FORM 10-K-SB

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

               [X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                       Commission File Number:  000-28429

                           For the Year ended 12/31/01

                               EWORLD TRAVEL CORP.
Nevada                                                                68-0423301
(Jurisdiction  of  Incorporation)        (I.R.S.  Employer  Identification  No.)

668  North  Coast  Highway  #261,  Laguna  Beach  CA                       92651
(Address of principal executive offices)                              (Zip Code)

Registrant's  telephone  number,  including  area  code:         (949)  487-7295


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

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

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

[  ]  (Indicate  by  check  mark  whether  if  disclosure  of  delinquent filers
(229.405) is not and will not to the best of Registrant's knowledge be contained
herein,  in  definitive  proxy  or information statements incorporated herein by
reference  or  any  amendment  hereto.)

As  of  12/31/01:

 the  number  of  shares  outstanding  of  the  Registrant's  Common  Stock  was
20,703,704.

 the aggregate number of shares held by non-affiliates was approximately 202,089
shares.

As  of  3/28/02:

 the  number  of  shares  outstanding  of  the  Registrant's  Common  Stock  was
25,653,704.

 the  aggregate  number  of  shares  held  by  non-affiliates  was approximately
5,152,089  shares.


Exhibit  Index  is  found  on  page  15

                                        1
<PAGE>

PART  I                                                                        3

ITEM  1.  Description  of  Business                                            3

ITEM  2.  Description  of  Property                                            6

ITEM  3.  Legal  Proceedings                                                   6

ITEM  4.  Submission  of  Matters  to  a  Vote  of  Security  Holders          6

PART  II                                                                       7

ITEM  5.  Market  for  Common  Equity  and  Stockholder  Matters               7
      (a)  Market  Information                                                 7
      (b)  Holders                                                             7
      (c)  Dividends                                                           7
      (d)  Sales  of  Unregistered  Common  Stock  2001                        7

ITEM  6.  Management's  Discussion  and  Analysis  or Plan of Operation        8
      (a)  Plan  of  Operation:  Twelve  Months       8
      (b)  Discussion and Analysis of Financial Condition and Results of
           Operations                                                          9
      (c)  Future  Prospects                                                  10

ITEM  7.  Financial  Statements                                               11

ITEM  8.  Changes  In  and  Disagreements  With  Accountants
          on  Accounting  and  Financial  Disclosure                          11

PART  III                                                                     12

ITEM  9.  Directors and Executive Officers, Promoters and Control Persons     12

ITEM  10.  Executive  Compensation                                            13

ITEM  11.  Security Ownership of Certain Beneficial Owners and Management     14

ITEM  12.  Certain  Relationships  and  Related  Transactions                 15

ITEM  13.  Exhibits, Financial Statement Schedules, and Reports on Form 8-K   15
      (a)  Financial  Statements                                              15
      (b)  Form  8-K  Reports                                                 15
      (c)  Exhibits                                                           15

                                        2
<PAGE>

                                     PART I


                        ITEM 1.  DESCRIPTION OF BUSINESS.


(A) HISTORICAL INFORMATION. eWorld Travel Corp., was organized as a closely held
Nevada  Corporation,  on  December  9,  1998.

     (1)  On  or about January 4, 1999, we extended a limited offering, pursuant
to Rule 504, of Regulation D, as then promulgated by the Securities and Exchange
Commission.  The  offering  was  2,000,000  shares of common stock, at $0.01 per
share,  to  twenty investors, including the founders and initial affiliates. The
2,000,000 shares were subscribed for and placed to sophisticated investors, with
pre-existing  relationships  to  us.

     (2)  On  March  1,  1999,  we authorized an additional placement of 672,000
additional  shares of common stock, at $0.25 per share, pursuant to the Rule, to
eight  sophisticated  investors, all of whom had previous relationships with us,
and  many  of  whom  had  invested  in  the  initial  2,000,000  share offering.

     (3)  On  March  31, 1999, we accepted two additional subscriptions from two
accredited investors, for a total of 10,000 shares of common stock, at $0.20 per
share, also pursuant to Rule 504. As a result of the foregoing, we had 2,682,000
shares  of  common  stock  issued  and  outstanding.

     In  April 2001, we authorized a 1 for 10 reverse split of our common stock.
In  September 2001, we authorized a 1 for 100 reverse split. The following table
brings  the  share  numbers  current.

