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 June 30, 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: 000-29994

                          Anything Internet Corporation
                         ------------------------------
             (Exact name of registrant as specified in its charter)



               COLORADO                                    84-1425882
        ----------------------                      ----------------------
    (State or other jurisdiction              (I.R.S. Employer Identification
         of incorporation)                                 Number)


             10333 East Dry Creek Rd, Ste. 270, Englewood, CO  80112
         --------------------------------------------------------------
         (Address of principal executive offices)            (Zip Code)


       Registrant's telephone number, including area code: (303) 662-0900

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

          Title of each class Name of each exchange on which registered
                                      NONE

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

                           Common Stock, no par value
                           --------------------------
                                (Title of Class)

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


                                     Page 1
<PAGE>
Check  if  no  disclosure  of  delinquent  filers  in  response  to  Item 405 of
Regulation  S-B  is contained in this form, and no disclosure will be contained,
to  the  best  of  registrant's  knowledge,  in  definitive proxy or information
statements  incorporated  by  reference  in  Part III of this Form 10-KSB or any
amendment  to  this  Form  10-KSB  [ ].

The  Registrant's  revenues  for  its  fiscal  year  ended  June 30, 2000 were $
685,268.

The aggregate market value of the voting stock on September 30, 2000 (consisting
of  Common  Stock,  no  par  value  per  share)  held  by  non-affiliates  was
approximately  $20,978,307 based upon the closing price for such Common Stock on
said  date  ($3.50),  as  reported  by a market maker.  On such date, there were
5,993,802  shares  of  Registrant's  Common  Stock  outstanding.


                                     PART I

Item  1.  Description  of  Business


General
-------

Anything  Internet  Corporation was incorporated in August of 1997 as a Colorado
corporation.  The  Company  operated  Internet  storefronts  including
AnythingPC.com,  AnythingUnix.com,  AnythingMac.com,  AnythingCoffee.com,
Anythingbooks.com  and  AnyReminder.com,  selling  Internet  computer  hardware,
coffee  retail  services,  books and providing a free reminder service site with
gift  sales.

During  first  quarter  2000, under direction of a new management team, Anything
Internet  launched  a transformation from its previous position as a generalized
E-commerce  services  provider  to  that  of  a  highly  focused  syndicator  of
L-commerce.  L-commerce  consists of "location-aware" Internet applications that
deliver  location  and  geographic  information  for  commercial  use.  These
applications  enable  "location-based  services" to deliver information to users
based  on  the  location  of  fixed and/or mobile assets through Internet and/or
wireless communication devices. These applications are used for purposes such as
asset  tracking, consumer mapping portals and personalized location tracking. To
achieve  the  objective  of  becoming  a  leading location service provider, the
Company acquired Inform Worldwide Inc. on June 29th, 2000 in exchange for shares
of  the  Company.  The  Company has also signed definitive agreement to purchase
Mapas  y  Datos  and  Mapas  Latinos, both of Colombia to further our efforts in
location  based  technology.

Prior  to  its  acquisition, Inform operated as a privately owned corporation to
provide  location  technology  services  to the telecommunications and utilities
industries.  Founded  in  1993,  Inform  has  served  over  200  organizations
worldwide,  including Hewlett Packard, Compaq, CH2MHill, SAIC/Telcordia, Oracle,
and  Utilicorp.  Through  R&D  investments  and  pilot  projects,  Inform  built
software  applications  that  integrates  geographic  information  into business
systems  and processes to enable and support monitoring and management of assets
through  the  Internet.

As demand for Internet information by and about mobile users grows, the need for
location-based  services proliferates.  The Company intends to take advantage of
this  trend  by  becoming  a  global  leader  in  L-commerce.

Unless the context otherwise requires, the "Company" refers to Anything Internet
Corporation  and its subsidiaries. The Company's principal executive offices are
located  at  10333  E.  Dry  Creek  Road,  Suite  270, Englewood, Colorado.  The
Company's  telephone  number  is  303-662-0900.  The  Company  also  maintains a
worldwide  website  at  www.anythinginternet.com.  The information posted on the
                        ------------------------
Company's  website  is  not  incorporated  in  this  annual  report.

Product  Development
--------------------

E-Hub

Through  the  acquisition  in  June  2000 of Inform Worldwide, Anything Internet
achieved  its  first  goal  of  obtaining an geographic information system (GIS)
company  to  serve as the catalyst for advancing the company's plans to become a
syndicator of Location Commerce. Anything Internet has adopted Inform's business
plan,  which is to leverage its experience in L-commerce and use its early mover
advantage  to capture entirely new opportunities created by the proliferation of
location-based  services.  The  cornerstone  of  the  Company's  strategy  is an
electronic  hub (or E-hub) that integrates location technology in an application
service  provider  (ASP)  environment.  The  Company intends to bring together a
large  number of technology suppliers and buyers under the E-hub's virtual roof.


                                     Page 2
<PAGE>
The  E-hub  gives the Company the ability to act as a syndicator that serves its
customers  by providing a convenient mechanism for integrating geographical data
and location technology into their software applications.  Through the E-hub, we
will  be  able  to  deliver  highly  specialized  GIS  information  and location
information  through  the  Internet and wireless communication devices, a format
that can be easily used by today's customers. Because its platform is software -
not  bricks and mortar - Inform can rapidly adapt to new technology developments
and  scale  capacity  to meet growth demands with minimal additional investment.

The  Company  is  undergoing  the first stage of E-hub building during the third
quarter  of  2000.  The  preliminary E-hub server has been built in our Colorado
Springs  office, using the Company's existing resources.  Our E-hub operates the
www.mapaslatinos.com  through a goodwill agreement between the Company and Mapas
--------------------
y  Datos.  The  Company's  developmental resources have shifted their focus from
web  site  building to the rollout of our E-hub. Using TOM CAT, Oracle Database,
MapXtreme  and  Map  Info  Data,  www.mapaslatinos  delivers  road maps of North
                                  ----------------
America,  Mexico  and  Colombia  through  the  internet.  South America Road Map
information  is  scheduled  to roll out in the fourth quarter of 2000.  No other
map  portals  currently  serves  the  South  American  and Latin America market.

Inform  Worldwide,  Inc.  has developed and licensed during fiscal year 1999 two
software  applications:

LoadMAN

A  package  used  within engineering operations of gas distribution utilities to
link  results  of  third  party  network simulation with a customer's geographic
information  system.

Magic  J

A  toolkit  for use by software engineers to develop Internet-based applications
for  customers  using  the  Smallworld  GIS  product.


Services
--------

E-Commerce  Storefronts

Anything  Internet  Corporation  owns  Internet  retail  storefronts  including
www.AnythingPC.com;  www.AnythingMac.com;  www.AnythingUnix.com;
------------------   -------------------   --------------------
www.AnythingCoffee.com;  www.AnythingBooks.com,  www.AnyReminders.com  and  www.
-----------------        ---------------------   --------------------
Anythinggifts.com.

AnythingPC.com,  AnythingMac.com  and  AnythingUnix.com  were  developed  by the
Company  during  early  1999.  These  storefronts sold PC, Mac and Unix hardware
through  the  Internet.  The  Company  added  Anythingbooks.com  during  the 2nd
quarter  of  1999,  providing  a  E-Commerce  portal  to  sell  books through an
affiliate  agreement  with  Barnes  and  Noble.  AnythingCoffee.com  was created
around  the same period of time. This site specializes in selling gourmet coffee
through  the  Internet. During the last quarter of 1999, the Company developed a
free  reminder  service  web site by the name of www.anythingReminder.com, which
                                                 ------------------------
includes  e-mail  reminders,  contacts,  calendar,  e-cards  and  a gift center.
AnyReminders.com  manages  all  traffic  from  the three computer hardware sales
portals.  www.Anythinggifts.com was created in early 2000 and this site provides
free  gift registry services for consumers. At the end of September 2000, as the
Company  changed  its  focus  to  concentrate  on  developing highly specialized
location  related  services,  these  general E-Commerce sites ceased operations,
except  for  the  coffee,  reminder  and  gift  registry  sites.

During  fiscal  1999,  the  Company  also provided web design services for other
companies, including e-commerce portals for sites such as www.mbca.org (Mercedes
                                                          ------------
Benz  Club  of  America).

Consulting


                                     Page 3
<PAGE>
During  fiscal  year  1999 Inform Worldwide, Inc. provided a variety of services
related  to  the  implementation of location-based technologies.  These services
included  technology  consulting,  computer  programming, product implementation
support  and  training.

Among  the  over  50  customers served during the period, the following projects
contributed  most  significantly  to  the  company's  revenues  or attainment of
strategic  goals:

Convergent  Group  -  Inform  provided  consulting,  training  and  product
implementation  services  related  to  the  implementation of Convergent Group's
location-based  software  applications.  Many  of  these  services were provided
directly  to  Convergent  Group's utility customers; including Cinergy Services,
Citizens  and  CILCO.  Convergent  Group  is  a  leading  provider  of  systems
integration  services  to  electric  and  gas  utilities.

Level3  Communications,  Inc.  -  Inform  provided  technology  consulting  and
database implementation support related to Level3's deployment of location-based
technologies  used  in  its  network operations.  Level3 is a global provider of
communications  services.

CH2MHill  -  Inform  provided technology consulting, database implementation and
software  development  services  to  this  global provider of telecommunications
engineering  services.  Through CH2MHill, Inform served Global Crossing Ltd. and
Cablevision  Systems  Corporation.

