FORM 10-K FOR 9/30/00

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-K

                ANNUAL REPORT PURSUANT TO SECTION 13 or 15 (d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934


For fiscal year ended September 30, 2000       Commission file Number 0-7376

Hynes & Howes Insurance Counselors, Inc.
       (Exact name of registrant as specified in its' charter)


              Iowa                                  42-0948341
(State or other jurisdiction          I.R.S. Employer Identification No.
of incorporation or organization)


2920 Harrison St., Davenport, Iowa  52803
(Address of principal                 (Zip Code)
 executive office)

Registrant's telephone number, including area code     (319) 326-6401

Securities registered pursuant to Section 12 (b) of the Act:

Title of each class                 Name of each exchange on which registered

None                                None-filing pursuant to Section 12 (g)

Securities registered pursuant to Section 12 (g) of the Act:


                   Common Stock, No Par Value
                         (Title of Class)
Indicate by check mark whether the Registrant (1) has filed all annual,
quarterly and other reports required to be filed with the Commission and (2) has
been subject to the filing requirements for at least the past ninety (90) days.
Yes  X  No

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the close of the period covered by this report.

11,222,699



Item 1.  Business

(a)      Hynes & Howes Insurance Counselors, Inc. (hereafter the "Registrant)
         was an independent insurance agency handling principally all types of
         casualty, fire and surety insurance.  Registrant was organized as a
         corporation under the laws of the State of Iowa on June 28, 1969, as
         Hynes & Howes Insurance Company.  Because it became apparent this name
         created confusion as to the business of Registrant, an amendment to the
         Articles of the Incorporation was filed on November 17, 1970, with the
         Secretary of the State of Iowa changing the name to Hynes & Howes
         Insurance Counselors, Inc.  This action was ratified by the
         stockholders at a meeting February 5, 1971.

         At the annual stockholders meetings for 1973, 1974, 1975, 1976, 1977,
         1978, and 1979, a proposal was made to amend the Articles of
         Incorporation to change the name of the registrant from Hynes & Howes
         Insurance Counselors, Inc., to the United Insurance Counselors
         Corporation.  The Iowa Business Corporation Act requires an affirmative
         vote of the majority of the outstanding shares of the corporation to
         effectuate such amendment.  Although a quorum was present at each of
         these annual meetings, fifty per cent (50%) required to change the
         Articles of Incorporation were not represented, and the proposal could
         not be acted upon.

(b)      The general insurance agency and brokerage business was highly
         competitive.  Registrant competed locally and regionally with many
         direct-line writers of fire, casualty and surety insurance who were
         much larger than Registrant in all respects including premium volume,
         capital and personnel employed.  Registrant was also in competition
         with thousands of independent insurance agencies, some of whom had
         higher premium volume and more employees than Registrant.  Registrant
         was not a significant factor in the total volume of general insurance
         business.

         Registrant has sold Davenport agency to Ralph Parry Insurance Agency
         Ltd. in January 1981.

         (At the present time, the Registrant does not have any plans to acquire
         any insurance agencies.)

         At fiscal year end, Registrant, in its business has no employees.  The
         Trustee of the Frank B. Howes Trust which holds 36.5% of the
         outstanding common stock, Janice Howes died in July 1983, and John
         Howes became Trustee of the Frank B. Howes Trust.

         During the fiscal year ending September 30, 1980, the Viking Agency and
         the Hansen and Hansen, Inc. general insurance agencies, were sold on
         contract to R.A.P. Enterprises, Inc., Ralph A. Parry, former president
         of Registrant and the former manager of the Davenport agency owned by
         Registrant is the owner of R.A.P. Enterprises, Inc.

         During the fiscal year ending September 30, 1981, the Davenport
         agencies were sold to Ralph A. Parry Insurance Agency, Ltd., as of
         January 1, 1981.  Also owned by Ralph A. Parry.

