expense) benefit                                    -           -

Minority share of (income) loss                          (20,137)      79,596
                                                     ------------ -----------

Net income (loss)                                    $     52,028 $ (252,441)
                                                     ------------ -----------

Net income (loss per common share)
  - basic and diluted                                $       0.00 $    (0.03)
                                                     ------------ -----------

Weighted average shares outstanding
  - basic and diluted                                  16,039,000   9,373,000
                                                     ------------ -----------
See accompanying notes to consolidated financial statements.


                                       F-6

<PAGE>




                                 BOTTOMLINE HOME
                                   LOAN, INC.
                 Consolidated Statement of Stockholders' Equity

                       Years Ended June 30, 2002 and 2001
<TABLE>
<CAPTION>

                                                                                        Additional
                                     Preferred Stock             Common Stock        Paid-in    Accumulated deficit
                                   Shares     Amount        Shares      Amount       Capital                           Total
                                  --------  ---------   -----------  ----------   ------------   ---------------   ------------
<S>                              <C>       <C>         <C>          <C>          <C>            <C>               <C>

Balance, July 1, 2000                    -  $       -     4,250,000  $  349,900   $          -         (194,394)        155,506


Effect of recapitalization
                                         -          -     4,627,000   (756,091)        756,091                 -               -

Common stock issued for:
Cash
                                         -          -       873,000     291,000              -                 -         291,000
Services
                                         -          -       250,000      83,333              -                 -          83,333

Capital contributed by officer
                                         -          -             -      41,858              -                 -          41,858

Shares issued in reverse merger
                                         -          -     6,039,000       6,039       (51,532)                 -        (45,493)

Net loss
                                         -          -             -           -              -         (332,037)       (332,037)
                                  --------  ---------   -----------  ----------   ------------   ---------------   -------------

Balance, June 30, 2001
                                         -          -    16,039,000      16,039        704,559         (526,431)         194,167

Subsidiary stock issued for cash
                                         -          -             -           -         11,824                 -          11,824

Net income
                                                                                                          52,028          52,028
                                  --------  ---------   -----------  ----------   ------------   ---------------   -------------

Balance, June 30, 2002                      $       -    16,039,000      16,039   $    716,383         (474,403)         258,019

                                  --------  ---------   -----------  ----------   ------------   ---------------   -------------
</TABLE>

See accompanying notes to consolidated financial statements.



                                       F-7

<PAGE>




                           BOTTOMLINE HOME LOAN, INC.
                      Consolidated Statement of Cash Flows


                                                               2002       2001
                                                          ---------- -----------

Cash flows from operating activities:
Net income (loss)                                         $   52,028 $ (252,441)
Adjustments to reconcile net income (loss) to net cash
used in operating activities:
Depreciation                                                  10,711      10,972
Loss on disposition of assets                                      -       5,021
Realized and unrealized loss on trading securities             6,381      51,101
Common stock issued for services                                   -      83,333
Minority interest in net income                               20,137    (79,596)
Decrease (increase) in:
Accounts receivable                                          851,139   (800,271)
Short-term notes receivable                                (353,740)           -
Prepaid and other assets                                    (12,500)           -
Other assets                                                   7,846           -
Increase (decrease) in:
Cash overdraft                                                     -           -
Accounts payable and accrued liabilities                    (32,091)      81,379
Warehouse line of credit                                   (869,806)     815,214
                                                          ---------  -----------

Net cash used in operating activities                      (319,895)    (85,288)
                                                          ---------- -----------

Cash flows from investing activities:
Net change in marketable securities                           97,790   (154,383)
Decrease (increase) in notes receivable                      106,150     (5,171)
Purchase of property and equipment                           (3,833)           -
                                                          ---------- -----------

Net cash provided by (used in) investing activities          200,107   (159,554)
                                                          ---------  -----------

Cash flows from financing activities:
Net increase in note payable                                 353,740           -
Payments of long-term debt                                  (21,596)    (28,466)
Cash acquired in reverse acquisition                               -       1,488
Issuance of subsidiary stock for cash                         20,000           -
Proceeds from issuance of common stock                             -     291,000
                                                          ---------- -----------

Net cash provided by financing activities                    352,144     264,022
                                                          ---------- -----------

Net increase in cash and cash equivalents                    232,356      19,180

Cash and cash equivalents at beginning of year                41,672      22,492
                                                          ---------- -----------

Cash and cash equivalents at end of year                     274,028 $    41,672
                                                          ---------- -----------

Cash paid for:
                    Interest                              $   92,309     104,673
                    Income taxes                          $        -           -

See accompanying notes to consolidated financial statements.