International  Fibercom, Inc.  - Inform customized it's Magic J software toolkit
to  create an Internet- and map-based tracking tool to be used in monitoring the
build-out  of  telecommunications networks.  International Fibercom is a leading
provider  of  broadband  and  fiber  engineering  and  construction  services.

Utilicorp  United,  Inc.  -  Inform  customized it's Magic J software toolkit to
create  an  Internet-  and  map-based  project  tracking tool.  Utilicorp United
provides  electric  distribution  services  throughout  the  Midwest.

Compaq Computer Corporation - As part of a large systems integration project led
by  Compaq,  Inform  customized  it's LoadMAN software for use by Bord Gais, the
national  gas distribution company.  The LoadMAN application links commonly used
network simulation packages with a geographical information system.  The outputs
of  LoadMAN  allow  engineers  to  analyzes  the  results  of  simulation  in  a
geographical  context.

Licensing  Rights
-----------------

With  acquisition  of  Inform Worldwide, Inc., the Company acquired a Technology
Agreement  between Inform Worldwide, Inc. and Mapas y Datos of Bogota, Colombia.
The  Technology  Agreement provides the Company with exclusive rights throughout
United  States and Canada to all intellectual property rights in Mapas y Datos's
technology  developed  prior  to  June  15th  , 2000, including Internet Vehicle
Locating, Map Portal and Emergency Response Information Systems as well as other
geo  referenced  technology.

As  part  of the closing agreement between Inform and the Company, the President
of Mapas y Datos joined Inform as VP of Technical Operations. Mapas y Datos is a
Latin  American  provider  of digital mapping and destination information on the
Internet.  Mapas  y  Datos  developed and owns proprietary software applications
including  Internet  Vehicle  Location, Internet Geographical Information System
and  a  map  portal  called  www.mapaslatinos.com.


Markets  &  Revenue  Sources
----------------------------

During  fiscal  1999,  the  Company's  revenues  derived  from  its  E-Commerce
storefronts. These Internet retail sites served general consumers. We have since
changed  our  business  focus  to  the  business  to  business market.  Inform's
revenues  during  this  same  time  period  were  generated  through sale of its
proprietary  software  products  and  consulting  projects.

The  combined  operations  will  generate  revenue  predominantly  from  fixed
subscriber  access  fees,  variable usage fees and charges for support services.
The  Company  expects  additional  income  from  shared  advertising  revenues,
value-added resale (VAR) of third-party technology and information and royalties
from  company  owned  software.  Our  focused industries include transportation,
utilities,  web portals, governmental agencies and on-line e-commerce merchants.


                                     Page 4
<PAGE>
Competition
-----------

As  the  market  for  location-based  services  evolves,  the  Company  expects
competition  from  organizations  falling  within  the  following  areas:

     Location-based  servers  -

     Several organizations plan to provide services overlapping with some or all
     of the Company's services. Examples include Phone.com and SignalSoft.

     Wireless  Communications  Providers  -

     Most  wireless   carriers  are   investigating   opportunities  to  provide
     location-based  services that piggy-back off of the infrastructure required
     to satisfy the  FCCrequirement  to support  location of wireless 911 calls.
     Qualcomm, through its Omnitracks vehicle-locating service and Snaptrack GPS
     division, has the most aggressive strategy among wireless carriers.

     Roadside  Assistance  Providers  -

     Over  the next  several  years,  existing  (e.g.,  OnStar  and ATX) and new
     providers  of roadside  assistance  services  are  expected to extend their
     offerings   with  services   dependent   upon   location-awareness.   These
     organizations and their owners/partners within the automotive industry have
     begun   deploying    traffic-alert   systems,    concierge   services   and
     next-generation telematics applications.

     Content  Providers  -

     Owners of map data and other  location-based  content may offer competitive
     services.  Presently these organizations act as suppliers to companies such
     as Inform Worldwide.  However, as demand for location-based services grows,
     content  providers  may seek to expand  their  role.  The  primary  content
     providers  for North and  South  America  are  Navtech,  GDT and ETAK.  The
     Company is presently negotiating supplier contracts with Navtech and GDT.

     GIS  Vendors  -

     Organizations offering the core software (e.g., ESRI, Autodesk and MapInfo)
     for  visualizing  and  analyzing   location-based   information  may  offer
     ASP-based platforms that compete with portions of the Company's offerings.

     Vertical  Applications  Software  Providers  -

     There  are  many   companies   focusing   on   specific   applications   of
     location-based  capabilities.  These include  applications  such as vehicle
     location  monitoring (e.g.,  @Road) and mobile workforce  management (e.g.,
     Imedeon).


FORWARD-LOOKING  STATEMENTS

Some of the information in this Form 10-KSB are forward looking statements which
are  subject  to  risks and uncertainties.  Actual future results and trends may
differ  materially depending on a variety of factors, including, but not limited
to,  obtaining  product  and  raw  materials  at  favorable  prices,  successful
execution  of  internal  performance and expansion plans, impact of competition,
financing  activities,  possible legal proceedings, domestic and global economic
conditions,  changes  in  federal or state tax laws, and other risks detailed in
the  Company's  Securities  and  Exchange  Commission  filings and the documents
incorporated  by  reference  therein.


Item  2.  Description  of  Property

At  present  the  Company  does not own any property.  The Company maintains its
headquarters  in  Englewood,  Colorado  at  10333 E. Dry Creek, Suite 270, in an
8,000  square  foot office space through a five-year lease that commenced in May
1997.  The  Company  pays  $16,920  a month, utilities included, for this leased
office  space.


                                     Page 5
<PAGE>
The  Company  also  has  a support office located in Colorado Springs, CO.  This
facility  encompasses  approximately  1,080  square  feet  and  is  secured by a
one-year  lease  that  commenced  on June 3, 2000.  The Company pays $1,275.16 a
month,  utilities  included,  for  this  leased  office  space.

Item  3.  Legal  Proceedings

There  are no material legal proceedings pending or, to the Company's knowledge,
threatened  against  the  Company.


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

No  matters  were  submitted  to  a  vote  of security holders during the fourth
quarter  of  fiscal  year  1999/2000.


                                     PART II

Item  5.  Market  for  Common  Equity  and  Related  Stockholder  Matters

The  Company's  Common  Stock  is quoted on the NASDAQ Over-The-Counter Bulletin
Board under the symbol "ANYI".  The Company's Common Stock began trading on July
15,  1999 with an opening bid price of $4.00 a share. As of June 30, 2000, there
were approximately 778 record holders of the Company's outstanding Common Stock.

The  following  table  sets  forth the quarterly high and low sale prices of the
Company's  Common  Stock  in  each  of  the  last  four  quarters.

                                   High Sales Price        Low Sale Price
                                   --------                -------
Fiscal  1999/2000
-----------------
   Third  Quarter                    $28.00                  $4.75
   Fourth  Quarter                    $5.31                  $0.88
   First  Quarter                    $10.06                  $2.13
   Second  Quarter                    $5.50                  $2.44



The  Company  has never declared or paid cash dividends on its capital stock and
the  Company's  Board  of  Directors  intends  to  continue  its  policy for the
foreseeable  future.  Earnings,  if any, will be used to finance the development
and expansion of the Company's business. Future dividend policy will depend upon
the  Company's  earnings,  capital  requirements,  financial condition and other
factors  considered  relevant  by  the  Company's  Board of Directors and may be
subject  to  limitations  imposed  by  federal  and  state  laws.

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

On  July  15th,  1999, the Company's Common Stock started to trade on the NASDAQ
Over-The-Counter Bulletin Board under the symbol "ANYI".  This is the first step
the  Company's  management  took  to  provide  shareholders  liquidity  in their
investments.

In  March  2000,  Larry Arnold joined the Company's management team as President
and  subsequently  the  Chief  Executive  Officer  and  Chairman  of  the Board.
Anything Internet Corporation then moved its corporate headquarter from Colorado
Springs  to  10333  E. Dry Creek Road, Suite 270, Englewood, CO 80112. Under the
direction  of  the  new  management team, Anything Internet Corporation began to
transform  its  business model from generalized E-Commerce to highly specialized
location  based  services.

On  June  30,  2000,  the  Company  acquired  Inform  Worldwide,  Inc.  in  a
stock-for-stock  transaction,  in  which  the  former  shareholders  of  Inform
Worldwide  Inc.  received  a  total  of 3 million shares of Anything Internet in
exchange  for  all  outstanding  common  shares of Inform Worldwide, Inc. Inform
Worldwide,  Inc. became a wholly owned subsidiary of Anything Internet as of the
merger  date.  The  purchase  is  valued  at  $9,126,949  for the acquisition of
licensing  rights  from  Inform  Worldwide,  Inc.


                                     Page 6
<PAGE>
The  Company has also signed a definitive agreement to acquire Mapas Y Datos and
Mapas  Latinos  of Bogota, Colombia. The company intends to acquire both Mapas Y
Datos  and  Mapas  Latinos  in  a  stock-for-stock  transaction.

The  management believes that the synergy of Anything Internet, Inform Worldwide
Inc.  and  Mapas  y  Datos/Mapas  Latinos will provide us with the foundation to
become  a leading provider of location services, a highly specialized and growth
oriented  industry.

RESULTS  OF  OPERATIONS

Fiscal  Year  Ending  June 30, 2000 Compared to Fiscal Year Ending June 30, 1999

Net  sales for the fiscal year ending June 30, 2000 were $685,268, a decrease of
433%  over $3,503,822 for the same period a year ago.  All of these sales were a
result  of  sales  generated  through  the  Company's  Internet  storefronts
AnythingPC.com,  AnythingMAC.com and AnythingUNIX.com. which the Company has now
closed  as  part  of  its  new  direction  and  plan.