                            12/31/00      4/01          9/01
                              Start     1 for 10     1 for 100
                  (1)      2,000,000     200,000         2,000
                  (2)        672,000      67,200           672
                  (3)         10,000       1,000            10
             Subtotal      2,682,000     268,200         2,682
            ==================================================

     (4)  In  April  2001,  we issued 30,000 shares for other services valued at
$75,000,  registered  pursuant  to  Securities  Act  of  1933  on  Form  S-8.

     (5)  In May 2001, we issued 500,000 shares to officers, for services valued
at  $50,000,  issued  pursuant  to  Section  4(2)  of  the  Act.

     (6)  In  May  2001,  we  issued  70,000 shares for other services valued at
$175,000,  registered  pursuant  to  Securities  Act  of  1933  on  Form  S-8.

     (7)  Round-up  35  shares  re:  1  for  10  reverse  in  April  2001.

     (8)  In  July  2001,  we issued 100,000 shares for other services valued at
$200,000,  registered  pursuant  to  Securities  Act  of  1933  on  Form  S-8.

     (9)  In  December  2001,  we  issued  20,000,000  shares to an officer, for
services  valued  at  $20,000,  issued  pursuant  to  Section  4(2)  of the Act.

     (10)  Round-up  987  shares  re:  1  for  100  reverse  in  September 2001.

                                        3
<PAGE>

     (11) In January 2002, we issued 5,000,000 shares issued for services valued
at  $125,000,  registered  pursuant  to  Securities  Act  of  1933  on Form S-8.

     (12)  March  2002,  we  cancelled  50,000  shares  issued  in  July 2001 as
5,000,000  shares  pre-split.


                             (1-3) Carried           2,682
                             (4) 04/01              30,000
                             (5) 05/01             500,000
                             (6) 05/01              70,000
                             (7) Round up               35
                             (8) 07/01             100,000
                             (9) 12/01          20,000,000
                             (10) Round up             987
                             Total 12/31/01     20,703,704
                             ==============================
                             Carried            20,703,704
                             (11) 01/02          5,000,000
                             (12) 03/02            (50,000)
                             Total 03/31/02     25,653,704
                             ==============================

       Please see Item 5(d), SALES OF UNREGISTERED SECURITIES 2001, for more
                                  information.


(B)  THE  BUSINESS  OF  REGISTRANT  AND  ITS  SUBSIDIARIES.

     (1)  PRINCIPAL  PRODUCTS  OR  SERVICES  AND  THEIR MARKETS. We are a market
driven company created for the purpose of providing Internet-based online travel
services  for  business  and  leisure  travelers. From our web site, prospective
customers  can search for and book airline flights, car rentals, hotel vacations
and  other services from the convenience of their personal computers. The travel
industry  represents a large and lucrative market, with an estimated total value
of  as  much  as  $2  trillion,  annually,  according  to  the  World  Tourism
Organization. Global spending on travel and tourism has more than doubled in the
decade  as the standard of living of many or most people in the world has risen,
and  as  more  countries have become accessible to tourism. In 1997, spending in
the  United  States  by domestic and international travelers generated more than
$502 billion. It is from this enormous market that U.S. travel agencies and tour
operators  earn  their  sizable  revenues.  In  the  United  States, the tourism
industry  is  currently the third largest retail industry, behind automotive and
food  stores.  Online  travel  services  were  the  first real example of online
commerce in the business sector, increasing efficiently and reducing the expense
of travel planning. Online travel revenues can be expected to grow exponentially
over the next five years, as computer users discover the convenience and ease of
booking  online.  Internet users booked $276 million in travel services in 1996.
In 1998, sales tripled to $827 million. By the year 2001, the size of the online
travel  industry  is  believed  by  management  to have reached $9 billion, with
airline  tickets  accounting  for 73 percent of sales. Solomon Brothers has said
that  real-time  travel  information  was  the "third revolution" in the airline
industry,  after  the launch of jet aircraft in the 1950's, and the deregulation
in  the  late  70's.  Commonly known research studies have suggested that online
travel  services  could  be  one  of  the fastest-growing segments of electronic
commerce  over  the  internet.

