U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-KSB

                                   (Mark One)

            [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
            SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED
                                DECEMBER 31, 2000

                                       OR

          [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
         SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM
                        ______________ TO ______________

                        COMMISSION FILE NUMBER: 000-28153

                       THE CYBER GROUP NETWORK CORPORATION
             (Exact name of registrant as specified in its charter)

          NEVADA                                              33-0901534
  (State or jurisdiction of                               (I.R.S.  Employer
incorporation or organization)                            Identification No.)

720 E. Carnegie Dr Suite 200 San Bernardino, CA             92408
  (Address of principal executive offices)                (Zip Code)

                 Registrant's telephone number:  (909) 890-9769

  Securities registered pursuant to Section 12(b) of the Act: None

  Securities registered pursuant to Section 12(g) of the Act: 37,595,220
                         Common Stock, $0.001 Par Value

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding  12  months
(or  for  such  shorter  period  that  the  Registrant was required to file such
reports), and (2) been subject to such filing requirements for the past 90 days.
Yes     X        No    .

Indicate  by  check mark if disclosure of delinquent filers pursuant to Item 405
of  Regulation  S-K  is  not contained herein, and will not 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  [ ].


<PAGE>
                                Table Of Contents


PART  I
Item  1  -  Description of Business
Item  2  -  Description of Properties
Item  3  -  Legal  Proceedings
Item  4  -  Submission  of  Matters  To  Vote  Of  Security  Holders

PART  II
Item  5   -  Market  For  Registrant's  Common  Equity
             And  Related  Stockholder  Matters  Holders
Item  6.  -  Management's Discussion and Analysis Plan of Operation
Item  7.  -  Financial  Statements
Item  8.  -  Changes  in  and  Disagreements  with Accountants on Accounting and
             Financial Disclosures

PART  III
Item  9    -  Directors  and  Executives  Officers  of  the  Registrant
Item  10.  -  Executive  Compensation
Item  11.  -  Security  Ownership  of  Certain  Beneficial Owners And Management
Item  12.  -  Certain  Relationships  and  Related  Transactions
Item  13.  -  Exhibits  And  Reports  On  Form  8-K



                                     PART  I

Item 1 - Description of Business

OVERVIEW  AND  HISTORY
----------------------
The  Cyber  Group  Network  Corporation  ("CGPN"  or the  "Company") is a Nevada
corporation,  incorporated  on  September  24,  1998  as Hollywood Entertainment
Network,  Inc.  On  May  23, 2000, The Cyber Group Network Corporation purchased
89.1%  of  Hollywood  Entertainment's  outstanding  common  stock  for $295,000.
Subsequently,  The  Cyber  Group  Network  Corporation was merged into Hollywood
Entertainment  and then changed its name to The Cyber Group Network Corporation.


                                        2
<PAGE>
The  Company  entered  into  a  Plan  of  Merger agreement with CGN Acquisitions
Corporation,  a  Nevada  Corporation with offices in San Bernardino, California.
The  merger  took place on December 7, 2000 and entitles The Cyber Group Network
Corporation  ownership,  rights,  privileges,  powers,  franchises,  patents,
trademarks, licenses, and other assets and accounts receivable of every kind and
description.

The  Company  is  a technology driven, Internet based, computer security company
with  three  main areas of focus: Asset Security, Banking and Acquisitions.  The
primary  purpose  of The Cyber Group Network Corporation is to transition itself
into  a  self-sufficient,  revenue-generating  company,  capable  of  increasing
shareholder  value, as well as exceed customer expectations and industry demand.

The  Company  has progressed significantly since its previous filings.  Although
The  Cyber  Group  has  made minimal profits from its current technology, it has
moved  toward  a  positive  direction,  concentrating  on  and preparing for its
delayed  product  launch.  The Cyber Group is also positioning itself internally
and  externally  for  the  upcoming  months  in  which  marketing,  delivering,
distribution  and  customer  relations  will  all be addressed.  Internally, the
Company has replaced its Board of Directors and Attorney of Record, in an effort
to  focus  on  major  products  and  actively  set structure and organization in
preparation  for  its  Electronic  Snitching  Device  (E-Snitch) product launch.
Externally,  the  Company has formed an alliance with a sophisticated public and
investor  relations  firm, well qualified in guiding the company to newer levels
and  assisting  with  strategy  and  proper  information  dissemination.

The  Company  remains focused in the development of the E-Snitch, and expects to
launch  by this year.  The Company's main purpose and objective for this new and
innovative  technology  is to generate sales and revenue, and to capture a major
portion  of  the  market  share  by  means of producing a much demanded, quality
product  for  the  end  user.

PRINCIPAL  PRODUCTS
-------------------
E-SNITCH - is the principal product for The Cyber Group.  The E-Snitch can track
missing  or  stolen  computers within five feet of its location. It also has the
ability  to  retrieve and destroy information from a secure storage space on the
drive.

CYBER  GROUP BANKING PROGRAM - Introduced in September, 2000, as an acquisition,
The  Cyber  Group  Network's  premier  Banking  Program  aims  to  market  to
second-chance  individuals who do not have traditional banking relationships, by
providing consumers an FDIC approved ATM card which may be used at any Automated
Teller  Machines  in  the  World  Wide  that  carry Star, EP, Plus and Interlink
symbols.  Currently, the program is in development and is expected to be in full
operation  by  late  this  year,  2001.

CYBER  CRIME  CORP.  AND  BIG  TARGET.COM - Big Target, a meta-search engine and
Cyber  Crime  Corporation address general web user requirements as well as lists
information  about  asset security.  Both websites are designed for the purposes
of  educating, informing, and assisting consumers, businesses, and organizations
on  how-to  detect,  prevent,  and  defend  systems  against  Hi-Tech  Thieves.


                                        3
<PAGE>
CGN  COMICS  -  The Company has launched a comic book, which discusses corporate
espionage  and  a hi-tech thief for the purposes of consumer entertainment.  The
Company  has  pursued entrance in the comic book industry via traditional routes
such as distributors and trade shows, as well as providing the book as an online
subscription  based  publication.  However,  The  Cyber  Group  has  suspended
development of subsequent volumes of the comic book until additional revenue has
been  generated  from  the  Volume  I  launch.

DISTRIBUTION,  MARKETING,  AND  CUSTOMER  RELATIONS
---------------------------------------------------
The  Cyber  Group  will be targeting several geographic areas, initially, within
the  United  States,  Canada,  and  Mexico,  and later in the global arena.  Our
demographic targets will consist of  consumers, business organizations, retrofit
market,  and  manufacturers.  Distribution  for  our products will occur through
various  distributors  and  sales agents of The Cyber Group Network Corporation.
The  Company  is  currently  complying a comprehensive business plan, integrated
marketing  plan  and  operations plan which outlines the detailed considerations
for  each.

NEW  PRODUCT  OFFERINGS
-----------------------
The  Company  anticipates introducing new security-related software programs and
products  during  2001.  Several  new  products  are  in  the  various stages of
research, development and testing.  Release of additional information will occur
once  the  product  has  met  all  testing  and  marketing  requirements.

COMPETITION
-----------
Currently,  The Cyber Group does face competitive threats, however, at a minimal
level.  Each  competitor  only offers limited capabilities, and does not feature
entire  options  as  with  the  E-Snitch.  In  compliance  with  the  laws  and
regulations  governing  technology,  both nationally, and internationally, it is
important  that  the  Company  be  fully familiar with requirements and timeline
considerations in order to bring the E-Snitch device to market.  The Company has
filed  a  provisional  patent  for  the  purposes  of protecting the device from
imitators  and  intruders.

INDUSTRY  BACKGROUND
--------------------
Currently,  the  market  has  only  met  very little needs for the detection and
prevention of computer/asset theft.  Many of the products available to consumers
do not directly prohibit, nor assure the retrieval of the asset/computer, nor is
it  able  to  retrieve and/or transfer data.  The Cyber Group has created a much
needed,  and  anticipated  device  designed to address major concerns in today's
information  centric  period.

There  is  tremendous  opportunity  for The Cyber Group. According to statistics
generated  by  several  studies,  there  was  over $1.9 billion dollars worth of
computer losses in the year 1999.  These totals, 346,000 units or  $812,446,000,
reflects  combined  thefts  of  computers,  accounting  for 43% of computer loss
during  1999.  CGPN  is  certain  of  its  position to enter the market with the
E-Snitch Device, as a preventive measurement of deterring computer/laptop theft.

SOURCE  OF  MATERIALS
---------------------
All  materials  are  made  readily available for The Company and are supplied by
Adaptive  Systems  Inc.,  a  Colorado  corporation,  with  offices  in Longmont,
Colorado.

PATENTS,  LICENSES  AND  AGREEMENTS
-----------------------------------
The  Company  has  filed  a  provisional patent for E-Snitch, Reference No. 8089
PR01,  on  November  9,  2000  through  the  Law office of Brown Martin Haller &
McGlain  LLP  and expects to complete, file and have approved the Utility Patent
prior  to  its  launch.


                                        4
<PAGE>
The  Company  entered  into  a  Plan  of  Merger agreement with CGN Acquisitions
Corporation,  a  Nevada  Corporation with offices in San Bernardino, California.
The  merger  took place on December 7, 2000 and entitles The Cyber Group Network
Corporation  ownership,  rights,  privileges,  powers,  franchises,  patents,
trademarks, licenses, and other assets and accounts receivable of every kind and
description.  Subsequent  to  the  completion  of  the  merger  agreement  CGN
Acquisitions  Corporation  was  dissolved.  CGN Acquisitions Corporation entered
into  a  licensing  agreement  on  November  30, 2000 with Sterno Inc., a Nevada
Corporation with offices in Los Angeles, California. The licensing agreement was
entered  into  for  the  purpose  of the use of Sternco's business model for The
Cyber  Group  Banking Program. CGN Acquisitions Corporation and Adaptive Systems
Inc.  entered  into  a  technology  transfer agreement on November 30, 2000. The
technology  transfer  agreement grants CGN Acquisitions Corporation the right to
Adaptive  Systems  Inc.'s  proprietary  technology  for  use within the E-Snitch
Device.

RESEARCH  AND  DEVELOPMENT  ACTIVITIES
--------------------------------------
The  Cyber Group remains focused on the completion of the E-Snitch Device and to
date  has  spent  eight  months  on  research  and development for this product.
However,  we  have  efforts  underway  for  new  software  products targeted for
consumers. These products have been in the development and testing phase for the
past five months, to date, and require further analysis and demonstration before
they  can  be  exploited  for  commercial  gain.

EMPLOYEES
---------
The  Company  currently  employs  twelve  (12)  full-time  employees and will be
expanding  to  a seven-member Board of Directors.  CGPN is expanding and will be
recruiting  new  talent in areas of marketing, business development, engineering
and  other  key  management  positions  as part of the Company's expansion plan.

RISK  FACTORS
-------------
Without  raising  additional  capital,  the  Company  may not be able to acquire
additional  companies  that may enhance the growth of the Company.  Furthermore,
development  of additional technologies could be suffered by the lack of capital
subject  to  the  limited  available  cash flow.   Accordingly, in order for the
Company to achieve its business objectives and achieve profitable operations, it
will  be  necessary  to  generate  additional  cash  flow from operations, raise
additional   capital  or  enter  into  joint  venture  arrangements.  Management
intends  to  fund  future  acquisitions  from operations, as well as borrowings,
public  and  private  sales  of debt and equity securities, among other possible
sources.  The  Company has no present arrangements for future borrowings and its
cash  flow  from  operations may not be adequate to provide the funds needed for
these  purposes.  There  can  be  no assurance the Company will be able to raise
additional  funds  in  sufficient  amounts  to allow the Company to successfully
implement  its  present  business strategy or acquisitions or the development of
its  existing  or  future  products.  No  assurance  can  be  given  as  to  the
availability  or  terms  of  any  additional  financing  or  joint  development
arrangements  or  that  such  terms  as are available may not be dilutive to the
interest  of  the  Company's  shareholders.