Gross  profits  for  the  fiscal  year  ending June 30, 2000 were $67,691.  This
represents a decrease in gross profits of 21% over $84,436 for the same period a
year ago.  Gross profit margins increased from 2.4% of sales to 9.8% of sales as
a result of the Company's decision to forego selling to match competition and to
sell  at  a  profit.  This  decision  resulted  in a large drop in sales and the
closure  of  the  store  fronts.

Selling,  general  and administrative (SG&A) expenses for the fiscal year ending
June 30, 2000 were $2,008,226 which represents a 299% increase from $672,293 for
the  same  period  a  year  ago.  The major components of these expenses for the
fiscal  year  were  the  hiring  of  additional  staff,  development  of
Anyreminder.com.,  development  of  the  new  management team and business plan,
acquisition  of Inform Worldwide, Inc., acquisition costs of office and computer
equipment  and  software  development  costs.

The  net loss for the fiscal year ending June 30, 2000 amounted to ($1,884,016),
or ($0.65) a share.  This represents an increase of 318% compared to ($591,688),
or  ($0.24)  a  share, for the same period a year ago.  The increase in net loss
was  the  result  of lower gross profit margins and increased cost of operations
from expansion activities.  There were a total of 5,823,802 shares and 3,074,400
shares  issued  and  outstanding  as  of  June  30, 2000 and 1999, respectively.

Liquidity  and  Capital  Resources

The  Company's  operations  to date have concentrated on developing its Internet
storefronts,  building  brand  recognition  and  a loyal customer following, and
securing  the  financing  necessary  to  fund  the  development,  operations and
expansion  of  its business. The Company now is developing its new business plan
described  earlier  and  is  continuing to raise money to fund this development.

As  of  June  30,  2000,  the  Company  had  cash  on hand of $199,793, accounts
receivable  of  $78,717, and receivable notes of $200,000.  The Company also had
bank  credit  lines  totaling  $185,000.  In  addition,  the Company had several
supplier-based  revolving lines of credit, including Tech Data, $250,000; Ingram
Micro,  $150,000;  Merisel, $85,000; and Pinacor, $5,000. These lines are either
paid  off  or pay-out agreements have been reached and will be paid in the first
quarter  of  fiscal  2001.

Net  cash  used by operating activities for the fiscal year ending June 30, 2000
totaled ($1,386,088) compared to ($228,909) for the same period a year ago.  The
majority of the increase in cash flow used in these operating activities was the
result  of  higher  SG&A  expenses,  as  described  above.

Net  cash  used  by  investing  activities totaled ($22,744) for the fiscal year
ending  June 30, 2000 compared to ($ 80,318) for the same period a year ago.  We
issued  three million common shares to purchase Inform Worldwide, Inc. which was
a  non-cash transaction.  The decrease in investing activities was the result of
changes  in  operational  direction.


                                     Page 7
<PAGE>
Net cash provided by financing activities totaled $1,561,184 for the fiscal year
ending  June  30,  2000  compared  to  $200,516  for 1999.  The increase in cash
provided  for  by  financing  activities  was  the  result of sale of common and
preferred  stock,  exercise of founders options, exercise of warrants registered
last year, and common stock issued for services performed.  Other financing came
from  borrowing activities and utilizing existing credit facilities. The Company
expects  to continue making significant investments in the future to support its
overall  growth. The Board of Directors has approved 2,000,000 additional common
shares  to  be issued in a private placement.  The private placement is expected
to  bring  in  $5,000,000  in  funding to help the Company facilitate its growth
plan.

The  above  analysis  does  not reflect the combined operating results of Inform
Worldwide  Inc.  and  Anything  Internet  Corporation.  Had  these two companies
combined  their operations as of July 1st, 1999, the combined revenue and losses
would  have  been approximately $1.5 million and ($2.2 million), with a loss per
share  of  ($0.77).  However,  we believe that the pro forma combined results of
operations are not indicative of the actual results that would have occurred had
the  acquisitions  been  consummated at the beginning of fiscal years 1999 or of
future  operations of the combined entities under the ownership and operation of
the  Company.

Currently,  it  is anticipated that ongoing operations will be financed from the
net proceeds of the anticipated private placement of the company's common stock,
cash  on  hand,  accounts receivable, the various credit facilities available to
the  Company,  and from internally generated funds. However, as indicated in the
Company's  most  recent  financial  statements available herein, while operating
activities  provide some cash flow, the Company is currently cash flow negative.
There  can  be no assurances that the Company's ongoing operations will begin to
generate  a  positive  cash  flow or that unforeseen events may not require more
working  capital  than  the  Company  currently  has  at  its  disposal.


Item  7.  Financial  Statements

     The  information  required  by this item is presented as a separate section
commencing  on  page  F-1.

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

There  were  no  changes  in or disagreements with Accountants on Accounting and
financial  disclosures  during  the  fiscal  year  of  1999/2000.

                                    PART III

Item  9.  Directors,  Executive  Officers,  Promoters  and  Control  Persons;
          Compliance  with  Section  16(a)  of  the  Exchange  Act.

     The directors, executive officers of the Company as of the date of June 30,
2000  are  as  follows:



Name                      Age  Position
--------------            ---  --------------------
Larry G. Arnold            56  Chief Executive Officer & Chairman of the Board

Edgar P. Odenwalder, III   44  Director & President of Inform Worldwide, Inc.

Donald W. Prosser          51  Prior CFO, Treasurer & Secretary

Carole Baumbusch           51  Chief Operating Officer of Inform Worldwide, Inc.

Gabe Coch                  37  VP-Technical Operations of Inform Worldwide Inc.

Alfred Delisle             36  Director & VP-Channel Development

Lawrence Stanley           53  Director

Karen Sebastiani           46  Director


                                     Page 8
<PAGE>
MR.  PROSSER RESIGNED AS CFO AND A DIRECTOR OF THE COMPANY AS OF SEPTEMBER 19TH,
2000.

MR.  STANLEY,  MS. SEBASTIANI AND MR. DELISLE WILL NOT STAND FOR REELECTION AS A
MEMBER  OF  THE  BOARD  OF  DIRECTORS  IN  THE  UPCOMING  ANNUAL  MEETING.

The following is a brief account of the business experience of each director and
executive  officer  of the Company.  There is no family relationship between any
Director  or  Executive  Officer  of  the  Company.

Larry  G.  Arnold
-----------------

Larry  Arnold  has  over thirty years of experience in corporate turnarounds and
capitalization  of  four  public companies. From 1996 until joining the Company,
Mr.  Arnold  served  as  Chairman and CEO of Online Power Supply (OTC BB: OPWR).
From  1990  until  1996, Mr. Arnold served as President, CEO and Chairman of the
Board  for Glitch Master, Inc., a PC power supply manufacturing and distribution
company.  In  1996, Glitch Master, Inc. merged with the now OnLine Power Supply,
Inc.  Mr.  Arnold  has  also  served  as  a  Director  of  Hillsboro State Bank,
Hillsboro, Kansas, for the past five years and is presently Vice Chairman of the
Board.  From  February  1989  until  July  1990,  he  served  as Vice President,
Treasurer  and Director of Ryan-Murphy, Inc., a public company.  From April 1988
to  February  1989,  he  served  as a financial consultant to Postmark Stores of
America,  Denver,  Colorado.  From  January  1987  to  April  1988,  he  was the
President  of  Discount  Converter Supply Company, Colorado Springs, Colorado, a
private Colorado corporation, and from May 1985 to November 1986, Mr. Arnold was
President  of  Nova  Resources Corporation, Colorado Springs, Colorado, a public
corporation.  He  holds  a  B.A.  degree in Business Administration and has done
graduate  work  at the University of Kansas and University of Colorado, Colorado
Springs.

Edgar  P.  Odenwalder  III
--------------------------

Mr. Odenwalder founded Inform Worldwide Inc. in 1996 and served as the President
of  Inform Worldwide, Inc. before joining the Company on June 29th, 2000.  Prior
to  1996,  Mr. Odenwalder held senior positions with Convergent Group, a leading
provider of geo-technology services and McDonnell Douglas Communications Company
(MDCC).  At  MDCC  he  launched  a  location technology product group that grew,
within  an  eighteen-month  span,  to over eighty software engineers with annual
revenues  in  excess  of  $10 million. Mr. Odenwalder holds BS and MS degrees in
forestry  and  computer  science  from  Colorado  State  University.

Donald  W.  Prosser
-------------------

Mr.  Prosser  served  as  CFO  and a Director of the company since October 30th,
1999.  Prior  to joining the Company, he served as a financial consultant to the
Company.  Prior  to  Anything  Internet  Corporation,  Mr.  Prosser held partner
positions  at  two leading CPA firms and served as Managing Director of American
Express  Tax  and  Business  Services. At American Express, Mr. Prosser had full
responsibility  for  Colorado  operations and grew his unit into the largest CPA
tax  practice  in  the  state.  Mr.  Prosser  is  holds  a BS degree in Business
Accounting  and  MS  in  Taxation  from  Western  State  College.

Mr.  Prosser resigned as CFO and a Director of the Company as of September 19th,
2000.  To pursue other business interests.