         The intention at this time is to continue to loan on and invest in real
         estate properties and equities.

(c)      Line of Business

         The Registrant has not engaged in more than one line of business which
         meets the requisites of item 1 (c) (A), (B) or (C) for business with
         sales and revenues which do not exceed $50,000.00.

         Registrant and its subsidiaries are not engaged in material operations
         in foreign countries, nor does Registrant or its subsidiaries have a
         material portion of sales or revenues derived from customers in foreign
         countries.



ITEM 2.                    MANAGEMENT DISCUSSION FOR 9/30/00


        MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE STATEMENT OF OPERATIONS

Liquidity

        Registrant receives approximately $12,450 of cash each month from
payments of principal and interest on Real Estate Contracts Receivable.
Registrant has very little liquidity because most of these payments are used to
pay management fees and other operating expenses.

Capital Resources

        The principal assets of the registrant at September 30, 2000 are
nineteen real estate contracts receivable.

Results of Operations

        The income from operations for the year ended September 30, 2000
decreased $22,577 compared to the year ended September 30, 1999.

        Total revenue decreased $1,675.  This was primarily due to an
decrease in profit on sale of real estate contracts.

        Operating expenses increased $20,802.  The increase resulted from the
following:

        Rent increased $6,900.  The montly rent increased from 600 per month to
$1,350 per month effictive January 1, 2000.

        Management fees increased $6,750 due to an increase in the montly
fee from $3,250 to $4,000 effective January 1, 2000.

        Other operating expenses increased $7,152.


Item 3.  Properties

         The Registrant has its offices at 2920 Harrison Street, Davenport,
         Iowa.  The Company rents approximately 700 square feet of space with
         furnishings at a monthly rate of $1350 dollars.

         Registrant feels this office space is of adequate size and capacity to
         handle the business of Registrant and its anticipated growth for
         foreseeable future needs.


Item 4.  Parents and Subsidiaries of the Registrant

         The Frank B. Howes Trust, which holds 36.5 per cent of the Registrant's
         outstanding common stock, is the parent of the Registrant.  This
         percentage includes 3,000,000 shares which is held in escrow by the
         Insurance Department of Iowa.  The escrow arrangement was required by
         the Commissioner of Insurance of the State of Iowa in order to gain
         approval of Registrant's new stock issue of April 1971.  Under the
         terms of this arrangement, those shares could not be sold for a period
         of five (5) years or until Registrant attained certain profitable
         operating goals for three (3) consecutive years.  The escrow
         arrangement also required that should Registrant dissolve during this
         period, the shares held in escrow will not participate in the assets of
         Registrant legally available for distribution until after there has
         been paid or irrevocable set aside for all other shares an amount equal
         to the other shares at the per offering price of $1.25, adjusted for
         stock splits and stock dividends.  As of April 6, 1976, five (5) years
         elapsed.

         The Insurance Department of Iowa, Securities Division has indicated
         that under the terms of the Escrow Agreement the approval of the
         Commissioner of Insurance was required.  The Insurance Department,
         reviewing the condition of the Registrant, did conclude that the
         requisite approval of the Commissioner would not be forthcoming at that
         time, and furthermore, that the Insurance Department will act as escrow
         agent for the shares of the Frank B. Howes Trust.

Item 5.  Legal Proceedings

None

Item 6.  Increases and Decreases in Outstanding Securities and Indebtedness

    (a)  In the fiscal year, Registrant has not issued any new shares or
         otherwise created additional outstanding securities; neither has it
         reduced outstanding securities by purchase or acquisition of treasury
         shares.  Therefore, there were 11,222,600 shares of Registrant's stock
         outstanding on September 30, 2000.