                                       F-8

<PAGE>


                           BOTTOMLINE HOME LOAN, INC.
                   Notes to Consolidated Financial Statements

                             June 30, 2002 and 2001

1.Summary of   Nature of Business
Significant    The Company incorporated under the laws of the State of Nevada on
Accounting     February  15, 1996 as  CyberEnergy,  Inc. The name of the company
Policies       was changed to  Bottomline  Home Loan,  Inc. on May 4, 2001.  The
               Company was a  developmental  stage  company until June 27, 2001,
               when  it  acquired  76%  of  the  outstanding   common  stock  of
               Bottomline Mortgage,  Inc. The transaction was accounted for as a
               reverse  acquisition  using the  purchase  method of  accounting,
               therefore  the  historical  results  presented  in the  financial
               statements are those of Bottomline Mortgage, Inc., the accounting
               acquirer,  through June 27, 2001, after which historical  results
               represent the combined entity.  The Company assists  individuals,
               brokers,  and others in obtaining long-term trust deed (mortgage)
               financing. The Company processes loan applications,  effects loan
               underwriting  and receives  purchase  commitments  from  investor
               groups for  mortgage  backed  loans  prior to funding  the loans,
               primarily at its corporate office in Pasadena,  California.  Loan
               applications  are also solicited and received at office locations
               in Salt Lake City, Utah; Phoenix, Arizona; and San Marcos, Texas.
               The  Company  is a loan  correspondent,  as  defined  by the U.S.
               Department  of  Housing  and  Urban  Development  (HUD),  and  is
               therefore required to conform to certain net worth, liquid assets
               and other  conditions  and  requirements  and to  follow  certain
               specific regulations issued from time to time by HUD.

               Principles of Consolidation
               The accompanying  consolidated financial statements sheet include
               the accounts of Bottomline  Home Loan,  Inc.  (formerly  known as
               Cyberenergy,  Inc.) and its 75% subsidiary,  Bottomline Mortgage,
               Inc.  Minority   interest   represents   minority   shareholders'
               proportionate  share of the equity in Bottomline  Mortgage,  Inc.
               All  significant   intercompany  balances  and  transactions  are
               eliminated.

               Estimates
               The  preparation  of  financial  statements  in  conformity  with
               accounting  principles generally accepted in the United States of
               America  requires  management to make  estimates and  assumptions
               that   affect   certain   reported   amounts   and   disclosures.
               Accordingly, actual results could differ from those estimates.

               Cash and Cash Equivalents
               The Company  considers  all deposits  with initial  maturities of
               three months or less to be cash equivalents.



                                       F-9

<PAGE>


                           BOTTOMLINE HOME LOAN, INC.
                   Notes to Consolidated Financial Statements

                             June 30, 2002 and 2001




1. Summary of  Concentration of Credit Risk
Significant    The  Company's  primary  business  is  originating   conventional
Accounting     mortgage  loans and  mortgage  loans  based on  FHA/HUD  Title II
Policies       regulations.  As an approved FHA/HUD Title II loan correspondent,
Continued      the  Company's  HUD  mortgages  are  insured  by  FHA.  Title  II
               regulations limit the size of individual loans to specific dollar
               amounts,    and    contain    guidelines    regarding    borrower
               credit-worthiness.  Company  management  believes the credit risk
               associated with specific borrowers and geographic  concentrations
               is not significant.

               The Company  maintains  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.

               Financial  instruments,  which potentially subject the Company to
               concentration  of credit risk include  receivables from investors
               and  customers.  In the normal  course of  business,  the Company
               provides  credit terms to investors and  customers.  Accordingly,
               the Company performs ongoing credit  evaluations of investors and
               customers.