Carole  A.  Baumbusch
---------------------
Ms.  Baumbusch joined Inform Worldwide, Inc. in February 2000 as Chief Operating
Officer.  Prior  to  Inform, she was Vice President of Operations for ING Group.
Ms.  Baumbusch  began her career as an engineer, working in both the defense and
utility industries.  Upon completion of her MBA, she became a consultant for the
Weston  Group.  Ms.  Baumbusch  graduated with highest honors from both Bucknell
University where she earned a B.S. degree in Civil Engineering and from New York
University  where she earned an MBA from the Stern School of Business.  She also
recently  attended  the  Executive  Program  for  Growing  Companies at Stanford
University  Graduate  School  of  Business.


                                     Page 9
<PAGE>
Gabriel  Coch
-------------

Mr.  Coch  is  founder  of  Mapas  y  Datos  and  Mapas  Latinos, Latin American
geo-technology  companies  based  in  Bogot  ,  Colombia.  From  1991  until the
present,  Mr.  Coch  has  presided  over  these companies.  Mr. Coch has been an
international  consultant  in assignments in Costa Rica, Venezuela and Peru. Mr.
Coch  obtained  his bachelor's degree in Urban Planning and Design from Southern
Illinois  University and his master's degree in Urban and Regional Planning from
the  University  of  Florida.

Alfred  W.  Delisle
-------------------

Mr.  Delisle  co-founded  the  Company  in August 1997.  He has been VP, Channel
Development  since June 30, 2000 and Director for Anything Internet, Anything PC
Corporation  and  Anything  Coffee  Corporation  since  August  1997.  Prior  to
starting  Anything Internet Corporation, Mr. Delisle held a variety of positions
with  Tech  Data  Corporation's  high  volume  sales division.  Mr. Delisle also
serves  as  a  Director  of  Web-Designs.net, Inc., a privately held firm, since
December  1999.

Mr.  Delisel  holds a Bachelor of Science Degree in Business Administration from
Babson  College,  Wellesley,  MA. and a certificate in Strategies for E-Business
Success  from  the  Management  Development  Institute  at  Eckerd  College, St.
Petersburg,  Florida.

Lawrence  Stanley
-----------------

Mr. Stanley served as interim CEO and held the position of director from October
20,  1999  to  October 29, 2000.  From October 20, 1999 to December 9, 1999, Mr.
Stanley  served  as  our  interim co-president and chief executive officer.  Mr.
Stanley  currently  serves  as  CEO  of  Banyan Corporation of Colorado Springs,
Colorado,  a  majority  shareholder  of  Anything  Internet  Corporation.

Karen  Sebastiani
-----------------

Ms. Sebastiani has been our secretary, treasurer and a director from October 20,
1999 to October 29th, 2000.  Ms. Sebastiani is currently the business manager at
Banyan  Corporation  of  Colorado  Springs.


COMPLIANCE  WITH  SECTION  16(a)  OF  THE  EXCHANGE  ACT

     Section  16(a)  of the Securities Exchange Act of 1934 (the "Exchange Act")
requires the Company's officers and directors, and persons who own more than ten
percent  (10%)  of  a  registered  class  of  the  Company's  equity  securities
(collectively  the "Reporting Persons") to file reports and changes in ownership
of  such securities with the Securities and Exchange Commission and the Company.
Based solely upon a review of (i) Forms 3 and 4 and amendments thereto furnished
to  the  Company  pursuant to Rule 16a-3(e), promulgated under the Exchange Act,
during  the  Company's  fiscal year ended June 30, 2000 and (ii) Forms 5 and any
amendments  thereto  and/or  written representations furnished to the Company by
any Reporting Persons stating that such person was not required to file a Form 5
during  the  Company's  fiscal  year ended June 30, 2000, it has been determined
that,  other  than  disclosed  below,  no Reporting Persons were delinquent with
respect to such person's reporting obligations set forth in Section 16(a) of the
Exchange  Act.

     The following table as of June 30, 2000, includes the name and positions of
each Reporting Person that failed to file on a timely basis any reports required
pursuant  to  Section  16(a)  during the most recent fiscal year or prior years.

<TABLE>
<CAPTION>
Name                    Position                                             Report Filed Late
----                    --------                                             -----------------
<S>                     <C>                                                  <C>
Larry G Arnold          Chief Executive Officer and Chairman of the Board    Forms 3 and 5
Edgar P Odenwalder III  President and Director                               Forms 3 and 5
Donald W. Prosser       Prior Secretary, Treasurer and Director              Forms 3 and 5
Alfred W. Delisle       Business Development Manager and Director            Forms 3 and 5
Banyan Corporation      Beneficial Owner                                     Forms 3 and 5
</TABLE>


                                    Page 10
<PAGE>
Item  10.  Executive  Compensation

     The following table sets forth the compensation paid during the fiscal year
ending  June  30,  2000 to the Company's Chief Executive Officer and each of the
Company's  officers  and  directors.  No  executive  officers  received  any
compensation  in fiscal 1998, no person received compensation exceeding $200,000
in  fiscal  1999,  no  bonuses  were  awarded during fiscal 1999, and no persons
received  compensation  from  the  Company  prior  to  fiscal  1999.

<TABLE>
<CAPTION>
                          Annual Compensation               Awards             Payouts
                        -----------------------  ----------------------------  -------
                                      Bonus &
                                      Other                       Securities
                                      Annual       Restricted     Underlying    LTIP
Name and Principal                    Compen-    Stock Award(s)  Options/SAR   Payouts  All Other
Position            Year  Salary ($)  sation ($)       ($)            (#)        ($)      ($)
------------------  ----  ----------  ---------  --------------  ------------  -------  ---------
<S>                 <C>   <C>         <C>        <C>             <C>           <C>      <C>

Larry G. Arnold
CEO and Chairman                                                    1,000,000
of  the Board       2000  $200,000            0                        50,000
                    1999  N/A               N/A                           N/A      N/A        N/A

Edgar P.
Odenwalder III
President and
Director            2000  $200,000            0                     1,000,000
                    1999  N/A               N/A                           N/A      N/A        N/A

Donald W. Prosser
Prior CFO,
Secretary &
Treasurer           2000  $150,000            0                       700,000
                    1999  N/A               N/A                           N/A      N/A        N/A

Carole Baumbusch
Chief Operating
Officer             2000  $150,000            0                       500,000
                    1999  N/A               N/A                           N/A      N/A        N/A

Gabriel Coch
VP, Technical
Operations          2000  $130,000            0                       130,000
                    1999  N/A               N/A                           N/A      N/A        N/A

Alfred W. Delisle
Business
Development
Manager and
Director            2000  $ 75,000            0
                    1999  $ 60,000          N/A                        35,000      N/A        N/A
                                                                      100,000
</TABLE>


The following table sets forth information on executive stock options granted to
the  executive  officers  of  the  Company  as  of  October  10,  2000.


                                    Page 11
<PAGE>
<TABLE>
<CAPTION>
Name                  Number of Securities     Percent of Total      Exercise of Base     Expiration Date
                           Underlying            Options/SARs         Price($/share)
                          Options/SARs       Granted to Employees
                           Granted (#)         as of October 10,
                                                    2000(1)
<S>                    <C>                   <C>                     <C>               <C>
Larry G. Arnold             1,000,000                 18%                 $3.00            April 18th, 2003
                               50,000                                     $2.00            April 16th, 2003
Edgar P. Odenwalder         1,000,000                 18%                 $2.97             June 30th, 2003
Donald W. Prosser             500,000                 12%                 $3.00            April 18th, 2003
                              200,000                                     $1.00         November 15th, 2002
Carole Baumbusch              500,000                  9%                 $2.97             June 30th, 2003
Gabriel Coch                  130,000                  2%                 $3.06             June 30th, 2003
Alfred W. Delisle              35,000                  2%                 $1.00         November 15th, 2002
                              100,000                                     $1.00         November 15th, 2002


J. Scott Sitra (2)            700,000                 12%                 $1.00          October 18th, 2002
</TABLE>


(1)  Based  on  total  of  5,703,333  options  granted  and  outstanding.

(2)  Mr.  Sitra  served as the  Company's CEO & Chairman of the Board from March
30,  1999  to  October  10,  1999.  The  options were granted in lieu of salary,
expenses  and  consulting  fees  due  from  the  company.


DIRECTOR  COMPENSATION

     Directors  are  compensated  $5,000  annually,  which, as determined by the
Board,  may  be  taken  in  the  form  of  cash  or  securities  of the Company.
Additionally,  the Company reimburses its Directors for reasonable out-of-pocket
expenses  incurred  in  attending  meetings  of  the  Board  of  Directors.


Item  11.  Security  Ownership  of  Beneficial  Owners  and  Management

     The  following  table  sets  forth certain information known to the Company
regarding  the  beneficial ownership of common stock as of June 30, 2000, by (i)
each  Director of the Company, (ii) each executive officer of the Company, (iii)
all  directors  and executive officers as a group, and (iv) each person known to
the Company to be the beneficial owner of more than 5% of its outstanding shares
of common stock.  Percentage of ownership is based on 5,823,802 shares of common
stock  issued  and  outstanding  as  of  June  30,  2000.