    (b)  None

    (c)  None

Item 7.  Changes in Securities and Changes in Security for Registered Securities

         None

Item 8.  Defaults upon Senior Securities

         None

Item 9.  Approximate Number of Equity Security Holders

         The approximate number of holders of each class of equity securities of
         Registrant, as of September 30, 2000, is indicated in the following
         table:


           (2)                                   (2)
     TITLE OF CLASS                 NUMBER OF RECORD HOLDERS

     Common Stock,                       Approximately 4,774
     no par value


Item 10. Submission of Matters to a Vote of Security Holders

         On February 3, 1986, Harold L. Luebken was elected a member of the
         Board of Directors and to the office of President.

         On July 12, 1983, Dan B. Davis was elected to the Board of Directors.


Item 11.  Executive Officers of the Registrant

     (a)  The following table indicates, as of September 30, 1999, the names and
          ages of the executive officers of Registrant.  Their term of office
          with Registrant held by such person:

                        Position and
                        Office with     Held Office     Term of
Name            Age     Registrant      Since           Office

Cindy Kepford   34      President       April 2000      Next Annual
                                                        Shareholders'
                                                        Meeting

Kendra Jeffries 31      Secretary       February 1997   Next Annual
                                                        Shareholders'
                                                        Meeting

          There are no family relationships among the executives of the
          registrant.

          There is no arrangement or understanding between any executive officer
          and any other person to which he was selected as an officer.

     (b)  The following is a brief account of the business experiences during
          the past five (5) years of each executive officer.

          1.  Cindy Kepford has been involved in the real estate business
              for the past five (5) years.  She has been actively involved
              in property management during that period.

          2.  Kendra Jeffries has worked for five (5) years for a real estate
              investment property company, buying and selling real estate for
              the company.

Item 12.  Indemnification of Directors and Officers

         Provisions regarding indemnification of directors and officers of
         Registrant, pursuant to Chapter 496A of the Iowa Code of 1973, were
         detailed in Item 17 --Indemnification of Directors and Officers, pages
         59--63 of Registrant's Form 10 filed with the Securities and Exchange
         Commission August 23, 1973.

Item 13.  Financial Statements and Exhibits Filed

     (a)  Financial Statements and audited financial statements are herewith
          included.

          Exhibits

          None

     (b)  Reports on Form 8-K

          1.  Registrants filed a Form 8 Amendment to the Form 10-K filed
              December, 1991.

          2.  Registrants filed a Form 8 Amendment to the Form 10-K filed
              December, 1993, on April 04, 1993, reporting on February 17, 1994
              Brigitta Anderson had resigned from the Board of Directors.


                                   SIGNATURES



     Pursuant to the requirements of the Securities Act of 1934, the Registrant

has duly caused this report to be signed on its behalf by the undersigned

thereunto duly authorized.


                                       HYNES & HOWES INSURANCE COUNSELORS, INC.



 Dated                                 By:
                                          Cindy Kepford, President



                                       This corporation has no treasurer.



 Dated                                 By:
                                          Kendra Jeffries, Secretary


HYNES & HOWES INSURANCE COUNSELORS, INC.
Statistical Data for Form 10
September 30, 2000



                                                   September 30,
                             2000       1999       1998       1997       1996
1.  Net Operating
       Revenues           $102,944  $ 104,619  $  82,380  $ 116,385  $ 172,045

2. Income (Loss) from
      Operations          $ 12,710  $  35,287  $  16,640  $   3,554  $  15,397
   Per Share Earnings
      (Loss)                   .00  $     .00  $    .00   $     .00  $     .00

3. Working Capital        $ 60,557  $   2,844  $  34,545  $  10,099  $ (18,162)

4. Total Assets           $756,621  $ 731,356  $ 684,561  $ 667,979  $1,697,069

5. Long Term Obligations
    Mortgage Payable      $ 12,947  $     .00  $    .00   $     .00  $  991,555
    Commission Payable         .00        .00       .00         .00         .00

6. Cash Dividends per
     Common Share              .00  $     .00  $    .00   $     .00  $      .00



Hynes & Howes Insurance Counselors, Inc.
Davenport, Iowa


                          Independent Auditor's Report

We have audited the balance sheet of Hynes & Howes Insurance Counselors, Inc.
as of September 30, 2000 and 1999, and the related statements of income,
retained earnings, paid-in-capital, and cash flows for the years ended
September 30, 2000 and 1999.  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.
The financial statements of Hynes & Howes Insurance Counselors, Inc. as
of September 30, 1998, were audited by other auditors who have ceased
operation and whose report dated December 18, 1998, expressed an
unqualified opinion on these statements.