               Interest Rate Risk
               The Company is subject to risk associated with changing  interest
               rates.  Changing  rates may impair the  ability of the Company to
               market its mortgage products.  The Company mitigates this risk by
               offering products that transfer this risk to purchasers.

               Earnings Per Share
               The  computation  of basic  earnings per common share is based on
               the weighted  average  number of shares  outstanding  during each
               year.

               The computation of diluted  earnings per common share is based on
               the weighted average number of shares outstanding during the year
               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 year. Common stock equivalents are not included in the
               diluted per share  calculation when their effect is antidilutive.
               As of June 30, 2002 and 2001, the Company had no stock options or
               warrants outstanding.


                                      F-10

<PAGE>


                           BOTTOMLINE HOME LOAN, INC.
                   Notes to Consolidated Financial Statements
                                    Continued

1.Summary of   Marketable Securities
Significant    The Company has classified its marketable securities as "trading"
Accounting     securities in accordance  with Statement of Financial  Accounting
Policies       Standards (SFAS) No. 115.  Trading  securities are stated at fair
Continued      value,  with  unrealized  gains and losses reported as a separate
               portion  of  other  income   (expense)  in  the   statements   of
               operations.  Marketable securities - trading at June 30, 2002 and
               2001 were valued at $14,375 and $118,546 respectively.  Valuation
               of other  security  investments  is based on  acquisition  costs.
               Markdowns   are  made  to  reflect   significant   and  permanent
               impairment in value.  Gains and losses on sales of securities are
               determined using the average cost method.


               Property and Equipment
               Software,   furniture   and   equipment  are  recorded  at  cost.
               Depreciation  is  computed on the  straight-line  method over the
               estimated  useful  lives of the assets  which is  estimated to be
               between  five  and  seven  years.   Depreciation   for  financial
               reporting purposes amounted to approximately  $11,000 for each of
               the years ended June 30, 2002 and 2001. Maintenance, repairs, and
               renewals, which neither materially add to the value of the assets
               nor  appreciably  prolong their lives,  are charged to expense as
               incurred.  Gains and losses from dispositions of fixed assets are
               reflected in the Statement of Operations.

               Recognition of Mortgage Fee Income
               Mortgage  fee income  consists of service  and release  premiums,
               origination  fees,  processing  fees  and  certain  other  income
               related to mortgages. For mortgages sold, mortgage fee income and
               related  expenses are  recognized  at the time the loan meets the
               sales   criteria  for   financial   assets  which  are;  (1)  the
               transferred  assets have been  isolated  from the Company and its
               creditors,  (2) the transferee (investor) has the right to pledge
               or exchange the  mortgage,  and (3) the Company does not maintain
               effective control over the transferred mortgage loan. The Company
               does not carry any mortgage loans for investment purposes. A firm
               commitment is obtained from the investor on a loan-by-loan  basis
               before  closing  a loan.  Immediately  after  closing,  the  loan
               documents  are  sent to the  investor  endorsed  in  blank,  thus
               meaning  title and  effective  control  have  transferred  to the
               investor.  At such time,  revenue,  calculated  as the amount due
               from the investor in excess of the loan funded by the Company, is
               recorded.





                                      F-11

<PAGE>


                           BOTTOMLINE HOME LOAN, INC.
                   Notes to Consolidated Financial Statements
                                    Continued

1.Summary of   Recognition of Mortgage Fee Income - Continued
  Significant  In connection with the sale of mortgage  loans,  the Company also
  Accounting   sells the servicing rights to such loans. The Company  recognizes
  Policies     revenue from the sale of such servicing  rights when an agreement
  Continued    with the purchaser of such servicing rights exists,  ownership to
               such servicing rights has been transferred to the purchaser,  the
               selling price of such servicing  rights is fixed or determinable,
               and collectibility is reasonable assured. The Company's contracts
               with  investors or servicers  that purchase  these rights require
               certain  warrants  and   representations  by  the  Company  which
               guarantee the  mortgages  will be serviced for a minimum of three
               to twelve months after they are purchased.  Should for any reason
               the  loan be paid off or  prepaid  during  the  first  year,  the
               servicer may request the return of all or a pro-rated  portion of
               the service  release  premium paid to the Company.  The Company's
               accounting  policy is to provide a reserve for the amount of fees
               that are  estimated to be refunded to the  servicers,  however to
               date such  estimates  are minor.  During the years ended June 30,
               2002 and 2001,  the Company  did not refund any  service  release
               premiums to a servicer.