<TABLE>
<CAPTION>
                                                                              Percent of Class   Percent of Class
                                                      Shares      Preferred   before Preferred    after Preferred
Directors and Executive Officers                       Owned      Owned (2)          (3)             Ownership
--------------------------------                     ---------    ---------       ---------         ----------
<S>                                                 <C>          <C>          <C>                <C>
Larry G. Arnold, Chief Executive Officer &             192,500             0                 3%                 2%
Chairman of the Board                                       (1)

Edgar P. Odenwalder III, President & Director        2,316,600             0                40%                29%

Donald W. Prosser **                                    50,000        20,000                 1%                 1%

Carole Baumbusch, Chief Operating Officer              240,000             0                 4%                 3%

Gabriel Coch, VP Technical Operations                  240,000             0                 4%                 3%


                                    Page 12
<PAGE>
Alfred W. Delisle, VP Channel Development &             70,005        60,000                 1%                 2%
Director

Lawrance Stanley, Director                                   0         9,105                 *                  *

Karen Sebastiani, Director                                   0         3,500                 *                  *
                                                    ----------    ----------        ----------         ----------

All current directors and executive officers as a    3,059,105        72,605                53%                41%
group

Five Percent Shareholders(4)
-------------------------

Banyan Corporation
   4740 Forge Rd., Bldg. 112
   Colorado Springs, CO  80907                          48,000       236,470                 1%                 6%

Scott Sitra (An Agent)                                 379,751       462,417                 6%                16%
    4301 Beau Rivage Cir.
    Lutz, FL 33549 (5)
</TABLE>

     *Less  than  1%  or  no  holdings  as  of  June  30,  2000.
     **Donald  W.  Prosser  resigned as of September 19, 2000.

(1)  Mr. Arnold disclaims any ownership benefit from 132,000 shares owned by Mr.
     Arnold's spouse & children.

(2)  There are 1,106,154 preferred shares outstanding. All preferred shares have
     two votes in any voting matters.

(3)  Based on 5,823,802 shares issued and outstanding as of June 30, 2000.

(4)  Beneficial  ownership is  determined  in  accordance  with the 13d-3 of the
     Securities  Exchange  Act of  1934.  In  computing  the  number  of  shares
     beneficially owned by a person and the percentage ownership of that person,
     shares of common  stock  subject to options  held by that  person  that are
     currently  exercisable or become exercisable within 60 days of this report,
     but not included in the table  above,  are not deemed  outstanding  for the
     purpose of computing the percentage ownership of any other person.

(5)  Mr.  Sitra  serves as an agent for various  corporate  shareholders  of the
     Company.  The shares shown above are a total of the shares owned by various
     entities. Mr. Sitra personally owns only 5,000 shares.

Item  12.  Certain  Relationships  and  Related  Transactions.

     On  June  16, 1999, the Company borrowed $75,000 from a related corporation
with  an  ownership  interest  in Anything Internet Corporation.  The short-term
loan  was  made at a rate of 12% per annum, and was due July 30, 1999. This note
was  paid-off  in  March  2000.


                                    Page 13
<PAGE>
Item  13.  Exhibits  and  Reports  on  Form  8-K

     Exhibits  designated  with  an asterisk (*) have previously been filed with
the  Securities and Exchange Commission and are incorporated herein by reference
to  the  document referenced in the parentheticals following the descriptions of
such  exhibits.

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

(a)     1.         Financial  Statements

(a)     2.         Exhibits



21.1               Subsidiaries  of  the  registrant.

23.1               September 28, 2000 consent letter of Ronald R. Chadwick, P.C.

27.1               Financial Data Schedule for Fiscal Year Ending June 30, 2000.



Reports  on  Form  8-K

     During  the  period commencing during last quarter of the period covered by
this  Report  to  date,  there  were  no  Form  8-Ks  filed  with  the  SEC.


                                    Page 14
<PAGE>
SIGNATURES

     In  accordance  with  the  requirements  of  Section  13  or  15(d)  of the
Securities  Exchange  Act of 1934, the Registrant has duly caused this report to
be  signed  on  its behalf by the undersigned, thereunto duly authorized, in the
City of Colorado Springs, State of Colorado on this 13th day of October, 2000.

                                 Anything  Internet  Corporation



                                 By:  /s/  Larry  G  Arnold
                                 -------------------------------------
                                 Larry  G  Arnold
                                 President, Chief Executive Officer and Director

     Pursuant  to  the requirements of the Securities Exchange Act of 1934, this
Report  has been signed by the following persons on behalf of the Registrant and
in  the  capacities  and  on  the  dates  indicated.

<TABLE>
<CAPTION>
Signature                                   Title                      Date
<S>                          <C>                                   <C>

/s/ Larry G. Arnold
----------------------       Chief Executive Officer and Chairman
Larry G. Arnold              of the Board                          October 13, 2000


/s/ Edgar P. Odenwalder III
----------------------       President and Director
Edgar P. Odenwalder III                                            October 13, 2000


/s/ Mitzi Qin Mitchell
----------------------       Assistant Secretary, Treasurer and    October 13, 2000
Mitzi Qin Mitchell           Controller


/s/ Alfred W. Delisle                                              October 13, 2000
----------------------       VP Business Development and Director
Alfred W. Delisle
</TABLE>


                                    Page 15
<PAGE>


                          ANYTHING INTERNET CORPORATION

                        CONSOLIDATED FINANCIAL STATEMENTS
                FOR THE FISCAL YEAR ENDING JUNE 30, 2000 and 1999

                                      With
                          Independent Auditor's Report



<PAGE>


CONTENTS

Independent  Auditor's  Report . . . . . . . . . . . . . . . . . . . . . . . F-1

FINANCIAL  STATEMENTS

    Consolidated  Balance  Sheets . . . . . . . . . . . . . . . . . . . . . .F-2

    Consolidated  Statements  of  Operations . . . . . . . . . . . . . . . . F-4

    Consolidated Statements of Stockholders' Equity . . . . . . . . . . . . .F-5

    Consolidated  Statements  of  Cash  Flows . . . . . . . . . . . . . . . .F-6

Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . F-7


                                      F - 0
<PAGE>
                          INDEPENDENT AUDITOR'S REPORT


Board  of  Directors
Anything  Internet  Corporation
Englewood,  Colorado

I have audited the accompanying consolidated balance sheets of Anything Internet
Corporation  and  subsidiaries  as  of  June  30,  2000 and 1999 and the related
consolidated  statements  of operations, stockholders' equity and cash flows for
the  years then ended.  These financial statements are the responsibility of the
Company's  management.  My  responsibility  is  to  express  an opinion on these
financial  statements  based  on  my  audit.

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

In  my  opinion, the consolidated financial statements referred to above present
fairly,  in  all  material respects, the financial position of Anything Internet
Corporation  and  Subsidiaries  at June 30, 2000 and 1999 and the results of its
operations  and  its  cash  flows  for  the  years then ended in conformity with
generally  accepted  accounting  principles.



/s/  RONALD  R.  CHADWICK,  P.C.
--------------------------------
RONALD  R.  CHADWICK,  P.C.

Aurora,  Colorado
September  28,  2000


                                      F - 1
<PAGE>
<TABLE>
<CAPTION>
                          ANYTHING INTERNET CORPORATION
                           CONSOLIDATED BALANCE SHEETS

                                     ASSETS

                                         June 30,


                                                 2000          1999
                                           ----------------  --------------
<S>                                        <C>               <C>
Current assets:
  Cash                                     $        199,755  $        1,454
  Accounts Receivable                                78,717         188,689
  Inventory                                               0          12,277
  Prepaid Expenses                                        0           8,091
  Notes Receivable-Related Party                    208,762          18,023
  Other                                                   0           3,938
                                           ----------------  --------------
      Total current assets                          487,234         232,472
                                           ----------------  --------------


Furniture and Equipment, less accumulated
  depreciation of $266,602 and $14,859.             139,551          48,303

Software development costs, less
  Accumulated amortization of
  $78,871 and $18,039                                49,359          39,600

Licensing Rights                                  9,126,949               0

Deposits                                             16,884           2,741
                                           ----------------  --------------
                                                  9,332,743          90,644
                                           ----------------  --------------
                                           $      9,819,977  $      323,116
      =                                    ================  ==============
</TABLE>


                                      F - 2
<PAGE>
<TABLE>
<CAPTION>
                          ANYTHING INTERNET CORPORATION
                           CONSOLIDATED BALANCE SHEETS


                      LIABILITIES AND STOCKHOLDERS' EQUITY



                                                           June 30,
                                                     2000             1999
                                               ----------------  --------------
<S>                                            <C>               <C>

Current liabilities:
   Accounts Payable                            $       234,098   $     400,721
   Accrued expenses                                     62,616          52,840
   Bank reserve                                              0          22,051
   Bank Lines of Credit                                128,427          29,054
   Notes payable - current portion                      60,168               0
   Notes payable - related party                             0          75,000
                                               ----------------  --------------
         Total current liabilities                     485,309         579,666
                                               ----------------  --------------
         Total Liabilities                             485,309         579,666


Stockholder's Equity:
   Preferred stock, Class A, no par value
    10,000,000 shares authorized;
    1,106,154 and 0 shares issued
    and outstanding                                    629,418               0
   Common stock, Class A, no par value;
     50,000,000 shares authorized;
     5,823,802 and 3,040,400 shares
     Issued and outstanding                         11,205,716         359,900
   Common stock subscribed                                   0          68,000
   Stock subscription receivable                             0         (68,000)
   Accumulated deficit                              (2,500,466)       (616,450)
                                               ----------------  --------------
         Total stockholders' equity                  9,334,668        (256,550)
                                               ----------------  --------------
   Total liabilities and stockholders' equity  $     9,819,977   $     323,116
                                               ================  ==============
</TABLE>


                                      F - 3
<PAGE>
<TABLE>
<CAPTION>


                           ANYTHING INTERNET CORPORATION
                       CONSOLIDATED STATEMENT OF OPERATIONS



                                                   - For The Years Ending -
                                                June 30, 2000      June 30, 1999
                                              -----------------   ----------------
<S>                                           <C>                 <C>
Sales                                         $        685,268    $     3,503,822