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

As discussed in Note 13 to the financial statements, the company has restated
its September 30, 1998 financial statements during the current year to reflect
income from installment sales contracts, in conformity with generally accepted
accounting principles.  The other auditors reported on the September 30, 1998
financial statements before the restatement.

In our opinion, the September 30, 2000 financial statements referred to above
present fairly, in all material respects, the financial position of Hynes &
Howes Insurance Counselors, Inc. as of September 30, 2000 and 1999, and the
results of its operations and its cash flows for the year then ended in
conformity with generally accepted accounting principles.





                                 Shapley, Shapley & Moorhead, P.C.
                                 Certified Public Accountants

Davenport, Iowa
December 7, 2000


                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                                  Balance Sheet
                           September 30, 2000 and 1999



                                                           September 30,
          Assets                                        2000            1999
Current Assets:
   Cash in Bank                                  $    48,701     $     5,963
   Other Current Assets (Note 4)                      23,008           8,425

      Total Current Assets                       $    71,709     $    14,388

Other Assets:
   Investments in Affiliated Company (Note 2)    $     2,850     $     2,877
   Real Estate Contracts Receivable (Note 5)         675,633         680,481
   Real Estate On Hand (Note 6)                          .00          25,344
   Equipment (Note 7)                                  6,429           8,266

      Total Other Assets                         $   684,912     $   716,968

      Total Assets                               $   756,621     $   731,356


Notes to Financial Statements are an integral part of these statements.



                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                                  Balance Sheet
                           September 30, 2000 and 1999


                                                            September 30,
        Liabilities & Stockholders' Equity           2000          1999
Current Liabilities:
   Buyers Escrow                                 $    7,439   $     7,468
   Accounts Payable                                     .00         4,076
   Contracts Payable                             $    3,713   $       .00

      Total Current Liabilities                  $   11,152   $    11,544
Long Term Liabilities:
   Contracts Payable                             $   12,947   $       .00

      Total Liabilities                          $   24,099   $    11,544


Stockholders' Equity:
   Capital Stock, no par value, 100,000,000
      Shares Authorized, 11,260,675 shares
      Issued                                     $3,780,765   $ 3,780,765
   Paid in Capital                                      100           100
   Retained Earnings (Deficit)                   (3,015,091)   (3,027,801)
   Treasury Stock, at Cost                          (33,252)      (33,252)

      Total Stockholders' Equity                 $  732,522   $   719,812

      Total Liabilities and Stockholders' Equity $  756,621   $   731,356


Notes to Financial Statements are an integral part of these statements.


                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                    Statement of Retained Earnings (Deficit)
              For the Years Ended September 30, 2000, 1999 and 1998


                                              Year Ended September 30,
                                        2000            1999            1998

Balance at Beginning of Year    $ (3,027,801)   $ (3,070,740)   $ (3,087,380)

Income (Loss) for the Year            12,710          35,287          16,640

Increase in carrying value
  of affiliate                             0             157               0

Unrealized gains in installment
  sales contracts from prior
  years (Note 12)                          0           7,495               0

Balance at End of Year          $ (3,015,091)   $ (3,027,801)   $ (3,070,740)


                          Statement of Paid-In Capital
              For the Years Ended September 30, 2000, 1999 and 1998

Balance at Beginning
  and End of Year               $        100    $        100    $        100



Notes to Financial Statements are an integral part of these statements.