                                        4
<PAGE>

     (2)  DISTRIBUTION  METHODS OF THE PRODUCTS OR SERVICES.  Our web site is on
the  World Wide Web at www.eworldtravel.com. The site provides customers with an
intuitive  interface  of  real-time  data. By linking to the industry's computer
reservation services, the site searches Apollo, Sabre, Worldspan, and System One
databases  and  provides  customers  with  travel  information  and  reservation
capabilities  24  hours  per  day. Visitors to the site will have access to more
than  500  airlines, 50 car rental companies, and 33,000 hotels. These extensive
services are made possible through a partnership with Travelocity.com, Inc., out
of Fort Worth, Texas ("Travelocity"). We have linked with Travelocity to provide
the  "booking engine" to our web site, thereby accessing Travelocity's extensive
computer  data  bases,  technology, services and support system. Linking the web
site  to  Travelocity's  system  via  the Internet will reduce significantly our
start-up  time and costs. In exchange, Travelocity receives transaction fees for
providing  turnkey  ticket  fulfillment. This relationship will free us to focus
our  attention and resources on generating revenues from travel booking services
and advertising placed on the site. Our web site manager is Binary Environments,
Ltd.,  an  Internet  company  and  website host, located in Vancouver BC Canada,
specializing  in  the  development  of  Web  applications.  It is owned by Lindi
Coupples,  (604)  733-4060.

     (3)  STATUS  OF  ANY  PUBLICLY  ANNOUNCED  NEW  PRODUCT  OR  SERVICE. None.

     (4)  COMPETITIVE  BUSINESS  CONDITIONS  AND  THE  SMALL  BUSINESS  ISSUER'S
COMPETITIVE POSITION IN THE INDUSTRY. Competition in the Internet Travel Service
industry  is  intensely  competitive,  and the intensity of such competition can
only  increase  as  the market expands. It is extremely significant that ease of
entry  into  the  area of our business is practical for customers. It is notable
that  many  major  credit  cards,  banks  and other large institutions presently
compete in this area, offering some services to their established customers, and
that  competition  with  such  institutional  giants  will continue to present a
challenge  to  us.

     (5) SOURCES OF AND AVAILABILITY OF RAW MATERIALS AND THE NAMES OF PRINCIPAL
SUPPLIERS.  Not  applicable.

     (6)  DEPENDENCE  ON  ONE  OR  A  FEW  MAJOR  CUSTOMERS.  Not  applicable.

     (7)  PATENTS,  TRADEMARKS,  LICENSES,  FRANCHISES,  CONCESSIONS,  ROYALTY
AGREEMENTS  OR  LABOR  CONTRACTS.  Not  applicable.

     (8)  NEED FOR ANY GOVERNMENT APPROVAL OF PRINCIPAL PRODUCTS OR SERVICES AND
STATUS.  Not  applicable.

     (9)  EFFECT  OF  EXISTING  OR  PROBABLE  GOVERNMENTAL  REGULATIONS  ON  THE
BUSINESS.  Not  applicable.

     (10)  ESTIMATE  OF AMOUNT SPENT ON RESEARCH AND DEVELOPMENT IN EACH OF LAST
TWO  YEARS.  None.

     (11)  COSTS  AND  EFFECTS  OF  COMPLIANCE  WITH  ENVIRONMENTAL  LAWS.  Not
applicable.

     (12)  NUMBER  OF  TOTAL  EMPLOYEES  AND  FULL-TIME  EMPLOYEES.  None.

     (13)  YEAR  2000/2001 COMPLIANCE, EFFECT ON CUSTOMERS AND SUPPLIERS. We are
not  aware  of any Year 2000/2001 compliance issues which would affect customers
or  suppliers,  specifically.  Any  Internet company shares the general risks of
interference  with  the  system as a whole, or of some unforeseeable segment. We
have  made  a  reasonable  series  of  inquires  of those upon whom its business
depends  directly,  and are informed and believes that it is as Y2K compliant as
is reasonably possible, and foresees no Y2K effect upon its business or business
plan.

(C)  FINANCING  PLANS.  For  more  information,  please  see  Item 6 of Part II,
Management's  Discussion  and  Analysis.

                                        5
<PAGE>

(D) PLANNED ACQUISITIONS. There are no planned acquisitions. We are continuously
investigating  means  to  enhance shareholder value. Synergistic acquisitions in
the  future  are  open  to  consideration.

(E)  EMPLOYEES.  We  have a sole Officer/Director and no other employees at this
time.


                        ITEM 2.  DESCRIPTION OF PROPERTY.

     We  have  no  property  and  enjoy  the  non-exclusive  use  of offices and
telephone  of our officers and consultant at the present time. We are billed for
consulting  services,  which  billing  includes  all  such  amenities  provided.