ITEM  2.  PROPERTIES
--------------------
Our  initial  corporate  headquarters  were located at 897 Via Lata Dr., Suite M
Colton,  CA  92324.  This  is  now the location for our Research and Development
office.  The  monthly  rent  paid  for  this  facility  is  $590.00. The Company
relocated  its  corporate  headquarters  to  720  E. Carnegie Dr., Suite 200 San
Bernardino,  CA  92408. The monthly rent paid for this facility is $2,183.00. We
also  lease  a Warehouse and Shipping office located at 1430 Third Street, Suite
10  Riverside, CA 92507. The monthly lease amount is $575.00. The Company has no
other locations this time.  The Company has committed to a two-year lease at the
San  Bernardino  corporate  headquarters,  which will expire on August 30, 2002.
The  Riverside  and Colton locations are currently under a one-year lease, which
expire  in  August  of  2001.  All three facilities have business and commercial
compensation  insurance  provided  by  Superior  National Insurance. The Company
currently  has  plans  to  relocate upon the expiration of its leases but has no
concrete  plan  in  place  at  this  time.


                                        5
<PAGE>
ITEM  3.  LEGAL  PROCEEDINGS
----------------------------
The  Cyber  Group  Network Corporation is currently involved in arbitration with
Wall  Street  Whispers, a Texas sole proprietorship.  The Company filed a formal
complaint  on  July 7, 2000, in Clark County, Nevada, in which claims for relief
were  sought  for  misrepresentation  and  unjust enrichment.  This stems from a
decision  by  the Company not to complete a buyout of Wall St. Whispers.  In the
process  of  negotiating  the  buyout,  Wall St. Whispers received a substantial
amount  of  cash  and  property  from  the  Company.

ITEM  4.  SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS
---------------------------------------------------------------------
None


                                     PART  II

ITEM  5.  MARKET  FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
--------------------------------------------------------------------------------
Our  common stock, par value $0.001 per share (the "Common Stock"), is traded on
the  Over  the  Counter Bulletin Board ("OTCBB") under the symbol "CGPN".  There
was  no  active  trading  market  for the Common Stock before May 22, 2000.  Our
Common  Stock  commenced  trading  on  May  22,  2000.

                                                                   HIGH     LOW
       2000
       For the period (May 22, 2000 to Dec 31, 2000)               .62     .06

HOLDERS
-------
As of December 31, 2000 there were 147 stockholders of record with our Company's
Common  Stock.

DIVIDEND  POLICY
----------------
We have not paid cash dividends on our Common Stock and do not intend to pay any
cash  dividends  in  the  foreseeable  future.

RECENT  SALE  OF  UNREGISTERED  SECURITIES
------------------------------------------
CGN  Acquisitions  Corporation  a  wholly  owned  subsidiary  of The Cyber Group
Network  Corporation  completed  an  offering pursuant to Regulation D Rule 504,
dated  December 5, 2000.  Subsequent to the 504 offering CGN Acquisitions merged
into  The Cyber Group Network Corporation, which also occurred in December 2000.
Subsequent  to  the  merger  CGN  Acquisitions  Corporation  was  dissolved.



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

Forward-Looking  Statements  This  Annual  Report  on  Form  10-KSB  includes
forward-looking  statements  within  the  meaning  of  the  Private  Securities
Litigation  Reform  Act  of  1995.  This  Act  provides  a  "safe  harbor"  for
forward-looking  statements  to  encourage  companies  to  provide  prospective
information  about  themselves  so  long  as  they  identify these statements as
forward  looking  and  provide  meaningful  cautionary  statements  identifying
important  factors  that could cause actual results to differ from the projected
results.  All  statements  other than statements of historical fact made in this
Annual  Report on Form 10-KSB are forward looking. In particular, the statements
herein  regarding  industry  prospects  and  future  results  of  operations  or
financial  position  are  forward-looking statements. Forward-looking statements
reflect  management's  current  expectations  and  are inherently uncertain. The
company's  actual  results  may  differ  significantly  from  management's
expectations.

The  following  discussion  and  analysis should be read in conjunction with the
Company's consolidated financial statements and related footnotes for the period
of  March  21,  2000  (inception)  to  December 31, 2000 included in this Annual
Report.  The discussion of results, causes and trends should not be construed to
imply  any  conclusion  that such results or trends will necessarily continue in
the  future.

The Company, currently in development stage, to this date, has generated minimal
revenue,  is  focusing  its attention on marketing, development, and positioning
itself  for  the  release  of new products.  The main product, E-Snitch, release
date  has  been  postponed due to the under development of the GPS Network.  The
E-Snitch can track missing or stolen computers within five feet of its location.
It  also has the ability to retrieve and destroy information from secure storage
space  on  the drive.  The Provisional Patent has already been filed and will be
followed  by  the  Utility Patent in the coming months.  The Company is actively
recruiting  key  personnel  to  enhance  the  research and development team.  In
addition,  the  recruitment  of sales agents and distributors will take place in
order to present all new products in particularly E-Snitch into the marketplace.
During  the  next  twelve  months  we  expect  to  take  the  following steps in
development  of  our  business:
     -    it  is  anticipated  that  the  company  will need to raise additional
          capital  and  it has been contemplated that the Company will file form
          SB2;
     -    will  seek  alliances  with  original equipment manufactures, retrofit
          market  and  related  enterprises  for  the  existing  technology;
     -    complete  the  technical  development  of  E-Snitch  as  well as other
          products;
     -    identify new office facilities for our business, if expansion call for
          this  need;
     -    build  company  and product exposure through industry media, and other
          key  professionals;

The  Company  will  encounter  various risk factors in implementing its business
model,  particularly  in  the  new and evolving market of technology.  We cannot
assure  you that will be successful in addressing such risks, and the failure to
do so could have material adverse effect on our business and results operations.


                                        6
<PAGE>
RESULTS  OF  OPERATIONS
-----------------------

For  March  21,  2000 (Inception) to December 31, 2000, we recorded an operating
lose  of  $3,055,376.  This  operating loss is largely attributed to general and
administrative  expenses  associated  with start up company in its developmental
stages.  We have generated $6,141 during this period mostly from the sale of The
Hi-Tech Hustler Research Compact Disk and Tales of a Hi-Tech Hustler Comic Book.
Net  loss  per share of common stock was approximately $0.19 from March 21, 2000
(inception)  to  December  31,  2000.  We expect to continue operating at a loss
through  fiscal  2001.  There  is  no  assurance  that  we  will  ever  achieve
profitability  or that a stream of revenue can be generated and sustained in the
future.

CAPITAL  RESOURCE  AND  LIQUIDITY
---------------------------------

At  December 31, 2000 we recorded current assets of $ 59,439 and total assets of
$  224,956.  These  assets  contain  cash  on hand of $ 48,549, net property and
equipment  of  $  94,685, net software license rights of $ 68,056 and deposit of
$2,776.  Accumulated depreciation of property and equipment amounted to $20,427.
The  Company  remains  in  the  developmental  stage  and  since  inception have
experienced  no  significant  change  in  liquidity,  capital  resources  or
shareholders'  equity.

Most  capital  provided  from  the  issuance of common stock from a registration
offering  under  Rule  504  Regulation  D of the Securities. From March 21, 2000
(inception)  to  December  31,  2000  $  1,458,677  was  raised from convertible
debentures.  The proceeds from this offering were used to purchase of computers,
office  equipment,  and  to  run  the  general  operations  of  the  Company.

CASH  REQUIREMENTS  AND  ADDITIONAL  FUNDING
--------------------------------------------

The  Company  completed  additional  financing  in  December  2000.  The  total
financing  received  by  the Company from March 21, 2000 to December 31, 2000 of
$1,412,809  where  used  for general operating expenses and further research and
development of current products.  Common Stock was issued to officers, directors
and  consultants  of  the  Company for services rendered which totaled 1,278,200
shares.  Although  the Company had minimal revenues during this period, the cash
that  we raised was used to position the Company in anticipation of new services
and  product  releases.

It  is  anticipated  that the Company will need to raise additional capital. The
Company  contemplates  filing  form  SB2  to  raise  these additional funds. The
additional  capital  will need to be in excess of $10,000,000 for the Company to
sustain through major product launch. The Company believes that our cash on hand
is  insufficient  to  meet  our  anticipated  needs for working capital, capital
expenditures  and  business development for the next twelve months. We expect to
utilize  cash  at  a  rate  of $50,000 per month or $600,000 for the next fiscal
year.  This  additional  capital  would  cover such costs such as: marketing and
promotion,  maintaining  and upgrading our technology, overhead expenses for the
day  to  day  operation  of  the  business  and other unexpected expenses due to
economic  changes.  The  Company currently does not maintain any lines of credit
nor  do  we  have any agreements for additional capital in place. The additional
may  result  in dilution to our shareholders. The Company cannot assure you that
financing  will  be available in amounts or on acceptable terms. Without raising
additional  capital, the Company may not be able to acquire additional companies
that  may  enhance  the  growth  of  the  Company.  Furthermore,  development of
additional  technologies  could suffer due to the lack of capital subject to the
limited  available  cash  flow.


                                        7
<PAGE>
ITEM  7.  FINANCIAL  STATEMENTS
-------------------------------


                                 THE CYBER GROUP
                               NETWORK CORPORATION
                                 AND SUBSIDIARY
                          (DEVELOPMENT STAGE COMPANIES)
                        CONSOLIDATED FINANCIAL STATEMENTS
                               FOR THE PERIOD FROM
                           MARCH 21, 2000 (INCEPTION)
                            THROUGH DECEMBER 31, 2000



<PAGE>
                                             THE CYBER GROUP NETWORK CORPORATION
                                                                  AND SUBSIDIARY
                                                   (DEVELOPMENT STAGE COMPANIES)
                                                                        CONTENTS
                                                               DECEMBER 31, 2000

================================================================================


                                                                          Page

REPORT  OF  INDEPENDENT  CERTIFIED  PUBLIC  ACCOUNTANTS                    1

CONSOLIDATED  FINANCIAL  STATEMENTS

     Consolidated  Balance  Sheet                                        2 - 3

     Consolidated  Statement  of  Operations                               4

     Consolidated  Statement  of  Shareholders'  Deficit                   5

     Consolidated  Statement  of  Cash  Flows                            6 - 7

     Notes  to  Consolidated  Financial  Statements                      8 - 21



<PAGE>
               REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

To  the  Board  of  Directors
The  Cyber  Group  Network  Corporation  and  subsidiary
(development  stage  companies)
San  Bernardino,  California

We  have  audited the accompanying consolidated balance sheet of The Cyber Group
Network  Corporation and subsidiary (development stage companies) as of December
31,  2000,  and the related consolidated statements of operations, shareholders'
deficit,  and  cash  flows  for  the  period  from March 21, 2000 (inception) to
December  31,  2000.  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 generally accepted auditing standards
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 consolidated financial statements referred to above present
fairly,  in  all  material  respects,  the financial position of The Cyber Group
Network  Corporation  and subsidiary as of December 31, 2000, and the results of
its operations and its cash flows for the period from March 21, 2000 (inception)
to December 31, 2000 in conformity with generally accepted accounting principles
in  the  United  States  of  America.

The  accompanying  consolidated  financial  statements  have  been  prepared  in
conformity  with  generally  accepted  accounting  principles  which contemplate
continuation  of  the Company as a going concern.  As discussed in Note 2 to the
financial  statements,  during  the  period  from  March 21, 2000 (inception) to
December  31, 2000, the Company incurred a net loss of $4,509,712.  In addition,
the  Company  was  in the development stage at December 31, 2000.  These factors
raise  substantial  doubt  about  the  Company's  ability to continue as a going
concern.  Management's  plans  in  regard to these matters are also described in
Note  2.  The  consolidated  financial statements do not include any adjustments
that  might  result  from  the  outcome  of  this  uncertainty.