               Commitment fees received, are non-refundable fees that arise from
               agreements  with  borrowers  that  obligate the Company to make a
               loan or satisfy an obligation  under a specified  condition,  are
               initially  deferred  and  recognized  as  revenue  as  loans  are
               delivered to investors, or when it is evident that the commitment
               will not be utilized.

               Loan  origination  fees received and direct costs of  originating
               loans are deferred and  recognized  as income or expense when the
               loans are sold to investors.

               Mortgage loans are primarily funded by lending institutions under
               warehouse line of credit agreements.




                                      F-12

<PAGE>


                           BOTTOMLINE HOME LOAN, INC.
                   Notes to Consolidated Financial Statements
                                    Continued

1.Summary of   Recognition of Equity Builder Revenue
  Significant  Equity builder  revenue  represents  fees charged to customers to
  Accounting   initiate the Equity Builder  Program (the  program).  The program
  Policies     allows the  customer  to make  bi-weekly  payments  by  automatic
  Continued    transfer,  which results in a quicker loan payoff. Equity builder
               revenue is  recognized  upon the Company  receiving  confirmation
               from the servicing agent that the loan payments will be processed
               in  accordance  with the  program.  The unpaid  balance  from the
               program due from customers at June 30, 2002 and 2001 was $353,740
               and $0, respectively,  which is shown under the caption other fee
               receivable on the balance sheet.


               Fiscal Year
               The  Company  recently  adopted  June 30 as its fiscal  year end.
               Prior to June 30, 2001 financial  statements were issued based on
               a December 31 year end.

               Impairment of Long-Lived Assets
               The Company reviews its long-lived assets for impairment whenever
               events or changes in  circumstances  indicate  that the  carrying
               amount of the assets may not be recoverable through  undiscounted
               future cash flows.  If it is determined  that an impairment  loss
               has  occurred  based  on  expected  cash  flows,   such  loss  is
               recognized in the statement of operations.

               Income Taxes
               Deferred taxes are computed using the asset and liability method.
               Under the asset and  liability  method,  deferred  tax assets and
               liabilities   are   recognized   for  future   tax   consequences
               attributable  to  differences  between  the  financial  statement
               carrying  amounts of existing  assets and  liabilities  and their
               respective  tax bases.  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.

               Advertising
               The  Company  expenses  advertising  costs as they are  incurred.
               During the years  ended June 30,  2002 and 2001,  the Company had
               advertising  expenses  aggregating to  approximately  $18,000 and
               $21,000, respectively.




                                      F-13

<PAGE>

                           BOTTOMLINE HOME LOAN, INC.
                   Notes to Consolidated Financial Statements
                                    Continued

1. Summary of  Reclassifications
 Significant   Certain  amounts  in the  2001  financial  statements  have  been
 Accounting    reclassified to conform with the presentation of the current year
 Policies      financial statements.
 Continued

2.Marketable   Marketable  securities  consist of common  stock held in a single
  Securities   brokerage  account  and are  shown at fair  value at the  balance
               sheet  date.  Net  realized  and  unrealized  holding  losses  of
               approximately  $6,000 and  $116,000  have been  recorded  for the
               years ended June 30, 2002 and 2001 respectively.


3 Property     Property and equipment consists of the following as of June 30:
  and
  Equipment
                                                          2002       2001



                    Furniture and equipment         $    84,085 $   80,252

                    Less accumulated depreciation      (51,972)   (41,261)
                                                    ----------- ----------


                                                    $    32,113 $   38,991
                                                    ----------- ----------


4.Warehouse    The  Company has a  warehouse  line of credit  with an  available
  Line of      limit of  $3,000,000.  The line bears an  interest  rate of prime
  Credit       plus 1% (5.75% and 7.75% at June 30, 2002 and 2001  respectively)
               and matures on March 31,  2003.  The line of credit is  primarily
               secured by mortgage  notes and proceeds from the sale of mortgage
               notes.

               The  outstanding  balance of the line of credit was  $782,138 and
               $1,651,944 respectively as of June 30, 2002 and 2001.