                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                             Statement of Operations
              For the Years Ended September 30, 2000, 1999 and 1998



                                            Year Ended September 30,
                                       2000            1999            1998
Operating Income:
   Interest Income                $  81,804       $  72,714       $  81,008
   Other Income                      21,140          31,905           1,372
      Total Operating Income        102,944       $ 104,619       $  82,380

Operating Expenses:
   Interest Expense               $     860       $       0       $       0
   Legal and Audit Fees              12,460           8,519           2,556
   Management Fees (Note 3)          45,750          39,000          39,000
   Repairs and Maintenance           11,197           9,015          12,244
   Other Operating Expenses          19,867          12,798          11,940
      Total Operating Expenses    $  90,184       $  69,332       $  65,740

Income From Operations            $  12,710       $  35,287       $  16,640

Other Income (Expenses):
   Gain on Repossessions          $       0       $       0       $       0
   Loss on Sale of Real Estate            0               0               0
   Total Other Income (Expenses)  $       0       $       0       $       0

Income (Loss) Before Income Taxes $  12,710       $  35,287       $  16,640
   Provision for Income Taxes
   (Note 13)                              0               0               0
      Net Income (Loss)           $  12,710       $  35,287       $  16,640

Earnings (Loss) Per Common Share
   (Note 8)                       $     .00       $     .00       $     .00


Notes to Financial Statements are an integral part of these statements.


                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                             Statement of Cash Flow
              For the Years Ended September 30, 2000, 1999 and 1998
                 Increase (Decrease) in Cash and Cash Equivalent


                                                 Year Ended September 30,
                                          2000            1999            1998
Cash Flow from Operating Activities:
   Interest Received                 $  81,804       $  72,714       $  81,008
   Miscellaneous Income Received         5,366           1,391           1,372
   Interest Paid                          (960)              0               0
   Legal, Audit and Management
     Fees Paid                         (58,960)        (50,769)        (41,556)
   Repairs and Maintenance Paid        (14,687)         (4,939)        (12,244)
   Cash Paid to Suppliers for
      Operating Expenses               (18,589)        (11,880)        (11,940)

      Net Cash Provided by (used)
        Operating Activities         $  (6,026)      $   6,517       $  16,640

Cash Flows from Investing Activities:
   Principal Collected on
     Real Estate Contracts           $ 186,992       $ 368,673       $   5,561
   Purchase of Real Estate Contracts   (94,298)       (367,426)        (31,848)
   Sale (Purchase) of Real Estate            0               0          31,848
   Buyers Escrow Collected (Paid)          (29)           (219)            442
   Purchase of Real Estate
     Contracts Receivable              (36,521)              0               0
   (Purchase) Redeem Tax Certificates   (5,190)         (1,237)          1,365
   Acquisition of Equipment                  0          (9,184)              0
   Purchase of Real Estate                   0         (25,344)           (500)

      Net Cash Provided (Used) by
         Investing Activities        $  50,954       $ (34,737)      $   6,868

Cash Flows from Financing Activities:
   Proceeds (Payments) from Loans    $  (2,190)      $       0       $       0

      Net Cash Provided (Used) by
         Financing Activities        $  (2,190)      $       0       $       0

   Net Increase (Decrease) in Cash and
      Cash Equivalents               $  42,738       $ (28,220)      $  23,508
Cash and Cash Equivalents at Beginning
   of Year                               5,963          34,183          10,675

Cash and Cash Equivalents at
   End of Year                       $  48,701       $   5,963       $  34,183


Notes to Financial Statements are an integral part of these statements.