SINGER  LEWAK  GREENBAUM  &  GOLDSTEIN  LLP

Los  Angeles,  California
May  15,  2001


<PAGE>
                                             THE CYBER GROUP NETWORK CORPORATION
                                                                  AND SUBSIDIARY
                                                   (DEVELOPMENT STAGE COMPANIES)
                                                      CONSOLIDATED BALANCE SHEET
                                                               DECEMBER 31, 2000

================================================================================

                                     ASSETS

CURRENT ASSETS
     Cash                                                           $     48,549
     Accounts  receivable                                                  1,640
     Receivable  from  related  party                                      9,250
                                                                    ------------

          Total  current  assets                                          59,439

PROPERTY  AND  EQUIPMENT,  net                                            94,685
LICENSE  RIGHTS,  net                                                     68,056
DEPOSIT                                                                    2,776
                                                                    ------------

               TOTAL  ASSETS                                        $    224,956
                                                                    ============



   The accompanying notes are an integral part of these financial statements.
                                        2
<PAGE>
                                             THE CYBER GROUP NETWORK CORPORATION
                                                                  AND SUBSIDIARY
                                                   (DEVELOPMENT STAGE COMPANIES)
                                                      CONSOLIDATED BALANCE SHEET
                                                               DECEMBER 31, 2000

================================================================================

                      LIABILITIES AND SHAREHOLDERS' DEFICIT

CURRENT  LIABILITIES
     Accounts  payable                                              $   176,181
     Accrued  expenses                                                    9,722
     Payable  to  related  party                                         52,210
     Payable  to  officer                                                13,994
                                                                    ------------

          Total  current  liabilities                                   252,107

CONVERTIBLE  REDEEMABLE  DEBENTURES                                     169,415
                                                                    ------------

               Total  liabilities                                       421,522
                                                                    ------------

COMMITMENTS  AND  CONTINGENCIES

SHAREHOLDERS'  DEFICIT
     Preferred  stock,  $0.001  par  value
          5,000,000  shares  authorized
          no  shares  issued  and  outstanding                                -
     Common  stock,  $0.001  par  value
          50,000,000  shares  authorized
          38,913,077  shares  issued  and  outstanding                   38,913
     Additional  paid-in  capital                                     4,274,233
     Deficit  accumulated  during  the  development  stage           (4,509,712)
                                                                    ------------

               Total  shareholders'  deficit                           (196,566)
                                                                    ------------

                    TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT     $   224,956
                                                                    ============


   The accompanying notes are an integral part of these financial statements.
                                        3
<PAGE>
                                             THE CYBER GROUP NETWORK CORPORATION
                                                                  AND SUBSIDIARY
                                                   (DEVELOPMENT STAGE COMPANIES)
                                            CONSOLIDATED STATEMENT OF OPERATIONS
             FOR THE PERIOD FROM MARCH 21, 2000 (INCEPTION) TO DECEMBER 31, 2000

================================================================================

REVENUE                                                             $     6,141

SELLING,  GENERAL,  AND  ADMINISTRATIVE  EXPENSES                     3,061,517
                                                                    ------------

LOSS  FROM  OPERATIONS                                               (3,055,376)
                                                                    ------------

OTHER  EXPENSE
     Impairment  of  goodwill                                          (295,000)
     Interest  expense                                               (1,159,336)
                                                                    ------------

          Total  other  expense                                      (1,454,336)
                                                                    ------------

NET  LOSS                                                           $(4,509,712)
                                                                    ============

BASIC  AND  DILUTED  LOSS  PER  SHARE                               $     (0.19)
                                                                    ============

WEIGHTED-AVERAGE  SHARES  USED TO COMPUTE BASIC DILUTED LOSS
     PER SHARE                                                       23,567,093
                                                                    ============


   The accompanying notes are an integral part of these financial statements.
                                        4
<PAGE>
<TABLE>
<CAPTION>
                                                            THE CYBER GROUP NETWORK CORPORATION
                                                                                 AND SUBSIDIARY
                                                                  (DEVELOPMENT STAGE COMPANIES)
                                                CONSOLIDATED STATEMENT OF SHAREHOLDERS' DEFICIT
                            FOR THE PERIOD FROM MARCH 21, 2000 (INCEPTION) TO DECEMBER 31, 2000
================================================================================================

                                                                        Deficit
                                                                      Accumulated
                                 Common  Stock          Additional    During  the
                         ---------------------------     Paid-In      Development
                            Shares          Amount       Capital         Stage          Total
                         ------------  -------------  -------------  -------------  ------------
<S>                      <C>           <C>            <C>            <C>            <C>
ISSUANCE  OF  COMMON
  STOCK  AND
  RECAPITALIZATION  DUE
  TO  ACQUISITION  ON
  MARCH  21,  2000        11,106,000   $     11,106   $    (11,106)  $          -   $         -
ISSUANCE  OF  STOCK
  FOR  SERVICES
  RENDERED                 9,127,783          9,128      1,269,072                    1,278,200
ISSUANCE  OF  STOCK
  AS  COMPENSATION         1,252,298          1,252        242,203                      243,455
ISSUANCE  OF  STOCK
  AS  DONATIONS              275,000            275         29,675                       29,950
CONVERSION  OF
  CONVERTIBLE
  REDEEMABLE
  DEBENTURES              11,910,873         11,911        988,089                    1,000,000
CONVERSION  OF
  CONVERTIBLE
  REDEEMABLE
  DEBENTURES               3,907,790          3,908        267,592                      271,500
STOCK  OPTIONS
  ISSUED  AS
  COMPENSATION                                             237,750                      237,750
STOCK  OPTIONS
  ISSUED  FOR
  SERVICES
  RENDERED                                                 220,000                      220,000
INTEREST  FROM
  BENEFICIAL
  CONVERSION
  FEATURES                                                 932,291                      932,291
ISSUANCE  OF  STOCK  AS
INTEREST  EXPENSE          1,333,333          1,333         98,667                      100,000
NET LOSS                                                               (4,509,712)   (4,509,712)
                         ------------  -------------  -------------  -------------  ------------

BALANCE,  DECEMBER
  31,  2000               38,913,077   $     38,913   $  4,274,233   $ (4,509,712)  $  (196,566)
                         ============  =============  =============  =============  ============
</TABLE>


   The accompanying notes are an integral part of these financial statements.
                                        5
<PAGE>
                                             THE CYBER GROUP NETWORK CORPORATION
                                                                  AND SUBSIDIARY
                                                   (DEVELOPMENT STAGE COMPANIES)
                                            CONSOLIDATED STATEMENT OF CASH FLOWS
             FOR THE PERIOD FROM MARCH 21, 2000 (INCEPTION) TO DECEMBER 31, 2000

================================================================================

CASH  FLOWS  FROM  OPERATING  ACTIVITIES
     Net  loss                                                      $(4,509,712)
     Adjustments  to  reconcile  net  loss  to  net  cash
          used  in  operating  activities
               Depreciation  and  amortization                           22,371
               Amortization of discount  on  convertible redeemable
                    debentures                                           28,106
               Interest  from  beneficial  conversion  feature          932,291
               Issuance of common stock for services rendered         1,278,200
               Issuance  of  common  stock  as  compensation            243,455
               Issuance  of  common  stock  as  donations                29,950
               Issuance  of stock options for services rendered         220,000
               Issuance  of  stock  options  as  compensation           237,750
               Issuance  of  stock  as  interest  expense               100,000
               Increase  in
                    Accounts  receivable                                 (1,640)
                    Receivable  from  related  party                     (9,250)
                    Deposit                                              (2,776)
               Increase  in
                    Accounts  payable  and  accrued  expenses           185,903
                    Payable  to  related  party                          52,210
                    Payable  to  officer                                 13,994
                                                                   -------------

                         Net cash used in operating activities       (1,179,148)
                                                                   -------------

CASH  FLOWS  FROM  INVESTING  ACTIVITIES
     Purchase  of  property  and  equipment                            (115,112)
     Purchase  of  license  rights                                      (70,000)
                                                                   -------------

             Net  cash  used  in  investing  activities                (185,112)
                                                                   -------------

CASH  FLOWS  FROM  FINANCING  ACTIVITIES
     Proceeds  from  issuance  of  convertible  debt                  1,412,809
                                                                   -------------

             Net cash provided by financing activities                1,412,809
                                                                   -------------

                   Net  increase  in  cash                               48,549

CASH,  BEGINNING  OF  PERIOD                                                  -
                                                                   -------------

CASH,  END  OF  PERIOD                                             $     48,549
                                                                   =============


   The accompanying notes are an integral part of these financial statements.
                                        6
<PAGE>
                                             THE CYBER GROUP NETWORK CORPORATION
                                                                  AND SUBSIDIARY
                                                   (DEVELOPMENT STAGE COMPANIES)
                                            CONSOLIDATED STATEMENT OF CASH FLOWS
             FOR THE PERIOD FROM MARCH 21, 2000 (INCEPTION) TO DECEMBER 31, 2000

================================================================================

SUPPLEMENTAL  DISCLOSURES  OF  CASH  FLOW  INFORMATION

     INTEREST  PAID                                                $          -
                                                                   =============

     INCOME  TAXES  PAID                                           $          -
                                                                   =============


   The accompanying notes are an integral part of these financial statements.
                                        7
<PAGE>
                                             THE CYBER GROUP NETWORK CORPORATION
                                                                  AND SUBSIDIARY
                                                   (DEVELOPMENT STAGE COMPANIES)
                                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                                               DECEMBER 31, 2000

================================================================================

NOTE  1  -  BUSINESS  ACTIVITY

     The  Cyber  Group  Network  Corporation  and  subsidiary (collectively, the
     "Company"),  development  stage  enterprises,  operate  as  a  developer of
     computer  security  technology, Internet access devices, and other Internet
     and  communication  investments.

     The  Company was originally incorporated on September 24, 1998 as Hollywood
     Entertainment  Network,  Inc. ("Hollywood"), a Nevada corporation. On March
     21,  2000,  The  Cyber  Group  Network  Corporation  ("OLD  Cyber")  was
     incorporated in the state of California. On May 23, 2000, OLD Cyber entered
     into  a  share  purchase  agreement  and  purchased  9,900,000  shares
     (approximately  89%  of the outstanding shares) of Hollywood's common stock
     for $295,000. Simultaneously, Hollywood and OLD Cyber merged, and Hollywood
     changed  its  name  to The Cyber Group Network Corporation. In addition, on
     May  23,  2000, immediately prior to the purchase transaction, the Board of
     Directors  of  Hollywood  approved the disposition of the movie rights to a
     shareholder  of  Hollywood.  Therefore,  at  the  time  of the transaction,
     Hollywood  had  minimal  assets  and liabilities. Accordingly, no pro forma
     disclosures have been made. As the core business of the Company has changed
     subsequent  to  the  purchase  transaction,  the  entire amount recorded as
     goodwill  of  $295,000  has  been  written  off.  This transaction has been
     recorded  as  a  purchase transaction, similar to a reverse merger, whereby
     the  Company's  equity  section  is  retroactively  restated to reflect the
     capital  structure  of  Hollywood  (a  recapitalization).

     On September 13, 2000, CGN Acquisitions Corporation ("CGN") was formed as a
     wholly-owned  subsidiary  of  the  Company. On December 7, 2000, CGN merged
     with  the  Company  and  ceased  to  exist.

NOTE  2  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

     Principles  of  Consolidation
     -----------------------------
     The  consolidated  financial  statements  include the accounts of The Cyber
     Group  Network  Corporation  and  its  wholly owned subsidiary, Cyber Crime
     Corporation  ("Cyber  Crime").  During  the  period  from  March  21,  2000
     (inception)  to  December  31,  2000,  Cyber  Crime  did  not engage in any
     activities.  Any  intercompany  balances and transactions are eliminated in
     consolidation.