5. Note        The Company  has a line of credit  with a  financial  institution
   Payable     bearing  interest  at a rate of prime  plus 1% (5.75% at June 30,
               2002),  due on demand,  secured by  short-term  receivables.  The
               outstanding  balance was  $353,740 and $0 as of June 30, 2002 and
               2001 respectively.







                                      F-14

<PAGE>


                           BOTTOMLINE HOME LOAN, INC.
                   Notes to Consolidated Financial Statements
                                    Continued




6.   Long-Term
     Debt            Long-term debt consist of the following at June 30:

<TABLE>
<S>                                                         <C>         <C>

                                                                2002        2001


                      Unsecured note payable to a bank with
                      monthly payments of $1,281 bearing
                      interest at 14.5%, due May 2003        $  15,373   $  29,465


                      Capital lease payable to a company
                      with monthly payments of $1,135,
                      maturing February 2002                         -       7,504
                                                             ---------   ---------

                                                             $  15,373   $  36,969

</TABLE>


                           Future maturities of notes payable are as follows:

                           Year Ending June 30:

                                2003                  $      15,373



7.   Capital         The Company leases equipment under a long-term lease
     Leases          agreement.  This leases expires in 2002.

                     Equipment under the leases consists of the following
                     as of June 30:

                                                         2002             2001

                        Office Equipment              $     -        $    25,507

                        Less accumulated depreciation       -            (8,556)

                                                     $      -        $    16,951









                                      F-15

<PAGE>


                           BOTTOMLINE HOME LOAN, INC.
                   Notes to Consolidated Financial Statements
                                    Continued


8.   Common Stock

               During the year ending  June 30,  2001,  the Company  amended its
               Articles of  Incorporation  to increase the number of  authorized
               shares of common stock to 500,000,000.

9.   Income Taxes
               The  provision  for income taxes is different  than amounts which
               would be provided by applying the  statutory  federal  income tax
               rate to income  (loss)  before  income  taxes  for the  following
               reasons at June 30:
                                                         2002             2001

                    Federal income tax (provision)
                    benefit at statutory rate         $ (27,000)      $  124,000
                    Change in valuation allowance         27,000       (124,000)
                                                      ----------      ----------

                                                      $        -      $        -


               Deferred tax assets  (liabilities) are comprised of the following
               as of June 30:

                                                2002                2001

                    Net operating loss   $   167,000           $    194,000
                    Valuation allowance    (167,000)              (194,000)
                                         -----------           ------------
                                         $         -           $          -


                                      F-16

<PAGE>


                           BOTTOMLINE HOME LOAN, INC.
                   Notes to Consolidated Financial Statements
                                    Continued

9. Income      At  June  30,   2002,   the  Company  has  net   operating   loss
   Taxes       carryforwards  available  to  offset  future  taxable  income  of
   Continued   approximately  $448,000,  which  will begin to expire  2019.  The
               utilization of the net operating loss  carryforwards is dependent
               upon the tax laws in  effect at the time the net  operating  loss
               carryforwards  can be  utilized.  The  Tax  Reform  Act  of  1986
               significantly  limits the annual  amount that can be utilized for
               certain  of these  carryforwards  as a result of the  changes  in
               ownership.

               A  valuation  allowance  has  been  recorded  to  offset  the net
               deferred  tax  asset  due  to  the  uncertainty  surrounding  its
               realization.


















                                      F-17

<PAGE>


                           BOTTOMLINE HOME LOAN, INC.
                   Notes to Consolidated Financial Statements
                                    Continued

10.  Lease     The  Company  leases  office  space  and  equipment   under  non-
Commitments    cancelable  agreements.  Minimum lease  payments under these non-
               cancelable operating leases are as follows:

                        Year Ending June 30:

                           2003     $               117,000
                                                    -------

                                    $               117,000
                                                    =======


               Total  rent  expense  related to these  non-cancelable  operating
               leases  for  the  years  ended  June  30,  2002  and  2001,   was
               approximately $131,000 and $124,000 respectively.


11.            Sales of Loans with Recourse
Commitments    The Company has agreements with investors that purchase  mortgage
and            notes from the Company. These agreements contain certain recourse
Contingencies  provisions.  In general,  the  Company is required to  repurchase
               loans in the event of circumstances including:

               Failure to deliver original documents specified by the investor.