                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                             Statement of Cash Flows
              For the Years Ended September 30, 2000, 1999 and 1998
      Reconciliation of Net Income to Cash Provided by Operating Activities



                                                 Year Ended September 30,
                                          2000            1999            1998

Net Income (Loss)                    $ 12,710        $  35,287       $  16,640
Adjustments to Reconcile Net Income to
   Net Cash Provided (Used) by:
   Decrease in investment in affiliate     27                0               0
   Loss (Gain) on Sale of Real Estate (15,774)         (30,514)              0
   Depreciation                         1,837              918               0
   Increase in Prepaid Expense           (750)          (3,250)              0
   Increase in Accounts Payable         (4076)           4,076               0

         Total Adjustments           $(18,736)       $ (28,770)      $       0

Net Cash Provided (Used) by Operating
   Activities                        $ (6,026)       $   6,517       $  16,640


Notes to Financial Statements are an integral part of these statements.


                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                          Notes to Financial Statements
                     Years Ended September 30, 2000 and 1999



Note 1 - Summary of Significant Accounting Policies

         Nature of operations:  The Company invests in real estate, primarily
         single family residences, which it then resells on contract.  The
         Company operates exclusively in the Quad City metropolitan area of
         Eastern Iowa and Western Illinois.  The Company has a concentration of
         credit risk, in that all of its creditors live and work in the Quad
         City area.

         Accounting Policies:  The books and records of the Company are
         maintained on the accrual basis of accounting.  The Company uses the
         equity method of accounting for investments in affiliated companies.
         Investments in contracts receivable are stated at the collectible
         balance.  All gains and losses are recognized in the year of sale.
         Earnings per share are computed on the basis of weighted average number
         of common shares outstanding.  Cash and cash equivalents are considered
         to be any investment with maturity of three months or less.

         Use of Estimates:  The preparation of financial statements in
         conformity with generally accepted accounting principles requires
         management to make estimates and assumptions that affect the 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.

         Other significant accounting policies are detailed in other Notes to
         Financial Statements.

Note 2 - Investment in Affiliated Company

         Investment at September 30, 2000 and 1999 consisted of a 3% ownership
         of Triton Investments, Ltd common stock.  Cost of the stock was $1,700.
         The Company uses the equity method of accounting for investment in
         affiliated company, although the investment is below the 20% level of
         ownership.  The level of control exercised by common officers and
         directors warrant this adoption.  These values may be substantially
         affected by the operations of the affiliated.  Future intercompany
         transactions may also affect the value of these investments.



                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                          Notes to Financial Statements
                     Years Ended September 30, 2000 and 1999



Note 3 - Related Party Transactions

         The Company has entered into a management consultant agreement with Oak
         Helm Partners.  The Company paid a retainer fee of $3,250 per month
         until January 1, 2000 when the fee was increased to $4000 per month.
         Oak Helm Partners is an affiliated company due to common ownership
         and control.

         The Company occupies office space in a building located at 2920
         Harrison Street, Davenport, Iowa, owned by the Heather Trust.  The
         Company rents approximately 700 square feet of space with furnishings
         at a monthly rate of $600 until January 1, 2000 when a new 5 year lease
         was signed.  The new lease provides for monthly rent of $1350.
         The Company made 13 payments in the year ended September 30, 1999.
         Heather Trust is an affiliated entity due to common ownership and
         control.

         The following is a schedule of rent commitments for the next 5-years.

              Year Ending:
                   September 30, 2001       $    14,850
                   September 30, 2002            16,200
                   September 30, 2003            16,200
                   September 30, 2004            16,200
                   September 30, 2005             4,050
              Total:                        $    67,500


Note 4 - Other Current Assets

                                                   2000                1999
         Real estate contracts receivable
           current portion (Note 5)         $    12,450         $     3,807
         Real estate tax certificates             6,558               1,368
              Total                         $    19,008         $     5,175

Note 5 - Real Estate Contracts Receivable

                                                   2000                1999

         Contracts receivable               $   688,083         $   684,288
         Less current portion (Note 4)          (12,450)             (3,807)
         Long-term portion                  $   675,633         $   680,481

         At September 30, 2000 and 1999 there were ninetten and eighteen
         contracts receivable respectively.  The monthly payment of principal
         and interest was $12,450 at September 30, 2000 and $7,036 at
         September 30, 1999.  Interest rates on these contracts varies
         from 10% to 16%.