                           ITEM 3.  LEGAL PROCEEDINGS.

     There  are  no  legal  proceedings  pending, threatened or suspected, by or
against  our  Corporation,  as  of  the  preparation  of  this  Report.


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

     On  June  30,  2001,  a  Majority  Shareholder Action was held. The Meeting
included  the  shareholders  or  shareholder  representatives  constituting  an
absolute  majority  of  all  shares  issued  and outstanding, and which would be
entitled  to  vote  at  meeting  of  shareholders  if  called  on  notice to all
shareholders.  Present,  in  person,  or  by telecommunications were shareholder
representatives.

PROPOSAL  1:  To  acquire  all  of the issued and outstanding shares of stock of
Powder  River  Basin  Gas Corp. (PRBG), as a wholly owned subsidiary in exchange
for  the  issuance  of  11,000,000  new  investment  shares of our common stock,
subject  to  satisfaction  of the terms and conditions set forth in the attached
Plan  of  Reorganization  and  Acquisition.
PROPOSAL  2:  To change our corporate name to Powder River Basin Gas Corp., or a
substantially  similar  name.
PROPOSAL  3:  To elect Gregory C. Smith, Alan L. Edgar, and Thomas John Magee to
serve  as  our  board  of  directors  until  our  next  annual  meeting.
PROPOSAL 4: To ratify the appointment and continuation of Chisholm & Associates,
LLC,  as  our  auditors.

     The transaction with Powder River Basin Gas Corp. did not transpire and the
agreement  was  cancelled  on  or  about  July  31,  2001.


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                                        6
<PAGE>

                                     PART II


           ITEM 5.  MARKET FOR COMMON EQUITY AND STOCKHOLDER MATTERS.

 (A) MARKET INFORMATION.  The Common Stock of this Issuer is now quoted Over the
Counter on the Bulletin Board ("OTCBB")(November 2000) and previously on the NQB
"Pink  Sheets".  We  have  one  class of securities, Common Voting Equity Shares
("Common Stock"). The Company's Securities may be quoted in the over-the-counter
market,  but  there is a young, sporadic and potentially volatile trading market
for  them.  Quotations  for,  and transactions in, the Securities are capable of
rapid  fluctuations,  resulting  from  the  influence  of  supply  and demand on
relatively thin volume. There may be buyers at a time when there are no sellers,
and sellers when there are no buyers, resulting in significant variations of bid
and  ask  quotations  by  market-making dealers, attempting to adjust changes in
demand  and  supply.  A  young  market  is also particularly vulnerable to short
selling,  sell  orders  by  persons  owning no shares of stock, but intending to
drive  down  the  market price so as to purchase the shares to be delivered at a
price  below  the price at which the shares were sold short. Based upon standard
reporting  sources,  the  following  information  is  provided:

                      period     high bid     low bid      volume
                    4th 2000        .56         .25        85,000
                    1st 2001        .25         .25         5,000
                    2nd 2001       .249        .235       365,000
                    3rd 2001        .30        .249     1,190,000
                    4th 2001       2.38         .20       800,000

     The  foregoing  price information is based upon inter-dealer prices without
retail  mark-up,  mark-down  or  commissions  and  may  not  reflect  actual
transactions.  The  source  of  the information is Bloomberg Financial Services.

 (B)  HOLDERS. Management calculates that the approximate number of shareholders
of  Record  for  the  Company's  Common  Stock, as of December 31, 2001, was 27.

 (C) DIVIDENDS.  We have not paid any cash dividends on our Common Stock, and do
not  anticipate  paying  cash dividends on our Common Stock in the next year. We
anticipate  that any income generated in the foreseeable future will be retained
for  the  development  and  expansion of our business. Future dividend policy is
subject  to  the  discretion  of  the  Board of Directors and will depend upon a
number  of  factors,  including  future  earnings,  debt  service,  capital
requirements,  business  conditions,  the financial condition of the Company and
other  factors  that  the  Board  of  Directors  may  deem  relevant.

 (D)  SALES OF UNREGISTERED COMMON STOCK 2001. During 2001, we issued a total of
20,500,000  shares  to  our  officer,  Gerald  Yakimishyn, for services value at
$70,000.00,  pursuant  to  Section  4(2)  of  the  1933  Securities  Act.