Cost of sales                                          617,577          3,419,386
                                              -----------------   ----------------
Gross profit                                            67,691             84,436
                                              -----------------   ----------------
Selling, general and administrative
expenses                                             1,184,992            559,093

Stock based compensation                               755,234            113,200
                                              -----------------   ----------------
(Loss) from operations                              (1,872,535)          (587,857)
                                              -----------------   ----------------
Other income (expense):
  Interest expense                                     (16,367)            (3,831)
  Interest income                                        4,886                  0
                                              -----------------   ----------------
Income (loss) before provision for income
taxes                                               (1,884,016)          (591,688)

Provision for income tax                                     -                  -
                                              -----------------   ----------------
Net income (loss)                                  ($1,884,016)         ($591,688)
                                              =================   ================

Basic/Diluted Net loss per share                        ($0.65)            ($0.24)
                                              =================   ================
Basic/Diluted weighted average number of
common shares outstanding                            2,918,842          2,458,533
                                              =================   ================
</TABLE>


                                      F - 4
<PAGE>
<TABLE>
<CAPTION>


                                          ANYTHING INTERNET CORPORATION
                                  CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY

                                              For the year ended June 30, 2000 and 1999
                                                                                            Stock                     Stock-
                                             Preferred Stock          Common Stock         Subscrip.     Accum.      Holders'
                                             Shares    Amount     Shares        Amount    Receivable     Deficit      Equity
                                           ---------  --------  -----------  ------------  ---------  ------------  -----------
<S>                                        <C>        <C>       <C>          <C>           <C>        <C>           <C>
Balances at July 1, 1998                           -  $      -       5,800   $    36,200   $      -      ($24,762)  $   11,438
Debt retirement                                                      1,950        10,500                                10,500
Stock retirement                                                    (7,750)                                                  -
and reissuance                                                     500,000                                                   -
Compensatory stock issuance                                      2,340,400       113,200                               113,200
Sales of common stock                                              200,000       200,000                               200,000
Common stock subscribed                                                           68,000    (68,000)
Net loss for the year ended June 30, 1999                                                                (591,688)    (591,688)
                                           ---------  --------  -----------  ------------  ---------  ------------  -----------
Balances at June 30, 1999                          -         -   3,040,400       427,900    (68,000)     (616,450)    (256,550)
                                           ---------  --------  -----------  ------------  ---------  ------------  -----------
Subscription Received                                               34,000             -     68,000                     68,000
Compensatory stock issuance                   55,000   141,000     614,234       614,234                               755,234
Shares Issued on Warrant exercise                                  200,000       600,000                               600,000
Shares Issued on Option exercise                                   500,000       500,000                               500,000
Sales of Common & Preferred Stock            145,500   185,000     205,000       405,000                               590,000
Offering Expense                                                                 (38,000)                              (38,000)
Common Stock Converted to Preferred
Stock                                        905,654   303,418  (1,769,832)     (303,418)                                    -
Shares Issued in acquisition                                     3,000,000     9,000,000                             9,000,000
Net loss for the year ended June 30, 2000                                                              (1,884,016)  (1,884,016)
                                           ---------  --------  -----------  ------------  ---------  ------------  -----------
Balances at June 30, 2000                  1,106,154  $629,418   5,823,802   $11,205,716   $      -   ($2,500,466)  $9,334,668
                                           =========  ========  ===========  ============  =========  ============  ===========
</TABLE>


                                      F - 5
<PAGE>
<TABLE>
<CAPTION>
                          ANYTHING INTERNET CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                           - For the Years Ended -
                                         June 30, 2000  June 30, 1999
                                        --------------  -------------
<S>                                     <C>             <C>
Cash flows from operating
 activities:
   Net (loss)                             ($1,884,016)     ($591,688)
   Adjustments to reconcile net
   Income to net cash provided by
   (used for)operating activities:
      Depreciation and Amortization            42,083         25,968
      Stock based compensation                755,234        113,200
      Debt retirement                               0         10,500
      Current assets                          (60,399)      (216,427)
      Deposits                                (14,143)        (1,361)
      Current liabilities                    (156,847)       430,899
                                        --------------  -------------
   Net cash used by (used for)
    Operations activities                  (1,318,088)      (228,909)
                                        --------------  -------------
Cash flows from investing
 activities:
   Acquisition of office equipment            (12,844)       (48,701)
   Software development costs                  (9,900)       (31,617)
                                        --------------  -------------
   Net cash used by (used for)
    Investing activities                      (22,744)        80,318
                                        --------------  -------------
Cash flow from financing
 activities:
   Proceeds from borrowing                    132,706         46,516
   Sale of common and preferred stock       1,563,051        200,000
   Offering expenses                          (38,000)             0
   Payments on borrowings                     (96,573)             0
                                        --------------  -------------
   Net cash provided by (used for)
    Financing activities                    1,561,184        200,516
                                        --------------  -------------
Net increase (decrease) in cash               220,352        (62,711)

Cash at beginning of the Period               (20,597)        42,114
                                        --------------  -------------
Cash at end of the period               $     199,755       ($20,597)
                                        ==============  =============
</TABLE>


Schedule  of  non-cash  investing  and  financing  activities:
  In  fiscal  year  2000,  the  Company  issued  3,000,000 Series A Common Stock
   in  exchange  for  licensing  rights  valued  at  $9,126,949.

Supplemental  Disclosure:
  Cash  paid  in  2000  and  1999  for  interest:  $15,996  and  $3,831.


                                      F - 6
<PAGE>
                          ANYTHING INTERNET CORPORATION

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                    For the years ended June 30, 1999 & 2000


NOTE  1.  ORGANIZATION,  OPERATIONS  AND  SUMMARY  OF  SIGNIFICANT  ACCOUNTING
POLICIES:

Anything  Internet  Corporation  ("Anything  Internet", the "Company"), formerly
known  as  Anything  Corporation,  was  incorporated in the State of Colorado on
August  15,  1997.  The  Company  markets  and distributes computers and related
accessory  products by using the Internet as the exclusive distribution channel.
On  August  28,  1998,  Anything,  Inc.  changed  its  name to Anything Internet
Corporation,  which  was  made effective through an amendment to its Articles of
Incorporation  filed with the Secretary of State of Colorado on August 31, 1998.

On June 30, 2000, the Company acquired Inform Worldwide, Inc. and its subsidiary
Inform  Latin America, Inc. Inform Worldwide, Inc. was incorporated in the State
of  Colorado on February 5th, 1996.  Inform Worldwide, Inc.'s business is in the
development  of  business  applications  that  combine  geographical information
systems  and  the  Internet.  Inform  Worldwide, Inc. operates as a wholly owned
subsidiary  of  Anything  Internet  Corporation.

The  Company  also  conducts  its  businesses  through  two  other subsidiaries,
AnythingPC  Internet  Corporation  and  Anything  Coffee  Corporation.

Principal  of  consolidation
----------------
The  consolidated financial statements include the accounts of Anything Internet
Corporation, formerly known as Anything, Inc. and its wholly owned subsidiaries,
Inform  Worldwide,  Inc.,  AnythingPC  Internet  Corporation and Anything Coffee
Corporation  (collectively,  the  "Company").  All  significant  intercompany
transactions  and  accounts  were  eliminated  in  the  consolidated  financial
statements.

Use  of  estimates
----------------

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

Income  tax
----------


                                      F - 7
<PAGE>
Deferred  taxes  are  provided on a liability method whereby deferred tax assets
are  recognized  for  deductible  temporary  differences  and  operating  loss
carryforwards  and deferred tax liabilities are recognized for taxable temporary
differences.  Temporary  differences  are  the  differences between the reported
amounts  of assets and liabilities and their tax bases.  Deferred tax assets are
reduced  by a valuation allowance when, in the opinion of management, it is more
likely  than not that some portion or all of the deferred tax assets will not be
realized.  Deferred  tax  assets and liabilities are adjusted for the effects of
changes  in  tax  laws  and  rates  on  the  date  of  enactment.

Cash  and  cash  equivalents
-------------------------

The Company considers all highly liquid investments with an original maturity of
three  months  or  less  as  cash  equivalents.

Net  income  (loss)  per  share
---------------------------

The net income (loss) per share is computed by dividing the net income (loss) by
the  weighted  average  number of shares of common outstanding.  Warrants, stock
options,  and  common  stock issuable upon conversion of the Company's preferred
stock  are not included in the computation if the effect of such inclusion would
be  anti-dilutive and would increase the earnings or decrease loss per share. If
included,  the  diluted  weighted  average  outstanding  shares  would have been
2,918,842  and  2,458,533  for  2000  and  1999.

Inventory
---------
Inventory  consists  of consigned finished goods.  Inventories are valued at the
lower  of  cost  or  market  using  the  first-in,  first-out  (FIFO)  method.

Property  and  equipment
----------------------
Property  and  equipment  are recorded at cost and depreciated under accelerated
methods  over an estimated life of five to seven years. The Company's cost basis
of  property  and  equipment,  consisting  of furniture, equipment and leasehold
improvements  was  $406,152  and  $63,162  at  the end of June 30, 2000 and 1999
respectively,  with  corresponding  accumulated  depreciation  of  $266,602  and
$14,959.  Depreciation  expense  for  the years ended June 30, 2000 and 1999 was
$19,759  and  $14,959.