               The existence of fraud in the origination of the loan.

               The borrower becomes delinquent during the first several months
               after the loan is sold.

               The Company  incurred loan repurchase  expenses of  approximately
               $31,000 and $47,000 during the years ended June 30, 2002 and 2001
               respectively.  No provision  has been  included in the  financial
               statements for future loan  repurchases  because such amounts are
               not considered to be material.

               Litigation
               The Company may become or is subject to investigations, claims or
               lawsuits  ensuing out of conduct of its business.  The Company is
               currently  not aware of any such items  which it  believes  could
               have a material adverse effect on its financial position.


                                      F-18

<PAGE>

12.Fair Value  The Company  estimates  that the fair value of all  financial  at
of Financial   June 30, 2002 and 2001,  does not differ  Instruments  materially
 instruments   from the aggregate  carrying values of its financial  instruments
               recorded in the accompanying balance sheet.

13.            The Company sold  materially all of its loans to three  investors
Concentration  during the years ended June 30, 2002 and 2001.
of Revenues

14.  Related   In   August   1999,   the   Company   advanced   $75,000   to  an
Party          officer/director  in exchange  for a note secured by a third deed
Transactions   of trust on his personal residence.  The note bore interest at 7%
               and required no monthly payments. Principal and interest were due
               July 4, 2009, however the note was paid in full in 2002.

               During the year  ended June 30,  2001,  officers  of the  Company
               personally paid operating  expenses of the Company for which they
               were  not  reimbursed.  The  officers  have  agreed  not to  seek
               reimbursement  from the Company.  Unreimbursed  expenses  totaled
               approximately $42,000 and have been treated as additional paid in
               capital prior to the acquisition date.














                                      F-19

<PAGE>



ITEM 8.       CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS

None

                                    PART III

ITEM 9.       DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, AND CONTROL
              PERSONS

The following individuals constitute the Company's Executive Officers and
Directors as of September 20, 2002.

         Name                         Age            Position

     Buster Williams, Jr.               49       President and Director
     David Williams                     27       Director


Buster Williams,  Jr.: founded BottomLine Mortgage,  Inc. in 1989 and has served
as its Chairman of the Board and Chief Executive Officer since that time. He was
also the largest shareholder until he sold his interest to Bottomline Home Loan,
Inc. His  responsibilities  with Bottomline Home Loan,  Inc.  include  strategic
planning for the company as well as overseeing the day to day operations.  Prior
to his employment with Bottomline Mortgage Inc. Mr. Williams was a licensed real
estate broker, general contractor, appraiser and developer of real estate over a
25 year  period of time.  For the three  years from 1986 to 1989 he managed  the
real property  division of the  Department of Economic  Security of the State of
Arizona with 300+ facilities and a monthly budget of over $15 million dollars.

David  Williams:  has been employed at Bottomline  Mortgage Inc.  since 1997. He
currently manages  secondary  marketing and production areas. From early 1995 to
1997, David served as a property manager for Carlton Business Park,  involved in
the management of a 250,000 square feet of office/warehouse space in the Phoenix
Metropolitan  area. He holds a B.S. in Business  Administration  with a major in
Real Estate and Finance from Arizona State University.

No other  persons are  expected  to make any  significant  contributions  to the
Company who are not executive officers or directors of the Company.

All  executive  officers are elected by the Board and hold office until the next
Annual  Meeting of  stockholders  and until  their  successors  are  elected and
qualify.

ITEM 10.  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,  fiscal years ended  December 31,
1999 or 2000 and June 30, 2001. The following table and the  accompanying  notes
provide summary  information for each of the last three fiscal years  concerning
cash and non-cash compensation paid or accrued by officers of the Company during

                                        9

<PAGE>



the fiscal years ended December 31, 2000, ended June 30, 2001 and June 30, 2002.
There  is  currently  no  policy  in  place  that   prevents  the  Company  from
compensating current or any future officer, director or affiliate in the form of
the Company's shares of common stock or other non-cash compensation. The Company
has no current plans to compensate  any of the  aforementioned  entities in this
manner in the foreseeable future. However, the Company may agree to register the
shares pursuant to an appropriate registration statement on or after the Company
effects a merger or acquisition.