         Management is of the opinion that an allowance for uncollectibility is
         not necessary due to the collateral value of the properties.



                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                         Notes to Financial Statements
                     Years Ended September 30, 1999 and 1998



Note 6 - Real Estate Held For Investment

         Real estate held for investment at September 30, 1999 consisted of a
         single-family home located at 623 N. Division, Iowa.  The property was
         acquired through repossession of a contract receivable, and was
         carried at cost.  The property was sold on contract in October 1999.

Note 7 - Equipment

                                                   2000                1999

         Office equipment                   $     9,184         $     9,184
         Accumulated depreciation                (2,755)               (918)
         Book value                         $     6,429         $     8,266

         Depreciation expense (A)           $     1,837         $       918
         (A)  Depreciation is calculated using 5 year, straight line rates.

Note 8 - Common Stock

         The Company is authorized to issue 100,000,000 shares of no par value
         common stock.  Shares outstanding at September 30, 1999 and 1998 were
         11,260,675.  The Company has purchased 37,976 shares of treasury stock,
         leaving 11,222,669 shares issued and outstanding.

         Earnings Per Share                        2000                1999

           Net Income                       $    12,831         $    35,287
           Average number of shares
           outstanding                       11,222,699          11,222,699

           Earnings Per Share               $  0.001132         $  0.003144


                    HYNES & HOWES INSURANCE COUNSELORS, INC.
                          Notes to Financial Statements
                     Years Ended September 30, 2000 and 1999

Note 9 - Contract Payable

         On February 16, 2000, the Company purchased a real estate contract
         receivable and assumed the underlying contract payable.  The contract
         payable is due to R. Geraldine Fanth payable at $450 per mont including
         9% interest.  The balance at September 30, 2000 was $16,660.
         Residential real estate at 435 Waverly Rd., Davenport, IA is pledged
         as collateral.  The principal amounts due on the contract over the
         next 5-years are as follows.

              September 30, 2001                                $   3,713
              September 30, 2002                                    4,417
              September 30, 2003                                    4,828
              September 30, 2004                                    3,702
              September 30, 2005                                        0
              Total:                                            $  16,660

Note 10 - Stock Held in Escrow

         At September 30, 2000 and 1999 there were 3,546,000 shares of the
         Company's common stock held in trust.  Those shares were owned by the
         Frank B. Howes Trust and by directors or former directors of the
         Company.  The Trust agreement was required by the Commissioner of
         Insurance of the State of Iowa in order to gain approval of the
         Company's stock issue of April, 1971.  Under terms of this agreement
         these shares were to be released after a period of five years or when
         the Company attains certain profitable goals for three consecutive
         years and upon written approval from the Commissioner of Insurance of
         the State of Iowa.  It is also required that should the Company
         dissolve during this period that the pro-rated distribution of assets
         to stockholders would be done on a basis which would pay these
         shareholders less per share than would be distributable to the
         shareholders of the new issue.  The Company's earnings to date have not
         been sufficient to qualify for the release of these shares held in
         escrow.  The condition requiring that these shares be held in escrow
         for five years has been fulfilled, however, the Commissioner of
         Insurance of the State of Iowa has not granted the written approval for
         the release of these shares at this time.  The shares will continue to
         be held in escrow until the Commisioner grants written approval for
         their release.

Note 11 - Contingent Liability for Rescission of Capital Stock Sales

         Since its inception, the Company has issued and sold 11,222,699 shares
         of its common stock.  Although most of these shares were registered
         with the State of Iowa, none of these shares were registered for sale
         under the federal securities law.  These shares were issued and sold in
         reliance either upon the exemption provided in Section 4 (2) or Section
         3 (a) (11) of the Securities Act of 1933.