Other  Assets
------------
Intangible  assets,  consisting  primarily of software, are recorded at cost and
amortized  on  the  straight line method over three to five years. The Company's
cost  basis  of intangible assets was $9,255,179 and $57,689 as of June 30, 2000
and  1999  respectively,  with corresponding accumulated amortization of $78,871
and $18,089. Amortization expense for the years ended June 30, 2000 and 1999 was
$22,324  and  $11,009.


                                      F - 8
<PAGE>
Accounts  receivable
-------------------
The  Company  reviews  accounts  receivable  periodically for collectibility and
establishes an allowance for doubtful accounts and records bad debt expense when
deemed  necessary.

Products  and  services,  geographic  areas  and  major  customers
-----------------------------------------------------------
Company sales were derived from marketing and distributing computers and related
products  over the Internet, were to external customers, and were domestic.  The
Company  had  no  one  major customer accounting for over 10% of its sales.  The
Company's  long-term  assets  are  all  held  domestically.

Revenue  Recognition
-------------------
The  Company  recognizes  revenue  when a product is shipped to customers either
from  the  Company's  inventory  or  when  shipped from distributors' warehouses
directly  to  the customer.  The Company assumes title to the product when it is
shipped  either  to  the  Company  or  directly  to  the  Company's  customer.

NOTE  2.  ACQUISITION

On  June  30,  2000,  the  Company  acquired  Inform  Worldwide,  Inc.  in  a
stock-for-stock  transaction,  in  which  the  former  shareholders  of  Inform
Worldwide  Inc.  received  a  total  of 3 million shares of Anything Internet in
exchange  for all outstanding common shares of Inform Worldwide, Inc. The merger
is  being  accounted  for  as a purchase. Inform Worldwide, Inc. became a wholly
owned  subsidiary  of  Anything  Internet as of the merger date. The purchase is
valued  at  $9,126,949  for  the  acquisition  of  licensing  rights from Inform
Worldwide,  Inc.

Licensing  Rights
-----------------

Inform  Worldwide,  Inc.  is  a  geographical  information  system (GIS) related
training,  consulting and software development company based in Colorado. Inform
Worldwide,  Inc.  has developed proprietary geographic/location related software
and  contractual  relationships.  The  licensing  rights  acquired  from  Inform
Worldwide  Inc. provide the Company the ability to transact business in the name
of  Inform  Worldwide  Inc.  and  all  other  rights  to sell and promote Inform
Worldwide  Inc.'s  proprietary  technology.

Pro  Forma
---------------

The following table reflects condensed audited pro forma combined balanced sheet
and  results  of the operations of the Company and Inform Worldwide, Inc. on the
basis  that  the acquisition had taken place at the beginning of the fiscal year
for  all  periods  presented:


                                      F - 9
<PAGE>
<TABLE>
<CAPTION>
                          ANYTHING INTERNET CORPORATION
                      PRO FORMA CONSOLIDATED BALANCE SHEET

                                         June 30,
                                     2000           1999
                               --------------  --------------
ASSETS
<S>                            <C>             <C>
  Current assets:              $      487,234  $     406,644
  Equipment & Software:               139,551        178,179
  Other assets:                     9,193,192         74,451
                               --------------  --------------
                               $    9,819,977  $     659,274
                               ==============  ==============
LIABILITIES AND STOCKHOLDERS'
DEFICIT

  Current liabilities:         $      485,309  $     903,473
  Long-term liabilities                     0         30,168
  Stockholders' equity:             9,334,668       (274,367)
                               --------------  --------------
                               $    9,819,977  $     659,274
                               ==============  ==============
</TABLE>



<TABLE>
<CAPTION>
                           ANYTHING INTERNET CORPORATION
                  PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS

                                - Fiscal Years Ending -


                                               June 30, 2000  June 30, 1999
                                               -------------  -------------
<S>                                            <C>            <C>
Sales                                          $  1,527,325   $  5,306,764
Cost of sales                                       884,402      3,894,293
Selling, general and administrative expenses
                                                  2,123,796      2,226,428
Stock Based Compensation                            755,234        113,200
Other expenses                                       11,481          3,831
Provision for income tax                                  -              -
                                               -------------  -------------
Net income (loss)                               ($2,247,587)     ($930,988)
                                               =============  =============


Basic & Diluted Net loss per share                   ($0.77)        ($0.24)
                                               =============  =============
Basic & Diluted weighted average number
of common shares outstanding                      2,918,842      2,458,533
</TABLE>


                                     F - 10
<PAGE>
In  management's  opinion,  the pro forma combined results of operations are not
indicative  of  the  actual results that would have occurred had the acquisition
been  consummated  at  the  beginning  of fiscal years 1999 or 2000 or of future
operations  of  the  combined  entities under the ownership and operation of the
Company.  In  addition,  the pro forma financial results contain estimates since
Inform  Worldwide  Inc. did not maintain information on a period comparable with
the  Company's  fiscal  year  end.

NOTE  3.  RELATED  PARTY  TRANSACTIONS

On  December  31, 1998 the Company loaned an officer $18,023 at a rate of 3% per
annum.  The  note  was  paid  in  full  as  of  June  30,  2000.

On June 16, 1999, the Company borrowed a 15-day loan of $75,000 at 12% per annum
from  a  related  corporation  with  an  ownership interest in Anything Internet
Corporation.  The  note carried a penalty of $50/per day late fee.  The note was
paid  in  full  by  June  30,  2000.

NOTE  4.  LEASE  COMMITMENT

Effective  June  3,  1999,  the  Company extended its lease agreement for office
space  in  Colorado  Springs, Colorado, and effective March 1999, entered into a
lease  agreement  for  office  space  in  Tampa, Florida.  Both leases are for a
period  of  twelve-months  and  can  be  renewed  at  terms and conditions to be
established  at expiration date.  Lease expense incurred for the year ended June
30,  2000  and  1999  was approximately $19,000 each year. The remaining minimum
future  rental  payments,  all  in  2000  and  1999,  are  $26,569.

Inform  Worldwide,  Inc. has leased office space, equipment, and a vehicle under
various lease agreements through May 2003.  Lease expense incurred for the years
ended  June  30,  2000  and  1999  was  $214,224 and $214,224 respectively.  The
remaining minimum future lease payments through 2003 are approximately $624,820.


NOTE  5.  NOTES  PAYABLE  &  LINES  OF  CREDIT

The  Company  has  also  established  a  $50,000  line of credit with US Bank of
Colorado  Springs,  Colorado.  Payments  are  due  on the 15th of each month and
interest accrues at the rate of 10.45% per annum.  At June 30, 2000 and 1999 the
Company's  outstanding  balance  on  this  credit line was  $46,828 and $27,762.

Inform Worldwide Inc. has established a line of credit with a bank providing for
borrowing  to $100,000 as of June 30, 2000.  This line of credit expired on July
10, 2000. At June 30, 2000 the Company's outstanding balance on this credit line
was  $  81,599.


                                     F - 11
<PAGE>
At  June  30,  2000  and  1999,  the  Company  had  the  following notes payable
outstanding:

                               June  30,  2000          June  30,  1999
Notes  Payable                 $        60,168          $        75,000
Line  of  Credit                       128,427                   29,054
                               ---------------          ---------------
        Total  (Current)               188,595                  104,054
                               ===============          ===============

NOTE  6.  INCOME  TAXES

Deferred  income  taxes  arise  from the temporary differences between financial
statement  and  income  tax  recognition  of  net  operating losses.  These loss
carryovers  are  limited  under  the  Internal Revenue Code should a significant
change  in  ownership  occur.

At  June 30, 2000 and 1999 the Company had approximately $2,482,000 and $615,000
of  unused  federal  net  operating loss carryforwards, which begin to expire in
year  2000 through 2019.  A deferred tax asset has been offset by 100% valuation
allowance.  The  Company  accounts  for  income taxes pursuant to SFAS 109.  The
components  of  the  Company's  assets  and  liabilities  are  as  follows:


                                                     June 30,2000  June 30, 1999
                                                     ------------  -------------
Deferred tax liability                                $        -   $          -
Deferred tax asset arising from:
   Net operating loss carryforwards                      893,895        240,417
                                                     ------------  -------------
                                                         893,895        240,417
Valuation allowance                                     (893,895)      (240,417)
                                                     ------------  -------------
             Net Deferred Taxes                      $         -   $          -


The income tax (benefit) consists of the following:

Current:
    Federal                                          $         -   $          -
    State                                                      -              -
                                                     ------------  -------------
Deferred:
    Federal                                             (782,205)      (209,595)
    State                                               (111,690)       (30,822)
                                                     ------------  -------------
                                                       ($893,895)     ($240,417)
                                                     ============  =============


                                     F - 12
<PAGE>
No  difference  exists between these amounts and amounts computed at federal and
state  statutory  rates.  The  net change in 2000 and1999 in the total valuation
allowance  was  $653,478  and  $233,096.

Inform Worldwide, Inc. has been organized as an S-Corporation and paid no income
tax  at  the  corporate  level.  Inform was reorganized as a C-Corporation as of
June  30,  2000.

NOTE  7.  STOCKHOLDERS'  EQUITY

The Company is authorized by its Articles of Incorporation, as amended, to issue
an  aggregate  of  50,000,000  shares  of  class 'A' common stock, no par value,
("common  stock");  25,000,000  shares  of  class 'B' common stock, no par value
("class B common stock"); 10,000,000 shares of class 'A' preferred stock, no par
value,  $15  stated  value ("class A preferred stock"); and 10,000,000 shares of
class  'B' preferred stock, no par value ("class B preferred stock"). No class B
common  or  preferred  stock  is  currently  issued  or  outstanding.