The Company has no  agreement  or  understanding,  express or implied,  with any
officer,  director or principal stockholder,  or their affiliates or associates,
regarding employment with the Company or compensation for services.  No advances
have been made or  contemplated  by the  Company to its  officers  or any of its
principal stockholders, or any of their affiliates or associates.

There is no policy that prevents management from adopting a plan or agreement in
the future that would provide for cash or stock based  compensation for services
rendered to the Company.


                                            SUMMARY COMPENSATION TABLE
<TABLE>
<CAPTION>

               Annual Compensation                                       Long Term Compensation
                                                                  Awards                    Payouts

                                              Other     Restricted    Securities                 All
Name and                                      Annual       Stock      Underlying    LTIP        Other
Principal           Salary        Bonus    Compensation   Award(s)      Options    payouts   Compensation
<S>         <C>    <C>           <C>      <C>          <C>           <C>          <C>       <C>

Position     Year     ($)          ($)          ($)         ($)         SARs(#)      ($)          ($)
Buster       2002   $105,210        -            -           -             -         -             -
Williams     2001     45,920        -            -           -             -         -             -
CEO &        2000     38,540        -            -           -             -         -             -
Director

Richard
Surber       2001      -            -            -        $2,000           -         -             -
President &  2000      -            -            -             -           -         -             -
Director

</TABLE>


As officers of Bottomline Mortgage, Inc. Buster Williams, Jr., President and CEO
of  Bottomline  was paid a salary  of  $38,540  for the  calendar  years  ending
December 31, 2000 and 1999 and was paid $45,920 for the six month period  ending
June 30, 2001, David J. Williams, Senior Vice- President,  Operations was paid a
salary of $15,700 for the calendar  years ending  December 31, 2000 and 1999 and
was paid $7,700 for the six month period ending June 30, 2001.


                                       10

<PAGE>

Compensation of Directors

Currently there are no plans to compensate the Directors of the Company for
their services.

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 September 20, 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 September 20, 2002,  there were 16,039,000  shares
of common stock issued and outstanding.

<TABLE>
<S>                  <C>                             <C>          <C>         <C>    <C>    <C>

 Title of Class        Name and Address                Nature of   Amount of   Percent of class
                                                       Ownership   Ownership
------------------    -----------------------------   ----------   ----------  ----------------
Common Stock          Axia Group, Inc.(6)               Direct     2,000,000         12.5%
($0.001) par value    268 West 400 South, Suite 300
                      Salt Lake City, Utah 84101
Common Stock          Buster Williams(4)                Direct     6,843,330         42.7%
($0.001) par value    200 S. Los Robles Ave, #230
                      Pasadena, CA 91101               Indirect    293,757(1)        1.8%
Common Stock          David Williams(5)                 Direct     2,504,285         15.6%
($0.001) par value    200 S. Los Robles Ave., #230
                      Pasadena, CA 91101               Indirect    257,037(2)        1.6%
Common Stock          Richard Surber                    Direct     1,000,000         6.2%
($0.001) par value    268 West 400 South, #300
                      Salt Lake City, Utah 84101       Indirect   2,000,000(3)       12.5%
Common Stock          All Officers and Directors                   9,898,409         61.7%
($0.001) par value    as a Group, including direct
                      and indirect control
</TABLE>

(1) Shares held by Mei Chen the spouse of Buster Williams
(2) Shares held by Caitlin Rabanera the spouse of David Williams
(3) Richard Surber is the President of Axia Group, Inc.
(4) Buster Williams, Jr. is the President and a Director of the Company and the
    father of David Williams
(5) David Williams is a Director of the Company and the son of Buster
    Williams, Jr.
(6) Axia group received these shares at the time of the founding of the Company
    in 1996.