     Basis  of  Presentation
     -----------------------
     The  accompanying  consolidated  financial statements have been prepared in
     conformity  with generally accepted accounting principles which contemplate
     continuation  of the Company as a going concern. However, during the period
     from  March 21, 2000 (inception) to December 31, 2000, the Company incurred
     a  net  loss of $4,509,712. In addition, the Company was in the development
     stage at December 31, 2000. These factors raise substantial doubt about the
     Company's  ability  to  continue  as  a  going  concern.


                                        8
<PAGE>
                                             THE CYBER GROUP NETWORK CORPORATION
                                                                  AND SUBSIDIARY
                                                   (DEVELOPMENT STAGE COMPANIES)
                                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                                               DECEMBER 31, 2000

================================================================================

NOTE  2  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

     Basis  of  Presentation  (Continued)
     -----------------------
     Recovery  of  the  Company's  assets  is  dependent upon future events, the
     outcome  of which is indeterminable. The Company's attainment of profitable
     operations  is  dependent  upon  the Company obtaining adequate debt and/or
     equity  financing  and finding a suitable operating business. The financial
     statements  do  not  include any adjustments relating to the recoverability
     and  classification of recorded asset amounts or amounts and classification
     of  liabilities  that  might  be  necessary should the Company be unable to
     continue  in  existence.

     Management  plans  to  raise  additional  debt  and/or  equity  capital and
     continue  to  search  for  a  suitable  operating  business.

     Development  Stage  Enterprise
     ------------------------------
     The  Company  is  development  stage  companies  as defined in Statement of
     Financial Accounting Standards ("SFAS") No. 7, "Accounting and Reporting by
     Development  Stage Enterprises." The Company is devoting all of its present
     efforts  to  its  formation and to fundraising and to search for a suitable
     operating  business,  and  its  planned  principal  operations have not yet
     commenced.  All  losses accumulated since inception have been considered as
     part  of  the  Company's  development  stage  activities.

     Revenue  Recognition
     --------------------
     Revenue is generally recognized when services are performed or products are
     shipped.

     Comprehensive  Income
     ---------------------
     The  Company  utilizes SFAS No. 130, "Reporting Comprehensive Income." This
     statement  establishes standards for reporting comprehensive income and its
     components  in  a  financial  statement.  Comprehensive  income  as defined
     includes  all changes in equity (net assets) during a period from non-owner
     sources.  Examples  of  items to be included in comprehensive income, which
     are  excluded  from  net  income,  include  foreign  currency  translation
     adjustments  and  unrealized  gains  and  losses  on  available-for-sale
     securities.  Comprehensive  income  is  not  presented  in  the  Company's
     financial  statements  since  the  Company did not have any of the items of
     comprehensive  income  in  the  period  presented.

     Cash  Equivalents
     -----------------
     For  the  purpose of the statement of cash flows, the Company considers all
     highly  liquid  investments  purchased  with  original  maturities of three
     months  or  less  to  be  cash  equivalents.


                                        9
<PAGE>
                                             THE CYBER GROUP NETWORK CORPORATION
                                                                  AND SUBSIDIARY
                                                   (DEVELOPMENT STAGE COMPANIES)
                                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                                               DECEMBER 31, 2000

================================================================================

NOTE  2  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

     Property  and  Equipment
     ------------------------
     Property and equipment are recorded at cost, less accumulated depreciation.
     Depreciation  is  provided  using  the  straight-line method over estimated
     useful  lives  as  follows:

          Furniture  and  fixtures                  7  years
          Office  equipment                         5  years
          Computer  hardware  and  software         3  years

     Maintenance  and  minor  replacements  are  charged to expense as incurred.
     Gains  and  losses  on disposals are included in the results of operations.

     Software  Development  Costs
     ----------------------------
     Development  costs incurred in the research and development of new software
     products  are  expensed  as incurred until technological feasibility in the
     form  of a working model has been established. To date, the Company has not
     completed  its  software  development  to  the  point  of  technological
     feasibility,  and  accordingly,  no  costs  have  been  capitalized.

     License  Rights
     ---------------
     On  November  30,  2000,  the  Company entered into a license agreement for
     certain  rights  related  to  the Community Banking Program. The Company is
     amortizing  the  cost  of  the  license  agreement  over  three  years.

     Stock-Based  Compensation
     -------------------------
     SFAS  No.  123,  "Accounting for Stock-Based Compensation," established and
     encourages  the  use  of  the  fair  value  based  method of accounting for
     stock-based  compensation  arrangements  under which compensation costs are
     determined  using  the fair value of stock-based compensation determined as
     of  the  date  of  grant.  It  is  recognized over the periods in which the
     related  services  are  rendered.  For  stock-based  compensation issued to
     non-employees,  the  Company uses the fair value method of accounting under
     the  provision  of  SFAS  No.  123.

     The  Company has adopted only the disclosure provisions of SFAS No. 123. It
     applies  Accounting  Principles Board Opinion No. 25, "Accounting for Stock
     Issued  to  Employees,"  and  related interpretations in accounting for its
     stock  issuances  to  employees and does not recognize compensation expense
     for  its  stock-based  compensation  other  than  for  restricted stock and
     options  issued  to  outside  third  parties.

     Stock  Split
     ------------
     On  May 10, 2000, the Company's Board of Directors approved a three-for-one
     split  of  the  outstanding  common  shares  of  the Company. All per share
     amounts  have  been  retroactively  restated  to  reflect  the stock split.


                                       10
<PAGE>
                                             THE CYBER GROUP NETWORK CORPORATION
                                                                  AND SUBSIDIARY
                                                   (DEVELOPMENT STAGE COMPANIES)
                                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                                               DECEMBER 31, 2000

================================================================================

NOTE  2  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

     Fair  Value  of  Financial  Instruments
     ---------------------------------------
     The  Company  measures  its  financial assets and liabilities in accordance
     with generally accepted accounting principles. For certain of the Company's
     financial  instruments,  including  cash,  accounts  receivable,  accounts
     payable,  and accrued expenses, the carrying amounts approximate fair value
     due to their short maturities. The amounts shown for convertible redeemable
     debentures  also  approximate  fair  value  because  current interest rates
     offered to the Company for debt of similar maturities are substantially the
     same.

     Advertising
     -----------
     The  Company  expenses  advertising costs as incurred. The Company incurred
     $174,615  for  advertising  expenses  during the period from March 21, 2000
     (inception)  to  December  31,  2000.

     Income  Taxes
     -------------
     The  Company accounts for income taxes under the asset and liability method
     which  requires  the recognition of deferred tax assets and liabilities for
     the  expected  future tax consequences of events that have been included in
     the financial statements or tax returns. Under this method, deferred income
     taxes  are  recognized  for  the  tax  consequences  in  future  years  of
     differences  between  the  tax  bases  of  assets and liabilities and their
     financial  reporting  amounts  at each period-end based on enacted tax laws
     and  statutory tax rates applicable to the periods in which the differences
     are  expected  to  affect  taxable  income.  Valuation  allowances  are
     established,  when  necessary,  to reduce deferred tax assets to the amount
     expected  to  be  realized.

     Basic  and  Diluted  Loss  per  Share
     -------------------------------------
     For  the  period  from March 21, 2000 (inception) to December 31, 2000, the
     Company adopted SFAS No. 128, "Earnings per Share." Basic loss per share is
     computed  by  dividing  loss  available  to  common  shareholders  by  the
     weighted-average  number  of  common  shares  outstanding. Diluted loss per
     share  is  computed  similar  to  basic  loss  per  share  except  that the
     denominator  is increased to include the number of additional common shares
     that  would  have  been outstanding if the potential common shares had been
     issued  and  if  the additional common shares were dilutive. For the period
     from  March 21, 2000 (inception) to December 31, 2000, the Company incurred
     a  net  loss;  therefore,  basic  and  diluted loss per share are the same.


                                       11
<PAGE>
                                             THE CYBER GROUP NETWORK CORPORATION
                                                                  AND SUBSIDIARY
                                                   (DEVELOPMENT STAGE COMPANIES)
                                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                                               DECEMBER 31, 2000

================================================================================

NOTE  2  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

     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,  as  well  as  the  reported amounts of revenues and
     expenses  during  the  reporting  period.  Actual results could differ from
     those  estimates.

     Risk  Concentrations
     --------------------
     The  Company  places its cash with high quality financial institutions, and
     at  times  it may exceed the Federal Deposit Insurance Corporation $100,000
     insurance  limit.  As  of  December  31, 2000, the Company did not have any
     uninsured  cash.

     Recently  Issued  Accounting  Pronouncements
     --------------------------------------------
     In  December  1999,  the  Securities and Exchange Commission staff released
     Staff  Accounting  Bulletin  ("SAB")  No.  101,  "Revenue  Recognition  in
     Financial  Statements,"  to  provide  guidance  on  the  recognition,
     presentation, and disclosure of revenue in financial statements. Changes in
     accounting  to  apply the guidance in SAB No. 101 may be accounted for as a
     change  in  accounting  principle effective January 1, 2000. Management has
     not  yet  determined  the  complete  impact  of SAB No. 101 on the Company;
     however,  management  does  not expect that application of SAB No. 101 will
     have  a material effect on the Company's revenue recognition and results of
     operations.

     In  March  2000,  the  Financial Accounting Standards Board ("FASB") issued
     FASB  Interpretation No. 44, "Accounting for Certain Transactions Involving
     Stock  Compensation,"  (an Interpretation of Accounting Principles Bulletin
     Opinion  No.  25  ("APB  25"))  ("FIN 44"). FIN 44 provides guidance on the
     application of APB 25, particularly as it relates to options. The effective
     date  of  FIN  44 is July 1, 2000, and the Company has adopted FIN 44 as of
     that  date.

     In  June  2000,  the  FASB  issued  SFAS  No.  138, "Accounting for Certain
     Instruments  and  Certain  Hedging  Activities."  This  statement  is  not
     applicable  to  the  Company.

     In  June  2000, the FASB issued SFAS No. 139, "Rescission of FASB Statement
     No. 53 and Amendments to Statements No. 63, 89, and 121." This statement is
     not  applicable  to  the  Company.

     In  September 2000, the FASB issued SFAS No. 140, "Accounting for Transfers
     and  Servicing  of  Financial  Assets and Extinguishments of Liabilities, a
     replacement of FASB Statement No. 125." This statement is not applicable to
     the  Company.


                                       12
<PAGE>
                                             THE CYBER GROUP NETWORK CORPORATION
                                                                  AND SUBSIDIARY
                                                   (DEVELOPMENT STAGE COMPANIES)
                                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                                               DECEMBER 31, 2000

================================================================================

NOTE  3  -  PROPERTY  AND  EQUIPMENT

     Property  and  equipment  at  December 31, 2000 consisted of the following:

          Furniture  and  fixtures                                 $     50,263
          Office  equipment                                              11,711
          Computer  hardware  and  software                              53,138
                                                                   -------------

                                                                        115,112
          Less  accumulated  depreciation                                20,427
                                                                   -------------

              TOTAL                                                $     94,685
                                                                   =============

     Depreciation  expense  for  the  period  from March 21, 2000 (inception) to
     December  31,  2000  was  $20,427.


NOTE  4  -  LICENSE  RIGHTS

     On  November  30,  2000,  the  Company  entered  into a Technology Transfer
     Agreement  related  to the E-Snitch Device, whereby the Company was granted
     the  license  to  use the proprietary technology (computer software) in the
     manufacture  and  sale  of  the E-Snitch Device. Software development costs
     totaling $137,000 for the development of a prototype used for demonstration
     purposes  have  been  expensed  as  research  and  development.

     On  November 30, 2000, the Company entered into a license agreement related
     to  the  Community  Banking  Program  (the  "Program"), whereby the Company
     acquired  the  right,  in  perpetuity,  for $70,000, to implement, use, and
     modify  the  Program  to  engage in the business of promotion, advertising,
     merchandising,  and  the  distribution  of  debit  cards  used  in  banking
     transactions.  In  accordance  with  this agreement, the sellers retain the
     right  to  use  the  Program. The Company is amortizing this right over its
     estimated  useful life of three years. As of December 31, 2000, accumulated
     amortization  totaled  $1,944.