Class  A  Preferred  Stock
----------------------

During  the  period  from  November  to  December  1999,  the  Company converted
1,769,832  shares  of  class  A  common  stock  into  905,654  shares of class A
preferred  stock.  The Company issued an additional 200,500 preferred shares for
$185,000  and  $114,000  worth  of  services  performed.

Class  A  preferred  stock  has  a stated value of $15 per share and bears a 12%
annual  coupon  rate.  Each  share of class A preferred carries two votes in any
voting  matter.  Class  A  preferred  shares are convertible to three registered
common  shares  after one year holding period at the choice of the shareholders.
The  Company may also call for the conversion of the preferred stock at any time
with  a  maximum  of  60  days  notice. Accrued interest is payable in common or
preferred  stock.

Class  A  Common  Stock
-------------------

The  Company  has  5,823,802 and 3,040,400 shares of class A common stock issued
and  outstanding  on  June  30,  2000  and  1999  respectively.

A.  Debt  Retirement

In  August  1998,  the  Company  exchanged 1,950 shares of common stock for debt
cancellation  by  an  officer  in  the  amount  of  $10,500.

B.  Reissuance

In  August  1998,  the  Company  retired  all  7,750 then outstanding shares, in
addition to 4,200 retired earlier in the year, in exchange for 500,000 shares of
new  Class  A  common  stock.


                                     F - 13
<PAGE>
Also  in  August  1998,  the  Company purchased 200,000 Class A common shares of
Banyan  Corporation  valued  at $40,000 in exchange for 1,000,000 Class A common
shares  of  the  Company.  The  200,000 Banyan shares were distributed among the
Company's  founders.  No  additional  paid  in  capital  was  recorded.

C.  Stock  Based  Compensation

The  Company periodically issues stock to various service providers as a form of
compensation.  The  services  are valued at the fair market value of the service
performed.

<TABLE>
<CAPTION>
             Common Shares Issued  Preferred Shares Issued   Value of Services Received
<S>          <C>                   <C>                       <C>
1998 fiscal             1,340,400                            $                113,200
1999 fiscal               614,234                    55,000  $                755,234
             --------------------                            ------------------------
Total :                 1,954,634                            $                868,434
</TABLE>


D.  Private  Placement

In  December  1998  and January 1999, the Company sold 200,000 shares of Class A
common  stock  for  $200,000  in  a  private  placement.

E.  Warrants

The  Company  issued  200,000  Class  A  Common  Stock  Purchase  Warrants  (the
"Warrants")  in  conjunction with a private placement completed in January 1999.
Each  Warrant entitles the holder to purchase one share of the Company's Class A
common  stock  at an exercise price of $3.00 per share through January 15, 2000,
at  which  time  the  Warrants expire.  The Company may redeem the Warrants at a
price  of  $0.01 per Warrant, at any time through January 15, 2000 upon not less
than  30  days,  nor  more than 60 days, prior written notice, provided that the
closing  bid quotation for the common stock as reported by any quotation service
on  which  the  common  stock  is  quoted  is at least $4.00 for ten consecutive
trading  sessions  ending  on  the  two days prior to the day on which notice is
given.

As  of  June  30,  2000,  200,000  warrants have been exercised.  Due to warrant
exercise,  200,000  shares  of  class  A  common stock were issued for $600,000.
Additional  89,500 warrants were issued in conjunction with the warrant exercise
and  carry  the  same  rights  as  previous  200,000  warrants.

F.  Stock  options

In  order  to  retain highly skilled employees, officers and directors, outsider
service  providers  and obtain general funding, the Company's Board of Directors
granted unqualified stock options periodically to various individuals. Among all
2,919,333  shares  of  outstanding  options,  2,909,333 shares are non-qualified
stock  options  granted to officers, directors, employees and consultants to the
Company.  They  are  generally granted at equal or above market price and have a
life  of  two  to  three  years  and  vested  immediately.


                                     F - 14
<PAGE>
Employee  Stock  Benefit  Plan

The  Company  established  a  employee  stock  benefit plan on January 10, 1999.
200,000  common shares were reserved under the plan at $1 exercise price and the
plan  expires  in  June  2007.  The  options granted under this plan vest over a
period  of  five  years  and  expire  in eight years.  On June 4th, 1999, 10,000
options  were  granted  and  7,500 options are outstanding under this plan at an
exercise  price  of  $3  per  share.

G.  Rights  Plan

On September 20, 1999, the Board of Directors approved a rights dividend plan to
be  issued  to  shareholders  of  record  as  of  September 29, 1999, payable on
November  15,  1999. For every thirty shares  held, one right will be issued and
entitle  the  holder to purchase  one  right unit at $7.50. Each right unit will
consist  of one share of ANYI class A common stock, one share of Anything Coffee
Corporation (anyCoffee.com) that will have a transfer clause, and three warrants
to  purchase  one  share  of ANYI common stock at the respective price levels of
$15,  $22.50  and  $30.  Shareholders  will  have  60  days  from  the effective
registration  date  to  exercise their rights.  The warrants are effective for 2
years  from  the  date  of  issue.  Currently,  no  rights  have been exercised.

Summary

A  summary  of the status of the Company's stock options as of June 30, 2000 and
1999,  and  changes  during the years ending on these dates are presented below:


         Options                         Weighted
         -------                           Avg.      Excerci-   Weighted
                                         Exercise     sable      Avg.
                               Shares      Price     Options   Fair value
                              ---------  ---------  ---------  ----------
Outstanding at July 1, 1998           -  $       -
Granted                         620,000  $   11.19
Exercised                             -          -
Forfeited/Cancelled                   -          -
                              ---------  ---------
Outstanding at June 30, 1999    620,000  $   11.19    603,333  $      1.48

Granted                       3,597,500  $    1.98
Exercised                       500,000  $    1.00
Forfeited/Cancelled             544,167  $    1.17
                              ---------  ---------
Outstanding at June 30, 2000  3,173,333  $    4.08  3,117,333  $      0.39
                              =========  =========


                                     F - 15
<PAGE>
The  following  table  summarizes information about stock options outstanding at
June  30,  2000.

<TABLE>
<CAPTION>
                              Options Outstanding                   Options Exercisable
                              -------------------                   -------------------


                    Number      Weighted Avg.      Weighted        Number        Weighted Avg.
Range of         Outstanding      Remaining     Avg. Exercise  Exercisable at   Exercise Price
Exercise Prices  at 6/30/00   Contractual Life      Price         6/30/00
---------------  -----------  ----------------  -------------  --------------  ------------------
<S>              <C>          <C>               <C>            <C>             <C>
1.00-$3.50       3,073,000          37 months   $        2.13       3,017,333  $            2.15
40.00-$100.00      100,000          21 months   $       63.75         100,000  $           63.75
</TABLE>

The Company applies APB Opinion 25 and related Interpretations in accounting for
stock  options.  Accordingly,  no  compensation cost has been recognized for its
stock  option award to directors and its employee stock option plan, nor was any
compensation  cost  charged against income under the award or plan in 1999.  Had
compensation cost for the Company's stock option award and employee stock option
plan been determined based on the fair value at the grant dates for awards under
the stock option award and employee stock option plan consistent with the method
of  FASB  Statement  123,  the Company's net income and earnings per share would
have  been  reduced  to  the  pro  forma  amounts  indicated  below:

<TABLE>
<CAPTION>
                                                         June 30,

                                                     2000         1999
                                                 -----------   -----------
<S>                                <C>           <C>           <C>
Net income (loss)                  As reported   ($1,884,016)    ($591,688)
                                   Pro forma     ($3,073,870)  ($1,497,389)

Basic/diluted earnings per share   As reported        ($0.65)       ($0.24)
                                   Pro form           ($1.05)       ($0.61)
</TABLE>

The  fair  value  of  each  stock option granted in 1999 and 2000 under Anything
Internet  Corporation  stock award and option plans was estimated on the date of
grant  using  the  Black-Scholes  option-pricing  model.  The  following  key
assumptions  were  used  to  value  grants  issued  for  each  year:

             Weighted       Average
           Average Risk     Expected                   Dividend
            Free Rate         Life      Volatility      Yield
           ------------   -----------   ----------    ---------

2000          5.710%      3-5  Years      12.92%         0.00%

1999          5.00%         3  Years       N/A           0.00%


                                     F - 16
<PAGE>
It  should  be  noted  that  the option-pricing model used was designed to value
readily tradable stock options with relatively short lives.  The options granted
to  employees  are  not  tradable and have contractual lives of up to ten years.
However, management believes  that  the  assumptions  used and the model applied
to value the awards yields a  reasonable  estimate  of the  fair  value  of  the
grants  made  under  the  circumstances.

NOTE  8.  SUBSEQUENT  EVENT

On  July  1st,  2000,  the  Company signed a letter of intent to acquire Mapas Y
Datos and Mapas Latinos of Bogota, Colombia. The company intends to acquire both
Mapas  Y  Datos  and  Mapas  Latinos  in  a  stock-for-stock  transaction.

Mapas  Y  Datos  and  Mapas  Latinos are Latin American geo-technology companies
based  in  Bogot  ,  Colombia.  They  focus  their  businesses  in  the areas of
Internet-based  mapping,  Java  programming,  geospatial  data  processing, GPS,
wireless  communications  and  the Wireless Application Protocol (WAP). They own
proprietary  geo-web  related software packages and web enabled mapping services
for  Latin  America.


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