         The Company feels that any possible shares and federal contingent
         liabilities that may have existed because of the issuance of securities
         which may not have been exempt from registration under the Securities
         Act of 1933 and unless the subject of an existing legal proceeding
         filed appropriately, may now be extinguished as a result of the new
         Iowa Uniform Securities Act which became effective on January 1, 1976
         under Section 613 of that Act, liability must now be ascertained by
         looking to the statute in effect at the time that the stock issue was
         sold.  The two year statute of limitations in effect on January 14,
         1973, at the time of the closing of the issue has run, as have the
         other applicable federal statutes of limitation. As a result, with
         the exception of the Federal and State Tolling Doctrines, possible
         contingent liabilities may no longer exist.

Note 12 - Contingent Liability on Pending Litigation

         On November 2, 1973, in U. S. District Court a Final Judgment of
         permanent Injunction was brought against the Company because of
         complaint filed by the Securities and Exchange Commission.  The
         Injunction enjoins the Company from failing to file timely and proper
         reports as required by Section 12 (a) of the Securities Exchange Act of
         1934.  The Company is currently complying with filing requirements,
         however, it may be subject to subsequent court action and potential
         fine if there are future filing deficiencies.

Note 13 - Restatement of September 30, 1999

         The financial statements of the Company were audited by another
         auditor, who issued his report dated December 18, 1998, which expressed
         an unqualified opinion on those statements.  The prior auditor has
         ceased operations.  During the course of the audit for the year ended
         September 30, 1999, it was discovered that an error was made in
         reporting sales of real estate contracts.  $7,495 of deferred gross
         profit at September 30, 1998 was not recognized as income.  This is a
         departure from generally accepted accounting principles.  The Company
         has restated its retained earnings at October 1, 1998 to recognize the
         income.

Note 14 - Provision for Income Taxes

         Due to loss carryforwards from previous years, a provision for income
         taxes has not been made.  For income tax purposes, the Company is
         reporting gain on the sale of 3 real estate contracts on the
         installment method.  The total deferred gross profit is $7,373,
         and does not result in any deferred income tax due to net operatin
         loss carryovers as detailed below.

Net operating loss carryovers will expire as follows:

         September 30, 2002                        $201,879
         September 30, 2003                         228,671
         September 30, 2004                         136,681
         September 30, 2005                         103,586
         September 30, 2006                         151,762
         September 30, 2007                         115,144
         September 30, 2010                           6,515
         September 30, 2017                           4,385
         Total:                                    $952,135


                              EX-99.23
                        ART. 5 FDS FOR 9/30/00

PERIOD-TYPE                                         12-MOS
FISCAL-YEAR-END                                SEP-30-2000
PERIOD-END                                     SEP-30-2000
CASH                                                48,701
SECURITIES                                           2,850
RECEIVABLES                                        675,633
ALLOWANCES                                               0
INVENTORY                                                0
CURRENT-ASSETS                                      23,008
PP&E                                                 9,184
DEPRECIATION                                         2,755
TOTAL-ASSETS                                       756,621
CURRENT-LIABILITIES                                  7,439
BONDS                                                    0
PREFERRED-MANDATORY                                      0
PREFERRED                                                0
COMMON                                           3,780,765
OTHER-SE                                               100
TOTAL-LIABILITY-AND-EQUITY                         756,621
SALES                                                    0
TOTAL-REVENUES                                     102,944
CGS                                                      0
TOTAL-COSTS                                         90,184
OTHER-EXPENSES                                           0
LOSS-PROVISION                                           0
INTEREST-EXPENSE                                         0
INCOME-PRETAX                                       12,710
INCOME-TAX                                               0
INCOME-CONTINUING                                        0
DISCONTINUED                                             0
EXTRAORDINARY                                            0
CHANGES                                                  0
NET-INCOME                                          12,710
EPS-PRIMARY                                              0
EPS-DILUTED                                              0