                                        7
<PAGE>

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

 (A)  PLAN OF OPERATION: TWELVE MONTHS. The initial plan remains to take optimal
advantage  of  the  burgeoning  market by positioning us as a one-stop shop, for
travelers  worldwide,  offering the widest possible range of travel information,
services  and  products. This is considered an ambitious but achievable plan. As
the  market  has  deflated in the past few months, expanded business and website
development have been deferred. The initial revenue generation is expected to be
generated  from  advertisers on the web site, and gradually shifting in favor of
customer bookings. We will expand with offerings of travel related products over
time.  While there can be no assurance of success, we believe that the site will
attract  the  attention  of  travelers,  by means of the extensive array of free
travel  information available, and its ease of use. Website development expected
to  be completed by the end of the current year has been deferred in response to
current  market  conditions.  Management reports that we continue to explore new
revenue  sources  and  internet  travel solutions. As the market headed into the
close  of  year  2001,  all  indicators relied upon by management were decidedly
negative  toward  any  proposed capital formation or business development of new
internet  businesses.  Implementation  of  strategic  software  solutions  in  a
volatile downward-trending marketplace did not make good sense to management. We
would expect to obtain a working office, and to furnish it with office equipment
and  one  or  two  ordinary  personal  computers. We do not require an expensive
server  or  database  system because of our agreement with Travelocity's website
and  use of their web network. We would expect to employ a manager and two sales
personnel  when  operations  are  launched. This may occur in the second half of
year  2002,  if  market  conditions  improve.

     The  following  discussion identifies more specifically our deferred plans:
Binary  Environments  has  worked  and  will  resume  work  on  mapping software
exclusively  for  us;  research  and  development  of high-school and collegiate
target marketing programs to be incorporated into our site. Future plans include
acquisition  of  a  full-scale web server, with a hardware cost of approximately
$15,000,  postponed.

     CASH  REQUIREMENTS AND OF NEED FOR ADDITIONAL FUNDS: TWELVE MONTHS. Because
of  market  conditions  we  have estimated and continue to estimate that we will
require  about  $125,000.00  to  $150,000.00  in  new financing, during the next
twelve months, with which to launch and sustain our operations. The company will
endeavor  to  develop strategic alliances with existing travel service companies
and  develop  a  more  "hands-on" business strategy. While no specific financing
program has been fixed or adopted, we intend to raise these funds by the private
placement  of  up  to  1,000,000  new  investment  shares  of  common  stock, at
approximately  $0.20  per  share, to sophisticated, accredited and institutional
investors.  Last  Quarter  market  conditions  were unfavorable to our launch of
these  programs.  They  have  been  deferred.

     CAUTIONARY  STATEMENT: There can be no assurance that we will be successful
in  raising  capital  through  private  placements  or otherwise. Even if we are
successful  in  raising  capital  through the sources specified, there can be no
assurances  that  any such financing would be available in a timely manner or on
terms acceptable to us and our current shareholders. Additional equity financing
could  be  dilutive  to  our  then existing shareholders, and any debt financing
could  involve  restrictive  covenants  with  respect  to future capital raising
activities  and  other  financial  and  operational  matters.


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                                        8
<PAGE>

 (B)  DISCUSSION  AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
Selected  financial  information  and  discussion  is  provided,  as  follows:


Balance Sheet: . . . . . . . . .  December 31    December 31    December 31
Selected Information . . . . . .      2001           2000           1999
Cash and Equivalents . . . . . .  $          6   $      1,133   $      1,825
Accounts Receivable. . . . . . .             0              0              0
Current Assets . . . . . . . . .             6          1,133          1,825
Investments: Available for Sale.             0            415              0
Other Assets . . . . . . . . . .             0            415              0
Total Assets . . . . . . . . . .             6          1,548          1,825
                                  ===========================================
Accounts Payable . . . . . . . .         3,338          7,400              0
Advances Related Party (Note 4).        57,133              0            385
Notes Payable (Related Party). .             0         41,685              0
Total Liabilities. . . . . . . .        60,471         49,085            385
Common Stock . . . . . . . . . .        20,704          2,682          2,682
Paid-in Capital. . . . . . . . .       581,181         36,118         36,118
Less: Subscription Receivable. .             0              0         (1,000)
Accumulated Comprehensive. . . .             0        (12,185)             0
(Loss)
Accumulated Deficit. . . . . . .      (662,350)       (74,152)       (36,360)
Total Equity . . . . . . . . . .       (60,465)       (47,537)         1,440
Total Liabilities and Equity . .             6          1,548          1,825
                                  ===========================================


     In  January  2000,  our  notes  receivable  of  $3,351, was exchanged for a
marketable equity security valued at $12,600. A gain of $9,249 was recognized on
the  exchange. As of December 31, 2000, the estimated fair value of the security
was  $415.  The  unrealized  loss  of  $12,185  was recognized as an accumulated
comprehensive  loss.