                                       13
<PAGE>
                                             THE CYBER GROUP NETWORK CORPORATION
                                                                  AND SUBSIDIARY
                                                   (DEVELOPMENT STAGE COMPANIES)
                                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                                               DECEMBER 31, 2000

================================================================================

NOTE  5  -  CONVERTIBLE  REDEEMABLE  DEBENTURES

     May  2000  Debentures
     ---------------------
     On  May  17,  2000,  the  Company  issued  Series  A  Senior  Subordinated
     Convertible  Redeemable  Debentures (the "May 2000 Debentures") with a face
     amount  totaling  $1,000,000, at a 10% discount, to three purchasers in the
     amounts  of  $333,333,  $333,333, and $333,334. The May 2000 Debentures are
     issued  in  denominations  of  $10,000,  accrue  interest  at 8% per annum,
     commencing  May  17,  2000,  and  are  due  on  May  17,  2002.

     The  Company  will  pay interest by issuing common stock equal to the total
     monthly  interest accrued divided by 70% of the lowest closing bid price of
     the  common  stock  for  the  three  consecutive  trading  days immediately
     preceding  the  date  of the monthly interest payment. At any time after 90
     days  from  the  issuance of the May 2000 Debentures, the Company will have
     the option to pay the holder 125% of the principal amount of the debenture,
     in  full,  to  the  extent  the  debenture  has  not  been  converted.

     Related  to  this  issuance, the Company recorded interest expense totaling
     $832,540  related  to  the beneficial conversion feature of the debentures.

     As  of  December 31, 2000, the holders of the May 2000 Debentures converted
     $1,000,000 into 11,853,618 shares of the Company's common stock and accrued
     interest  of  $4,293  into  57,255  shares  of  the Company's common stock.
     Conversion  prices ranged from approximately $0.03 to $0.16. In relation to
     this  transaction,  the Company recorded interest expense totaling $100,000
     for  the  issuance  of 1,333,333 shares of common stock in exchange for the
     10%  discount  in  cash  totaling  $100,000.

     December  2000  Debentures
     --------------------------
     On December 11, 2000, the Company entered into an agreement to issue Series
     SPA  Senior  Subordinated  Convertible Redeemable Debentures (the "December
     2000  Debentures")  with  a  face  amount  totaling  $1,000,000,  at  a 10%
     discount,  to  three  purchasers  in the amounts of $333,333, $333,333, and
     $333,334.  The  December  2000  Debentures  are  issued in denominations of
     $10,000, accrue interest at 8% per annum, commencing December 11, 2000, and
     are  due  on December 11, 2002. As of December 31, 2000, total funds raised
     under  the  December  2000  Debentures  were  $458,677.

     The  Company  will  pay interest by issuing common stock equal to the total
     monthly  interest accrued divided by 75% of the lowest closing bid price of
     the  common  stock  for  the  three  consecutive  trading  days immediately
     preceding  the  date  of the monthly interest payment. At any time after 90
     days  from  the  issuance of the December 2000 Debentures, the Company will
     have  the  option  to  pay  the  holder 125% of the principal amount of the
     debenture,  in  full,  to  the extent the debenture has not been converted.


                                       14
<PAGE>
                                             THE CYBER GROUP NETWORK CORPORATION
                                                                  AND SUBSIDIARY
                                                   (DEVELOPMENT STAGE COMPANIES)
                                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                                               DECEMBER 31, 2000

================================================================================

NOTE  5  -  CONVERTIBLE  REDEEMABLE  DEBENTURES  (CONTINUED)

     December  2000  Debentures  (Continued)
     --------------------------
     Related  to  this  issuance, the Company recorded interest expense totaling
     $99,751  related  to  the  beneficial conversion feature of the debentures.

     As  of  December  31,  2000,  the  holders  of the December 2000 Debentures
     converted  $271,500  into  3,907,790  shares of the Company's common stock.
     Conversion  prices  ranged  from  approximately  $0.06  to  $0.09.


NOTE  6  -  COMMITMENTS  AND  CONTINGENCIES

     Leases
     ------
     The  Company  leases  its facilities under an operating lease which expires
     through  2005.  Future minimum aggregate lease payments under the operating
     sublease  at  December  31,  2000  were  as  follows:

           Year  Ending
           December 31,
           ------------

              2001                                                 $     36,989
              2002                                                       19,832
              2003                                                        1,841
              2004                                                        1,841
              2005                                                        1,228
                                                                   -------------

                   TOTAL                                          $      61,731
                                                                   =============

     Rent  expense was $22,224 during the period from March 21, 2000 (inception)
     to  December  31,  2000.


                                       15
<PAGE>
                                             THE CYBER GROUP NETWORK CORPORATION
                                                                  AND SUBSIDIARY
                                                   (DEVELOPMENT STAGE COMPANIES)
                                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                                               DECEMBER 31, 2000

================================================================================

NOTE  6  -  COMMITMENTS  AND  CONTINGENCIES  (CONTINUED)

     Consulting  Agreement
     ---------------------
     On June 1, 2000, the Company entered into a three-year consulting agreement
     with the Chairman of the Board of Directors for certain consulting services
     as  requested  by  the  Company.  In  accordance  with  the  agreement, the
     consultant  receives  an  annual nonrefundable $20,000 retainer, payable on
     June  1  of  each  year.  Any services rendered by the consultant are first
     deducted  from  the  retainer, and any subsequent services are billed at an
     hourly  rate  of $150. The Company also pays the consultant an annual bonus
     based upon the attainment of certain financial and strategic goals, with an
     annual minimum bonus of $10,000. In addition, the Company is to transfer to
     the consultant 10,000 shares of the Company's common stock each year during
     the  term  of  the  agreement.

     If the consulting agreement is terminated during the term of the agreement,
     the  Company  is  to pay the consultant an amount equal to twice the sum of
     the  annual  retainer  and  the consultant's highest gross bonus award paid
     prior  to  the  year  of  termination, in addition to certain other accrued
     obligations.

     Employment  Agreements
     ----------------------
     On June 24, 2000, the Company entered into an employment agreement with the
     Director of Public Relations. In accordance with the agreement, the Company
     pays an annual salary of $30,000 and an annual bonus of $10,000. Subsequent
     to December 31, 2000, the employee left the Company, and this agreement was
     terminated.

     On February 25, 2000, the Company entered into an employment agreement with
     the  Assistant Director of Research and Development. In accordance with the
     agreement, the Company pays an annual salary of $24,000 and an annual bonus
     of  $10,000.  In  addition, the Company pays a $1,000 bonus for every 1,000
     units  of  products  sold,  subject  to  certain  conditions.

     On  March  21,  2000,  the  Company  entered  into  a  five-year employment
     agreement  with  the  Chief  Administrative Officer. In accordance with the
     agreement, the Company pays an annual salary of $50,000 and an annual bonus
     of  not  less  than  50%  of  the base salary, in addition to certain other
     bonuses.  If  the employment agreement is terminated during the term of the
     agreement,  the Company is to pay the employee triple the sum of the annual
     base  salary  and  the  highest gross bonus award paid prior to the year of
     termination,  in  addition  to  certain  other  accrued  obligations.


                                       16
<PAGE>
                                             THE CYBER GROUP NETWORK CORPORATION
                                                                  AND SUBSIDIARY
                                                   (DEVELOPMENT STAGE COMPANIES)
                                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                                               DECEMBER 31, 2000

================================================================================

NOTE  6  -  COMMITMENTS  AND  CONTINGENCIES  (CONTINUED)

     Litigation
     ----------
     The Company is involved in certain legal proceedings and claims which arise
     in  the  normal  course  of  business. Management does not believe that the
     outcome  of  these  matters  will  have  a  material  adverse effect on the
     Company's  financial  position  or  results  of  operations.

     The  Chief  Executive  Officer  of  the  Company  is personally involved in
     certain  legal  proceedings  in  excess of $10,000,000. The nature of these
     proceedings  arose  prior to the formation of the Company. The Company does
     not  believe  that  these legal proceedings will have any adverse effect on
     the  Company.

NOTE  7  -  SHAREHOLDERS'  EQUITY

     Common  Stock
     -------------
     During the period from March 21, 2000 (inception) to December 31, 2000, the
     Company's  convertible  debenture  holders  converted  debentures  totaling
     $1,271,500  and  accrued interest totaling $4,293 into 15,818,663 shares of
     common  stock.

     During the period from March 21, 2000 (inception) to December 31, 2000, the
     Company  issued  9,127,783  shares  of  common  stock for services rendered
     valued  at $1,278,200. The services were valued at the fair market value of
     the  stock  on  the  date  of  issuance,  which ranged from $0.33 to $0.77.

     During the period from March 21, 2000 (inception) to December 31, 2000, the
     Company  issued  1,252,298  shares of common stock as compensation totaling
     $243,455.  These  transactions  were valued at the fair market value of the
     stock  on  the  date  of  issuance,  which  ranged  from  $0.10  to  $0.22.

     During the period from March 21, 2000 (inception) to December 31, 2000, the
     Company  issued  275,000  shares  of common stock as donations to nonprofit
     organizations valued at $29,950. These transactions were valued at the fair
     market  value  of  the  stock  on  the  date  of issuance, which was $0.11.

     During the period from March 21, 2000 (inception) to December 31, 2000, the
     Company  issued  1,333,333  shares  of  common  stock  as  interest expense
     totaling  $100,000.

     During the period from March 21, 2000 (inception) to December 31, 2000, the
     Company  issued options to employees to purchase 4,250,000 shares of common
     stock.  In  relation  to  this  transaction,  the  Company  has  recorded
     compensation  expense  of  $237,750.


                                       17
<PAGE>
                                             THE CYBER GROUP NETWORK CORPORATION
                                                                  AND SUBSIDIARY
                                                   (DEVELOPMENT STAGE COMPANIES)
                                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                                               DECEMBER 31, 2000

================================================================================

NOTE  7  -  SHAREHOLDERS'  EQUITY  (CONTINUED)

     Stock  Options
     --------------
     The  Company has adopted only the disclosure provisions of SFAS No. 123. It
     applies  Accounting  Principles Board Opinion No. 25, "Accounting for Stock
     Issued  to  Employees,"  and  related interpretations in accounting for its
     stock  issuances  to  employees and does not recognize compensation expense
     for  its  stock-based  compensation  other  than  for  restricted stock and
     options  issued  to  outside  third  parties.

     If the Company had elected to recognize compensation expense based upon the
     fair value at the grant date for awards under this plan consistent with the
     methodology prescribed by SFAS No. 123, the Company's net loss and loss per
     share  would  be  reduced  to the pro forma amounts indicated below for the
     period  from  March  21,  2000  (inception)  to  December  31,  2000:

          Net  loss
               As  reported                                   $     (4,509,712)
               Pro  forma                                     $     (4,888,629)
          Basic  loss  per  common  share
               As  reported                                   $          (0.19)
               Pro  forma                                     $          (0.21)

     For  purposes  of  computing the pro forma disclosures required by SFAS No.
     123,  the  fair  value of each option granted to employees and directors is
     estimated  using  the Black-Scholes option-pricing model with the following
     weighted-average assumptions for the period from March 21, 2000 (inception)
     to  December  31,  2000: dividend yield of 0%, expected volatility of 100%,
     risk-free  interest  rate  of  5.74%,  and  expected life of two years. The
     weighted-average fair value of options granted during the period from March
     21,  2000  (inception)  to  December  31, 2000 for which the exercise price
     equals  the  market  price  on  the  grant  date  was  $0.05,  and  the
     weighted-average  exercise price was $0.10. The weighted-average fair value
     of  options  granted  during  the period from March 21, 2000 (inception) to
     December  31,  2000  for  which the exercise price was less than the market
     price  on the grant date was $0.12, and the weighted-average exercise price
     was  $0.04.  No  options  were issued during the period from March 21, 2000
     (inception)  to  December  31,  2000  where the exercise price exceeded the
     stock  price  at  the  date  of  grant.