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

On December 31, 1999,  the Company  issued  2,000,000  shares of Common Stock to
Richard  Surber  (2,000,000),  valued  at par  ($0.001)  for  services  rendered
pursuant to Rule 701 of the Securities Act of 1933. Mr. Surber was the President
and  Director of the Company and of Axia Group,  Inc., a 12.5%  shareholder  and
former parent of the Company. On April 25th, 2001, the Company entered into

                                       11

<PAGE>



a Stock Purchase  Agreement  with Richard  Surber wherein the Company  purchased
1,000,000  shares  of its  common  stock at a total  purchase  price of  $6,000,
thereby  reducing Mr. Surber's  ownership in the Company to 1,000,000  shares of
common stock or 6.2% of the presently issued and outstanding shares.

In August 1999, Bottomline advanced $79,500 to Buster Williams,  Jr. in exchange
for a note secured by a third Deed of Trust on his personal residence.  See note
2 to the financial statements for details of the loan terms.


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 on page 15 of this Form 10-KSB, and
         are incorporated herein by this reference.


(b)      Reports on Form 8-K.
         -------------------

         None

















                                       12

<PAGE>



SIGNATURES

In  accordance  with  Section 12 of the  Securities  Exchange  Act of 1934,  the
registrant caused this registration  statement to be signed on its behalf by the
undersigned, thereunto duly authorized, this 30th day of September, 2002.

Bottomline Home Loan, Inc.
  /s/ Buster Williams
--------------------------
Name: Buster Williams, Jr.
Title: President and CEO

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/ Buster Williams     President, CEO and Director        September 30, 2002
--------------------
Buster Williams, Jr.


 /s/ David Williams      Director                           September 30, 2002
-------------------
David Williams


    CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

     In connection with the Annual Report of Bottomline Home Loan, Inc. (the"
     Company") on Form 10-KSB for the period ending June 30, 2002 as filed with
     the Securities and Exchange Commission on the date hereof (the"Report"), I,
     Buster Williams, Jr., Chief Executive Officer of the Company, and the Chief
     Financial Officer, certify, pursuant to 18 U.S.C. S 1350, as adopted
     pursuant to S 906 of the Sarbanes-Oxley Act of 2002, that:

          (1) The Report  complies  with the  requirements  of section  13(a) or
          15(d) of the Securities Exchange Act of 1934; and

          (2) The financial information contained in the Report fairly presents,
          in all  material  respects,  the  financial  condition  and  result of
          operations of the Company.

        /s/ Buster Williams
     ---------------------------------
     Buster Williams, Jr.
     Chief Executive Officer and
     Chief Financial Officer
     September 30, 2002



                                       13

<PAGE>


                                INDEX TO EXHIBITS

Exhibit       Page
No.           No.              Description
---           ---

3(i)          *   Articles of Incorporation of Cyberenergy, Inc., a  Nevada
                  corporation, filed with the State of Nevada on February 15,
                  1996.

3(ii)         *   Amendment to the Articles of Incorporation of Cyberenergy,
                  Inc., a Nevada  corporation, filed with the State of Nevada on
                  December 15, 1999.

3(ii)         *   Amendment to the Articles of Incorporation of Cyberenergy,
                  Inc., a Nevada corporation, filed with the State of Nevada on
                  July 20, 2001, to change the corporation's name to Bottomline
                  Home Loan, Inc. and increase the number of authorized shares
                  of common stock to 500,000,000.

3(iii)        *   By-laws of the Company adopted on December 31, 1999.

4             *   Employee Benefit Plan adopted on December 14, 1999.


                  MATERIAL CONTRACTS

10(i)(a)      *   Stock Purchase Agreement between the Company and Buster
                  Williams, Jr., dated April 25, 2001 for the purchase of
                  1,000,000 shares of common stock for the cash price of
                  $25,000.

10(i)(b)      *   Stock Acquisition Agreement between the Company and Buster
                  Williams, Jr., David Williams, Mei Chen, Caitlin Rabanera,
                  Matt Morris, Sandra Jorgensen and Athena V. Killeen for the
                  acquisition of 4,085,000 shares of Bottomline Loan, Inc. in
                  exchange for 10,000,000 shares of the company's common stock.

10(i)(c)      *   Stock Exchange Agreement between the Company and Torchmail
                  Communications, Inc. whereby the Company exchanged 500,000
                  restricted shares of its common stock for 50,000 restricted
                  shares of Torchmail Communications, Inc.'s restricted common
                  stock.



* Incorporated by reference from prior filings of the Company.






                                       14

<PAGE>