(NOTE 4)  During 1999, an officer and shareholder paid expenses on behalf of the
Company  in  the  amount of $385. During 2000, an officer and shareholder loaned
the  Company  $41,685. The note is non-interest bearing and payable upon demand.
In December 2001, the debt in the amount of $41,685 was forgiven by the officers
of  the  Company.

     Our  independent  auditor has indicated the following material notes to our
financial  statements:

(Note  2-Going Concern) The accompanying financial statements have been prepared
assuming  that the Company will continue as a going concern. The Company has had
recurring  operating  losses  and  is dependent upon raising capital to continue
operations.  The  financial statements do not include any adjustments that might
result  from the outcome of this uncertainty. It is management's plan to find an
operating  company  to  merge  with, thus creating necessary operating revenues.

                                        9
<PAGE>

(Note 3-Development Stage Company) The Company is a development stage company as
defined in Financial Accounting Standards Board Statement 7. It is concentrating
substantially  all of its efforts in raising capital and developing its business
operations  in  order  to  generate  operating  revenues.

     We have recorded no revenues, and our deficit from operations has increased
substantially.



                                                                Inception
                                                                March 26,
                                       For the Years               1999
                                           ended                    To
                                        December 31             December 31
       Operations                    2001         2000        1999        2001
 Selected  Information
Revenues:                              $0           $0           $0         $0

Total Revenues                          0            0            0          0

(Expenses):

General  &  Administrative       (576,090)     (47,041)     (36,360)  (659,491)
Total Expenses                   (576,090)     (47,041)     (36,360)  (659,491)
Net Operating (Loss)             (576,090)     (47,041)     (36,360)  (659,491)
===============================================================================

Other Income (Expense):

(Loss) on sale of securities      (12,108)                             (12,108)
Gain (Loss) on retirement of debt                9,249            0      9,249
Total Other                       (12,108)       9,249            0     (2,859)
Net (Loss)                       (588,198)     (37,792)     (36,360)  (662,350)
===============================================================================


     Reference is made to NOTE 2 of our financial statements, Going Concern. The
accompanying  financial  statements have been prepared assuming that the company
will continue as a going concern. The company has had recurring operating losses
and  is  dependant  upon  raising  capital to continue operations. The financial
statements  do  not include any adjustments that might arise from the outcome of
this  uncertainty. It is management's plan to find an operating company to merge
with,  thus  creating  necessary  operating  revenue."

     Reference  is  made  to Note 3, Development Stage Company, of our financial
statements:  "The Company is a development stage company as defined in Financial
Accounting Standards Board Statement 7. It is concentrating substantially all of
its  efforts in raising capital and defining its business operations in order to
generate  significant  revenues.

     A  mature  and  business-like  analysis  of  our  operations  and resulting
condition strongly suggests that we need to find a partner, with some capital or
operations, to assist us in realizing the objectives of our business plan, or to
abandon  our  business  plan  and  seek  a  new  business  combination.

 (C)  FUTURE  PROSPECTS.  The  development  of  a niche market for eWorld Travel
remains  the  major focus for management. As several vertical markets have grown
within  the last few months, in areas of travel management software and wireless
web  access  for  travelers, certain markets are just now beginning to realize a
significant  potential.  The  international appeal of internet travel has been a
positive  direction  for  internet-based  travel.  Management  has  investigated

                                       10
<PAGE>

several  vertical  markets  and  is confident that the best business development
direction  will  be  found  for  us.  A  potential  partnering strategy is being
investigated  as  the  wireless  environment  is  now  very  mobile.  Networking
alliances  with  internet  hardware  providers  is  also  being  investigated.