                                       18
<PAGE>
                                             THE CYBER GROUP NETWORK CORPORATION
                                                                  AND SUBSIDIARY
                                                   (DEVELOPMENT STAGE COMPANIES)
                                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                                               DECEMBER 31, 2000

================================================================================

NOTE  7  -  SHAREHOLDERS'  EQUITY  (CONTINUED)

     Stock  Options  (Continued)
     --------------
     The  Black-Scholes  option  valuation  model  was  developed  for  use  in
     estimating  the  fair  value  of  traded  options  which  have  no  vesting
     restrictions  and  are  fully  transferable.  In addition, option valuation
     models  require  the  input  of highly subjective assumptions including the
     expected  stock  price  volatility.  Because  the  Company's employee stock
     options  have  characteristics significantly different from those of traded
     options,  and  because  changes  in  the  subjective  input assumptions can
     materially  affect  the  fair  value estimate, in management's opinion, the
     existing models do not necessarily provide a reliable single measure of the
     fair  value  of  its  employee  stock  options.

     Other  Stock  Options
     ---------------------
     During the period from March 21, 2000 (inception) to December 31, 2000, the
     Company  issued  options  to  consultants  to  purchase 3,500,000 shares of
     common  stock.  In  relation  to  these  transactions, the Company recorded
     consulting  expenses  totaling  $220,000.

     The  following  table  summarizes  all  of  the  Company's  stock  option
     transactions:

<TABLE>
<CAPTION>
                                   Employee Options           Consultant Options
                               -------------------------  -------------------------
                                             Weighted-                   Weighted-
                                              Average                     Average
                              Stock Options   Exercise   Stock Options   Exercise
                               Outstanding     Price      Outstanding     Price
                               -----------  ------------  -----------  ------------
<S>                            <C>          <C>           <C>          <C>
  Balance,  March  21,  2000
    (Inception)                          -  $          -            -  $          -
      Granted                    4,250,000  $       0.07    3,500,000  $       0.10
                               -----------                -----------

  BALANCE,  DECEMBER
    31,  2000                    4,250,000  $       0.07    3,500,000  $       0.10
                               ===========                ===========

  EXERCISABLE,
    DECEMBER 31,
    2000                         4,250,000  $       0.07    3,500,000  $       0.10
                               ===========                ===========
</TABLE>


                                       19
<PAGE>
                                             THE CYBER GROUP NETWORK CORPORATION
                                                                  AND SUBSIDIARY
                                                   (DEVELOPMENT STAGE COMPANIES)
                                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                                               DECEMBER 31, 2000

================================================================================

NOTE  7  -  SHAREHOLDERS'  EQUITY  (CONTINUED)

     Other  Stock  Options  (Continued)
     ---------------------
     The  weighted-average remaining contractual life of the options outstanding
     at  December  31,  2000  is  4.76 years. The exercise prices of the options
     outstanding  at  December  31,  2000  ranged  from  $0.01  to  $0.10,  and
     information  relating  to  these  options  is  as  follows:

<TABLE>
<CAPTION>
                                                        Weighted-    Weighted-
                                           Weighted-     Average      Average
                                            Average      Exercise     Exercise
  Range of        Stock        Stock       Remaining    Price  of    Price  of
  Exercise       Options      Options     Contractual    Options      Options
   Prices      Outstanding  Exercisable      Life      Outstanding  Exercisable
-------------  -----------  ------------  -----------  -----------  -----------
<S>            <C>          <C>           <C>          <C>          <C>
$0.01 to 0.10    7,750,000     7,750,000   4.76 years  $      0.08  $      0.08
</TABLE>

NOTE  8  -  RELATED  PARTY  TRANSACTIONS

     During the period from March 21, 2000 (inception) to December 31, 2000, the
     Company  made  certain  advances  to and had loans from the Chief Executive
     Officer  of  the Company. As of December 31, 2000, total net loans from the
     Chief  Executive  Officer  totaled  $13,994.

     As  of December 31, 2000, the Company had a loan payable to a related party
     totaling  $52,210  and  an  advance  to  a  related  party totaling $9,250.

NOTE  9  -  INCOME  TAXES

     As  of  December  31, 2000, the Company had approximately $4,500,000 in net
     operating  loss  carryforwards  that  may  be offset against future taxable
     income.  No  provision  for income taxes for the period from March 21, 2000
     (inception) to December 31, 2000 has been made since the Company incurred a
     loss  during  the  period.  The  deferred  income  tax  benefit of the loss
     carryforward is the only significant deferred income tax asset or liability
     of  the  Company.  It  has been offset by a valuation allowance of the same
     amount  since  management  does  not  believe  the  recoverability  of this
     deferred tax asset is more likely than not. Accordingly, no deferred income
     tax  benefit  has  been  recognized  in  these  financial  statements.


                                       20
<PAGE>
                                             THE CYBER GROUP NETWORK CORPORATION
                                                                  AND SUBSIDIARY
                                                   (DEVELOPMENT STAGE COMPANIES)
                                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                                               DECEMBER 31, 2000

================================================================================

NOTE  10  -  SUBSEQUENT  EVENTS  (UNAUDITED)

     On  January  17, 2001, the Company amended its Articles of Incorporation to
     increase  the  authorized  shares  of  common  stock  from  50,000,000  to
     100,000,000  shares  at  a  par  value  of $0.001. In addition, the Company
     increased  the  authorized  shares  of  preferred  stock  from 5,000,000 to
     20,000,000  shares  at  par  value  of  $0.001.

     On March 8, 2001, the Company adopted the Employee Stock Incentive Plan for
     certain  officers  and  employees.  The  maximum number of shares of common
     stock  that  may  be  issued  pursuant  to  this  plan  is  20,000,000.

     Subsequent  to  December  31,  2000, the Company issued 2,000,000 shares of
     preferred  stock  to  a  company  owned  by the Chief Executive Officer for
     services  rendered.  No  rights  or  privileges  have  been assigned to the
     preferred  stock.  In  relation  to  this transaction, the Company recorded
     consulting  expense  totaling  $213,250.

     Subsequent  to December 31, 2000, the Company issued convertible redeemable
     debentures  totaling $416,668. The terms of these debentures are similar to
     December  2000  debentures  (see  Note  5).

     Subsequent  to  December  31,  2000,  holders of the convertible redeemable
     debentures  converted  $603,845  into  9,860,782  shares  of  common stock.

     Subsequent  to  December  31,  2000, the Company issued 4,214,285 shares of
     common  stock  to  employees  and  to  a  vendor services rendered totaling
     $345,571.

     On  January  2, 2001, the Company issued options to an employee to purchase
     250,000  shares  of  common  stock at an exercise price of $0.10 per share.

     On  March  30, 2001, the Company entered into a consulting agreement in the
     amount  of  $35,000  for  research  and  development  services.

     Subsequent to December 31, 2000, the Company issued 3,700,000 common shares
     for $15,000 of legal services rendered and $207,000 of legal services to be
     rendered.

     Subsequent to December 31, 2000, the Company issued 2,000,000 common shares
     to  the  Chief  Executive  Officer  for  services  relating to the E-snitch
     Device.

     Subsequent  to  December  31, 2000, the Company issued 66,667 common shares
     for  $4,000  of  investor  relation  services.


FORWARD-LOOKING  STATEMENTS
---------------------------


         Some  of  the  statements  under  "Risk Factors,"  "Plan of Operation,"
"Business,"  and  elsewhere  in this quarterly report constitute forward-looking
statements. These statements involve known and unknown risks, uncertainties, and
other factors that may cause our or our industry's results,  levels of activity,
performance,  or  achievements  to be  significantly  different  from any future
results, levels of activity,  performance,  or achievements expressed or implied
by  such  forward-looking  statements.

         In  some  cases,  you  can  identify   forward-looking   statements  by
terminology  such as "may," "will,"  "should,"  "expects,"  "plans,"  "intends,"
"anticipates,"  "believes,"  "estimates," "predicts," "potential," or "continue"
or  the  negative  of  such  terms  or  other  comparable  terminology.

         Although   we  believe   that  the   expectations   reflected   in  the
forward-looking  statements are reasonable,  we cannot guarantee future results,
events,  levels of  activity,  performance,  or  achievements.  We do not assume
responsibility  for  the  accuracy  and  completeness  of  the   forward-looking
statements.  We do not  intend to update any of the  forward-looking  statements
after  the  date  of  this  annual  report  to  conform  them to actual results.

         The  accompanying  un-audited condensed financial  statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-QSB and Article 10 of
Regulation  S-X.  Accordingly,  they  do  not include all of the information and
footnotes  required by generally  accepted  accounting  principles  for complete
financial statements. In the opinion of management,  all adjustments (consisting
of normally  recurring  accruals)  considered  necessary for a fair presentation
have  been  included.

         Operating  results  for the  quarter  ending  March  31,  2001  are not
necessarily  indicative  of the results that may be expected for the year ending
December 31, 2001. For further information, refer to the consolidated statements
and  footnotes  included in our annual report on Form 10-KSB for the year ending
December  31,  2000.


                                       21
<PAGE>
ITEM  8.  CHANGES  IN  AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON  ACCOUNTING AND
--------------------------------------------------------------------------------
FINANCIAL  DISCLOSURES
----------------------
We  have appointed Singer Lewak Greenbaum & Goldstein LLP, on April 23, 2001, to
complete  our  audit and perform all our future quarterly reviews. The Company's
Board  of  Directors  made  the approval for this appointment on April 20, 2001.
Michael  Deluca  resigned.  Deluca's  report  for  the  past  two  years neither
contained  an  adverse  opinion or a disclaimer of opinion, nor was qualified or
modified  as  to  uncertainty,  audit  scope,  or  accounting  principles.


PART  III

ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE
--------------------------------------------------------------------------------
WITH  SECTION  16(A)  OF  THE  EXCHANGE  ACT
--------------------------------------------
The  names  and  positions of our directors, executive officers, and significant
employees  are  as  follows:

<TABLE>
<CAPTION>
Name                      Age          Position              Appointed
------------------------  ---  ------------------------  -----------------
<S>                       <C>  <C>                       <C>
Anthony Miller             40  Interim President         March 21, 2000
Leah M. Cunningham         27  Secretary and Director    March 21, 2000
Thomas Hobson              41  Director                  March 21, 2000
Anthony Miller             40  Director                  March 21, 2000
Leah M. Cunningham         27  Treasurer and Controller  March 21, 2000
Thomas Hobson              40  Interim President         September 28,2000
Nisha Kapoor               24  President                 January 17, 2001
John Moore                 27  Board of Director         May 20, 2001
John Lejay                 40  Board of Director         May 20, 2001
Gregory Evans              32  Board of Director         May 1, 2001
Gregory Evans              32  Chief Executive Officer   May 1, 2001
</TABLE>


                                        8
<PAGE>
THOMAS  HOBSON,  41
APPOINTED  TO  BOARD:  MARCH  21,  2000
APPOINTED  INTERIM-PRESIDENT:  SEPTEMBER  28,  2000  TILL  JANUARY  8,  2001
CHAIRMAN  OF  THE  BOARD:  MARCH  2001

BIO:  Thomas  E.  Hobson,  a current Director for The Cyber Group, has helped to
guide  in the development of the company through traditional and non-traditional
partnerships.  Hobson  brings  with  him  13  years  of  experience in sales and
marketing.

Hobson's  academic  background  includes  a Bachelor  of Science Degree in Civil
Engineering  from  United  States  International  University in 1981 and a Juris
Doctorate  Degree  from  Southwestern  University  School  of  Law  in  1995. In
addition,  he attended the University of Michigan's Executive Education training
in  April  1996  studying  business-to-business marketing strategies. Mr. Hobson
also  holds  a  State  of  California  General  Engineering  and General Builder
Contractor  License.

Mr.  Hobson  has extensive marketing, sales and operations experience.  In 1996,
Hobson  was a Customer Service Manager for Southern California Gas Company.  His
responsibilities  were  to  oversee  40  people  in the telemarketing center and
manage  a  $2,000,000  annual  operating  budget.  He  then  became  Director of
Operations  of  Sempra  Energy from 1996 till 1998.  In 1998, he was promoted to
Director  of  Consumer  Products  and  Services  for Sempra Energy, where he was
accountable  for  the profit and loss for all consumer related in-house products
and  services.  He also assisted in the development of the expansion strategy to
position  the company as a national distributor of energy and communications and
information  based  services.  He  was  again promoted to Manager of Partnership
Marketing  for  Sempra  Energy.  In this position he worked to develop strategic
partnerships  that enhanced the company's brand positioning and business return,
along  with  obtaining and managing selected sports and entertainment properties
and  targeted events. Currently, Hobson is the Manager of Alliance Marketing for
California  Federal  Bank.  He  took  this position in January of 2000.  In this
position  Hobson  develops  and  manages partnerships that enhance the company's
brand  position.

CONTRACTS:  Thomas  Hobson  is  under  a  Consulting  and  Professional Services
Agreement  for a period of three years, which will expire on June 30, 2003.  His
responsibilities  would include all tasks and services requested by the Company,
above  and  beyond  the  duties performed as a director, during the term of this
agreement.  Compensation is to include a $20,000 retainer per year and an annual
performance bonus of $10,000.  Hobson is also to receive expenses for all travel
done  on  the  company's  behalf.  Either  party  at  anytime for just cause can
terminate  this  agreement.

COMPENSATION  RECEIVED:  For  the  year  of  2000,  $33,500.00, $30,0000 for his
Interim  President  term and $3,500 for attending board meetings.  He also holds
options.  250,000  granted  on June 30, 2000 for five years at an exercise price
of  $.10,  and  500,000 granted on August 2, 2000, for five years at an exercise
priced  of  $.01.

STOCK  OWNERSHIP:  Hobson  owns  284,942  shares  of  stock.

CRIMINAL  HISTORY:  None


                                        9
<PAGE>
LEAH  M.  CUNNINGHAM,  27
APPOINTED  TREASURER,  DIRECTOR,  AND  SECRETARY:  March  21,  2000

BIO:  Leah  M.  Cunningham  is the Chief Administrative Officer/Director for The
Cyber  Group  Network Corp. Cunningham oversees the day-to-day operations, human
resources,  and  financial  management  operations.

Cunningham  received  an Associates' in Science from Riverside Community College
in  1994.  She then went on to Eastern Michigan University in the Sumner of 1994
to  study  pre-med.  After  leaving  Eastern she attended California Paramedical
College  in Riverside, California and received her degree in Respiratory Care in
2000.

Cunningham  brings  to  The  Cyber  Group  years  of  management experience. Her
management  experience started in 1992 where she worked for Hughes markets right
out of high school, while attending Riverside Community College.  She started as
a grocery clerk but soon worked her way up to managing the floral department and
the  juice  bar.  Here  she  was  responsible  for  ordering and the stocking of
products,  making  employee schedules, and reporting sales to district managers.
In  1994, Cunningham left the state to pursue her education and started a job at
Kinko's  Copies.  This  position  was initially part-time, but upon returning to
California  in  1995,  Cunningham  transferred  from  Kinko's in Michigan to one
located in Riverside, California.  She quickly worked her way up to the position
of  night  shift  supervisor.  In  this  capacity,  she  oversaw  employees  and
delegated  jobs  to  be done.  In March of 2000, Cunningham left Kinko's to lend
her  talents  to  The  Cyber  Group  Network.

STOCK  OWNERSHIP:  175,000  shares  of  restricted  stock

COMPENSATION:  Salary received for  the  year  ending December 31, 2000 totals $
30,000. Employment agreement signed April 1, 2001, which supersedes the previous
one  state that compensation of $150,000 annually will be paid but most in stock
options  through an S-8 option plan.  None of this plan has been exercised as of
this  date.

OPTIONS:  250,000 options granted on June 30, 2000 for five years at an exercise
price  of  $.10,  and  500,000  granted  on August 2, 2000, for five years at an
exercise  priced  of  $.01.

CRIMINAL  HISTORY:  None


GREGORY  D.  EVANS,  32
FOUNDER
APPOINTED  CEO:  May  1,  2001
APPOINTED  TO  BOARD:  May  1,  2001

BIO:  As Chief Executive Officer of The Cyber Group Network Corporation, Gregory
D.  Evans  is  becoming  the  leading  name in computer security.  Gregory Evans
brings  a  wealth of experience personally and professionally to his position as
CEO.

In  February of 1990, Evans was the President and CEO of EnterLink Technology in
Apple  Valley,  California.  His  position  there  was  to  run  the  day-to-day
operations  and  oversee  the  development  of  new  services.  He supervised 98
employees  before the company was sold in 1992.  In November 1992, Evans started
Communications  Research  Group where he was the owner and presided on the Board


                                       10
<PAGE>
of  Directors.  Evans  was responsible for the design and build of sophisticated
voicemail  systems,  as well as virtual office systems.  In 1994, Communications
Research  Group  was  sold  to  America Voicemail Network.   In June 1994, Evans
started  International  Communications  Brokers.  There  he  was  the  Owner and
Director  of  a  company,  which  designed  and  built one of the first PC based
pre-paid  calling  card  networks  with  over 1500 dealers throughout the United
States.  In August 1995, Evans created a fully owned subsidiary of International
Communication  Brokers  called Connect America.   Connect America built it up to
be  one of the largest African-American Internet Companies in the Untied States,
with  a total of 13 stores.  Evans also developed 20 different Internet services
providing  companies  with  service  through  out  the Untied States and Canada.
Evans  stepped  down from his position in 1997.  That same year, Evans executive
produced  and  hosted  Global  Technology  News  and TV, a weekly newspaper that
covered  subjects  like  Internet  porn,  e-commerce,  satellite  TV,  telephone
companies,  day  trading,  electronic privacy, computer hacking, cellular fraud,
and  digital  television  with  a  circulation  of  80,000  weekly.

In  January  1999, Evans started Internet On Ramp, a company that specialized in
public  kiosk  operations.  This  company  was  dissolved in March 2000 when The
Cyber  Group  Network  Corporation was born.  The Cyber Group Network Corp. is a
technology  company  with  the three main goals of computer security technology,
patented  public  Internet access devices and acquisitions of other Internet and
communications  companies  to  expand  its  technological  resources.

CONTRACT:  None  at  this  time.
STOCK  ISSUED:  5,872,378  issued  as  of  May  1,  2001
COMPENSATION:  Greg is being paid as a sub-contracted employee that receives his
compensation  in  stock
CRIMINAL BACKGROUND:  (1) Date: 5/15/98 Penal Code: 487(A) Grand Theft, Held in:
San  Bernardino  County Court as a State case.  Case # FSB18656, Plead guilty to
an  excess  of  $300,000.  (2)  Date:  November  1998 Penal Code: Wire Fraud and
Conspiracy,  Chapter  18  USC  Section  #  1343  and  Section  #  371,  Case  #
CR98-1154-DT,  Held  in Los Angeles Federal Court, Pledge guilty to an excess 10
million  dollars.


JOHN  G.  LEJAY,  41
APPOINTED  TO  THE  BOARD:  March  20,  2001
BIO:  The  Company approached John G. Lejay to fill an empty board seat in early
February.  He  has  an  extensive  background in sales, marketing and operations
that dates back to 1981.  He accepted the position on March 20, 2001.  Lejay has
great  vision  and drive to organize the company's operational structure and get
new  and  current  products  to  market  in  a  timely  manner.

From 1981 till 1984 Lejay serviced as Assistant Director of Extended Opportunity
Program  for  Beneficial  Finance  Company.  His  responsibilities  included
performing  public  relations  for  community  groups  and  directing  student
recruitment  and  admission duties.  In 1986, he became an operations Supervisor
for  Pasadena  City  College.  In  this position he was responsible for city and
road  dispatching, cashiering, office management, and quality control.  In 1986,
he  took  a position with Yellow Freight Systems Inc, as a Sales Representative.


                                       11
<PAGE>
In  this  capacity he maintained the customer database, negotiated bids, handled
pricing  proposals,  and consistently sold $530,000 worth of products per month.
In 1996, Yellow Freight Systems promoted him to Sales Executive.  His focus then
shifted  to  international sales and services.  He was in charge of 350 accounts
with  revenue  of 1.8 million dollars per month.  Currently, Lejay is an Account
Executive  for  Consolidated  Freightways.  In  this  capacity,  he  provides
comprehensive  training  in  product  knowledge  to internal CTI sales staff and
outside  clients.  Also,  he coordinates functions entertainment and educational
seminars.  He  holds  a  B.A.  in  Political  Science  from Whittier College, in
Whittier,  California.  As  a  Cyber  Group Board member, Mr. Lejay will provide
oversight  on  operational  matters,  especially  in  the  areas  of  sales  and
marketing.

CONTRACTS  AND  COMPENSATION:  No  contract  has  been signed nor negotiated; no
compensation  has  been  paid.

STOCK  OWNERSHIP:  John  Lejay  owns  no  stock  in  the  company.

CRIMINAL  HISTORY:  None



JOHN  A.  MOORE,  26
APPOINTED  TO  THE  BOARD:  March  20,  2001
BIO:  The  Company  approached  John  Moore  to fill an open board seat in early
February  2001.  John  A.  Moore attended the U.S. Air Force Academy in Colorado
Springs  from  1992 to 1993 before transferring to Florida A&M University. There
he  completed  his Bachelor's in Business Administration by graduating Magna Cum
Laude in December of 1996.  Moore went on to Florida State University College of
Law,  where  he  was Writing and Research Editor for the Law Review, a member of
the  National  Bar  Association  and  author  of  the  best  student article. He
completed  his  J.D. in April 2000 and passed the Florida State Bar in September
2000.

While pursuing his undergraduate degree, Moore interned at Allstate in September
1995.  He  worked  as an Accountant.  In September 1996, he continued to intern,
this  time  at  Electronic  Data Systems as a Financial Analyst, before taking a
full  time  position  at  Techmatrix.  In  this  position  he  worked  as  a
sub-contracted  employee  to  the  U.S. Navy as a Financial Analyst.  Moore held
this  position  from  1996  to  1997  until  he entered law school. Prior to his
graduation  from  law  school, Moore held several Law Clerk positions, the first
for  Florida  A&M  University  in  the  General  Counsel's  Office. He held this
position  from  1998  till  1999.  In  this capacity, he researched legal issues
related  to  the  university  and  drafted  legal memoranda and contracts on the
university's  behalf.  Also  in  1999,  he held a Summer Associate position with
Stroock and Stroock.  By late 1999, Moore moved on to a position at Steel Hector
and  Davis,  where  he  was responsible for legal research and analyzing various
legal  issues  regarding  Bankruptcy,  Real  Estate,  and  Corporate Law.  After
graduation, he held an externship at the U.S. Bankruptcy Court-Northern District
of  Florida  for  the  Honorable  Judge  Lewis  M.  Killian.  He  then  moved to
California  to serve as a Law Clerk for the Honorable Judge Erithe Smith, in the
U.S. Bankruptcy Court-Central District of California, Los Angeles, and currently
holds  this  position.

CONTRACTS,  COMPENSATION  AND  STOCK:  None

CRIMINAL  HISTORY:  None


                                       12
<PAGE>
SECTION  16(A)  BENEFICIAL  OWNERSHIP  REPORTING  COMPLIANCE
------------------------------------------------------------
Section  16(a)  of  the  Securities  Exchange Act of 1934 requires the Company's
Directors and Executive Officers, and persons who own more than ten percent of a
registered  class  of  the  Company's  equity  securities,  to file with the SEC
initial reports of ownership and reports of changes in ownership of Common Stock
and other equity securities of the Company. Officers, Directors and greater than
ten-percent  stockholders are required by SEC regulations to furnish the Company
with  copies  of  all Section 16(a) forms they file. To the Company's knowledge,
based  solely  on  review of the copies of such reports furnished to the Company
and  written  representations  that  no  other  reports were required during the
fiscal  year  ended  December 31, 2000, its officers, directors and greater than
ten  percent  beneficial  owners  complied  with  all  Section  16(a)  filing
requirements.

ITEM  10.  EXECUTIVE  COMPENSATION
----------------------------------

SUMMARY  COMPENSATION  TABLE

                                         ANNUAL
                                       COMPENSATION
                                 -------------------------    ALL OTHER
NAME AND PRINCIPAL                  SALARY        BONUS      COMPENSATION
     POSITION              YEAR      ($)           ($)           ($)
-------------------------  ----  ------------  -----------  --------------

    Anthony Miller*        2000  $ 100,000.00  $ 50,000.00  $          0.0
President/ Chairman of
        Board




*Footnote:      Although  Mr.  Miller's contract states his annual salary of one
hundred thousand ($100,000.00) dollars; during this fiscal year he was only paid
thirty  one  thousand  ($  31,000.00)  dollars.  Since  the  company  is  in its
developmental  stages,  the  company  could not sustain his salary at this time.
The  contract  is  not accruing and     Mr. Miller is not owned any money by the
company.


                                       13
<PAGE>
STOCK  OPTIONS  GRANTED  IN  LAST  FISCAL  YEAR
-----------------------------------------------
The Board of Directors were each issued option bonuses upon appointment of their
term.  The  Board  was  also  issued  options  upon  the completion of marketing
research  and  the  development  of  a  marketing plan for the E- Snitch device.
Options  were  also  issued  to  companies  and individuals that assisted in the
development  and  creation  of  new  products  and  services.

<TABLE>
<CAPTION>
Name                          Option                     Terms
-----------------------  ----------------   ----------------------------------
<S>                      <C>                <C>
Leah M. Cunningham         250,000 at .10   to be exercised within five years,
  Secretary/ Director                            granted June 30, 2000

   Thomas Hobson           250,000 at .10   to be exercised within five years
      Director                                   granted June 30, 2000

  Anthony Miller           250,000 at .10   to be exercised within five years
     Director                                    granted June 30, 2000

Leah M. Cunningham         500,000 at .01   to be exercised within five years
Secretary/ Director                              granted August 2, 2000

  Thomas Hobson            500,000 at .01   to be exercised within five years
     Director                                    granted August 2, 2000

  Anthony Miller           500,000 at .01   to be exercised within five years
      Director                                   granted August 2, 2000

Heavyweight Technology   3,000,000 at .10   to be exercised within five years
   Product Creation                              granted October 24,2000

     Thomas Meeks        2,000,000 at .10   to be exercised with in five years
  Product Development                            granted October 24, 2000

 Heavyweight Technology    500,000 at .10   to be exercised with in five years
   Product Creation                             granted November 3, 2000
</TABLE>

COMPENSATION  OF  DIRECTORS
---------------------------
All  principal  officers  named  above  are  also  Directors  of  the  Company.
Compensation  for  each  meeting  attended  has  been set at five hundred ($500)
dollars.  Total  compensation to each Director this year was three thousand five
hundred  ($3,500)  dollars.


EMPLOYMENT  AGREEMENTS
----------------------
There are a total of five executives that are under contract for the fiscal year
of  2000.  Thomas  Hobson  is  under  a  Consulting  and  Professional  Services
Agreement  for a period of three years, which will expire on June 30, 2003.  His
responsibilities  would include all tasks and services requested by the Company,
above  and  beyond  the  duties performed as a director, during the term of this
agreement.  Compensation is to include a $20,000 retainer per year and an annual
performance bonus of $10,000.  Hobson is also to receive expenses for all travel
done  on  the  company's  behalf.  Either  party  at  anytime for just cause can
terminate  this  agreement.


                                       14
<PAGE>
Leah  M. Cunningham, Chief Administrative Officer, has an agreement for a period
of five years, which will expire on March 21, 2005.  Compensation consists of an
annual  base salary of $50,000, plus an annual performance bonus of no more then
100%  of  her annual salary.  Her responsibilities include all day-to-day office
and  company  operations.  Either  party at anytime for just cause can terminate
this  agreement.

Anthony  Miller  is  under  contract  to  serve  as  the company's President and
Chairman of the Board for a period of five years, which will expire on March 21,
2005.  Compensation  consists  of  an  annual  base  salary of $100,000, plus an
annual  bonus  not  to  exceed  120%  of  his  annual  compensation.  His
responsibilities  include  directing  all  business operations.  Either party at
anytime  for  just  cause  can  terminate  this  agreement.

Randolph  Morris, Assistant Director of Research and Development, has a one-year
agreement.  This  agreement will expire on March 21, 2001.   Mr. Morris receives
an annual salary of $24,000, plus an annual bonus of $10,000.  His duties are to
oversee  the  operations  of  the  Research  and  Development office and project
management of new and existing products.  Either party at anytime for just cause
can  terminate  this  agreement.

Nisha  Kapoor,  Director  of  Public and Investor Relations, is under a one-year
agreement,  which  began  on  June  24,  2000.  Ms.  Kapoor  receives  an annual
compensation  of $30,000, plus an annual performance bonus of $10,000.  Her duty
is  to  be  the  spokesperson  for  the  company and handle all investor related
issues.  Either  party  at  anytime for just cause can terminate this agreement.

ITEM  11.  SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS  AND  MANAGEMENT
--------------------------------------------------------------------------------
The following table sets forth certain information as of December 31, 2000, with
respect  to  the  beneficial ownership of the Company's Common Stock by: (i) all
persons  known  by  the  Company  to be beneficial owners of more than 5% of the
                                                             ------------
Company's  Common  Stock,  (ii)  each  director and Named Executive Officer, and
(iii)  by  all  executive  officers  and  directors  as  a  group.

<TABLE>
<CAPTION>
                                  Shares Beneficially  Percentage of Shares
                                  -------------------  --------------------
            Name and Address             Owned             Outstanding
--------------------------------         -----             -----------
<S>                               <C>                  <C>

  Leah M. Cunningham,                         175,000                  .003%
      Secretary
  22763 Aqueduct Way,
Moreno Valley, CA 92553

Thomas Hobson, Director                       284,942                  .005%
   1465 Ukiah Way
   Upland CA 91786

 Anthony Miller, President                    260,017                  .005
25809 D Business Center Dr
   Redlands, CA 92374

 GMG Investment Group                       3,900,000                  .070%
897 Via Lata Dr Suite M,
   Colton, CA 92324

    Gregory D. Evans                          807,200                  .020%
897 Via Lata Dr Suite M
    Colton, CA 92324

Total ownership by our officers             1,602,159                  .045%
and directors (four individuals)
</TABLE>
--------------------------------------------------------------------------------

ITEM  12.  CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS
-------------------------------------------------------------
There  were  no  actual or proposed transactions that occurred over the past two
years,  to  which any person related to the issuer had or is to have a direct or
indirect  material  interest  as  set forth in item 404 of Regulation S-B of the
Securities  and  Exchange  Act  of  1933.


                    ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K
                    -----------------------------------------


EXHIBIT  I:  COMPANY  CLARIFICATIONS
------------------------------------
CGN Community Banking, currently known as Cyber Group ATM Card, is a division of
the  Cyber  Group Network Corporation. James Stern, the Founder and President of
the  Community  Banking  Program, is not affiliated with the Cyber Group Network
and  was  paid  for  his  marketing  and  business  model.

The  Company  announced  on  February 21, 2001 that the first of 1000 Beta Units
began  shipping, however, the Global System for Mobile Communication, the system
that  supports  the  wireless  component of E-Snitch, was not fully developed to
fulfill  the  wireless  needs of the E-Snitch design. Due to this fact, shipping
has  been  postponed  until  further  development  of  this  system is complete.


                                       15
<PAGE>
EXHIBIT  II:  FORM  8-K
-----------------------
RESIGNATION  OF  REGISTRANT'S  DIRECTORS  AND  OFFICER
------------------------------------------------------


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

           Pursuant to Section 13 or 15(d) of the Securities Exchange
                                   Act of 1934



                                 April 28, 2001
                Date of Report (Date of earliest event reported)



                       The Cyber Group Network Corporation
               (Exact name of Registrant as specified in charter)


             Nevada                 000-28153                 33-0901534
     State  or  other            Commission  File           I.R.S. Employer
jurisdiction of incorporation         Number                 Identification



     720 E. Carnegie Drive, Suite 200, San Bernardino, CA       92408
           (Address  of  principal  executive  offices)       (Zip  Code)



               Registrant's telephone number, including area code:
                                 (909) 890-9769


                                       16
<PAGE>
ITEM  6.  RESIGNATION  OF  REGISTRANT'S  DIRECTORS  AND  OFFICER

          On  May  8,  2001,  Nisha  Kapoor  tendered  his  resignation from her
position  as  President  and Board of Directors, to be effective as of April 28,
2001.    Ms.  Kapoor sites professional and personal reasons for her resignation
in  her  letter.  She  did  not  site  any disagreements with the Company on any
matter  relating  to  the  Company's  operations,  policies  or  practices.


SIGNATURES

Pursuant  to  the  requirements  of the Securities and Exchange Act of 1934, the
registrant  has  duly  caused  this  Report  to  be  signed on its behalf by the
undersigned  hereunto  duly  authorized.

Date:     May 18, 2001


                       THE CYBER GROUP NETWORK CORPORATION


                         By:  /s/  Leah  M.  Cunningham
                            -----------------------------------
                            Leah M. Cunningham, Secretary/ Director



                                  EXHIBIT INDEX

                               Exhibit Description

                          Letter of Resignation  (see below)

May  8,  2001


                                       17
<PAGE>
The  Cyber  Group  Network  Corporation
897  Via  Lata  Drive Suite M                    720 E. Carnegie Drive Suite 200
Colton,  CA  92324                               San  Bernardino,  CA  92408
Attn:  Board  Of  Directors/  Officers;
Thomas  Hobson,  Chairman,  Board  of  Director
Gregory D. Evans, Chief Executive Officers/ Director
Leah  Cunningham,  Controller/Director
John  Moore,  Director
John  Lejay,  Director
Fax:  (909)  890-5849


                         RE: RESIGNATION OF NISHA KAPOOR

Per my conversation today, Monday, May 8, 2001 at 7:30 am with The Cyber Group's
controller/director Ms. Leah Cunningham, it was stated to Ms. Cunningham that I,
Nisha  Kapoor,  have officially resigned from my position as President and Board
of  Director  effective  April  28,  2001.

The Board of Directors officially appointed me President on January 17, 2001 and
as  member of the Board on February 28, 2001.  However, I have decided to resign
from both positions due to both professional and personal reasons.  Therefore, I
am  no longer affiliated in any manner with The Cyber Group Network Corporation.


Thank  You.


Sincerely,


By  /s/:  Nisha  Kapoor


                                       18
<PAGE>
INDEX  TO  EXHIBITS


Exhibit             Name  and/or  Identification  of  Exhibit
-------             -----------------------------------------
Number
------

      3   Articles of Incorporation & By-Laws
          (a)  Articles of Incorporation of the     Rendered as Previously Filed
               Company filed October 29, 1999       ----------------------------
          (b)  By-Laws  of  the Company adopted
               November  1,  1999                   Rendered as Previously Filed
                                                    ----------------------------
      10  Material  Contracts
                If Applicable



                                       19
<PAGE>
--------------------------------------------------------------------------------



                                   SIGNATURES


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


THE  CYBER  GROUP  NETWORK  CORPORATION


Date:  May  20,  2001
       --------------



                                            By: ______________________________
                                                    Gregory  D.  Evans
                                                Chief  Executive  Officer


                                       20
<PAGE>