     Management  has had several constructive discussions in December 2000, with
several  groups  interested  in  co-development  of  our  software  and  website
integration  with  selected  vertical  market  travel  service providers. We are
seeking  alliances  to further enhance growth. Some of these potential alliances
offer  exclusive  information  services  and  bookings  which appeal to selected
travelers.  We  are  investigating  the development of specific software using a
Florida  company  (Pro  Logic  Computer  Systems, Inc.) for access rights to its
existing Application Service Provider, in order to private-label the eWorld air,
car rental and hotel booking programs. In addition, Pro Logic would also provide
the  software  for  the  fulfillment  mechanism  of all travel bookings. The Pro
Logic,  TourPro  Reservation  System boasts a real-time connectivity to Amedeus,
Sabre  and Apollo, for intelligent robotic bookings. The TourPro may be accessed
via  standard  internet  connections  for home-based reservation agents or major
customers.  This  area  of service will give us a new added feature to us, which
clients  can  use  on  a regular basis for travel planning and real-time air and
hotel  pricing schedules. The TourPro staff has developed a powerful programming
team  able  to provide our website with a comprehensive solution package for all
of  our  clients.

     We  will  implement  our  development  plans  as  soon  as  funding becomes
available.  We will develop vertical markets such as holiday ski travel, fishing
excursions,  wilderness  travel,  biking  holidays  and  other  travel  packages
targeted  towards  the  retiring  baby-boomer  market.

     CAUTIONARY  STATEMENT  REPEATED:  There can be no assurance that we will be
successful  in raising capital through private placements, business combinations
or  otherwise.  Even if we are successful in raising capital through the sources
specified, there can be no assurances that any such financing would be available
in  a  timely  manner or on terms acceptable to us and our current shareholders.
Additional  equity  financing,  merger or joint-venture could be dilutive to our
then  existing  shareholders,  and  any debt financing could involve restrictive
covenants  with respect to future capital raising activities and other financial
and  operational  matters.  Even  if  we  are successful in raising capital in a
timely  manner  and  on  terms  acceptable to us and our shareholders, there are
innumerable  risks  of business failure that haunt the path to profitability. We
may  not prove competitive in our areas of focus. Funding may not prove adequate
to  see  us  through  our development stage. We are virtually a start-up company
with  all  of  the  risks  which  attend  new  ventures.


                         ITEM 7.  FINANCIAL STATEMENTS.

     Please see the Exhibit Index found on page 15 of this Report. The financial
statements  listed  therein, attached hereto and filed herewith are incorporated
herein  by  this  reference  as though fully set forth herein. Additionally, our
Balance  Sheet  and  Statement of Operations are substantially reproduced in the
preceding  Item  6(b).


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

     None.

                                       11
<PAGE>

                                    PART III


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

     The  following  persons  are  our  Directors,  having taken office from the
inception  of  the  issuer,  to serve until their successors might be elected or
appointed. The time of the next meeting of shareholders has not been determined.

CURRENT  OFFICER/DIRECTOR

     Gerald  Yakimishyn,  age  48,  President,  Founder  and  Director,  will be
coordinating our administrative efforts, and will guide it in its implementation
of  its strategic business plan. Mr. Yakimishyn has a diverse background ranging
from  hands-on,  in-the-field  mineral  exploration experience, to leadership in
secondary-level  industrial  education.  He  was  a  Surrey  School  District
administrator  for  14  years,  before  his  move into the private industry. Mr.
Yakimishyn  was  instrumental  in  the  management  and capitalization of Pierce
Mountain Resources, Carmelita Resources Limited and Meridian Mercantile, Inc., a
merchant  banking organization; before joining Sino Pacific Development in 1996.
He  became  CEO  and  President  of  Sino Pacific Development in 1997. He was an
investor and Director of MarketCentral.Net, an emerging internet company, during
its  recent  organization and launch, retiring November 17, 1999. Mr. Yakimishyn
devotes  only such time to our business as is necessary to perform his duties as
an  officer  and  director.

     J.  Dan Sifford, Jr., age 62, our Secretary/Director appointed August 2001,
grew up in Coral Gables, Florida, where he attended Coral Gables High School and
the  University  of  Miami.  After  leaving the University of Miami, Mr. Sifford
formed a wholesale consumer goods distribution company which operated throughout
the  southeastern  United  States  and  all  of  Latin  America.  In 1965, as an
extension  of  the  operations  of  the  original  company,  he  founded Indiasa
Corporation  (Indiasa),  a  Panamanian  company which was involved in supply and
financing  arrangements  with  many  of  the  Latin  American  Governments,  in
particular,  their  air  forces  and  their  national  airlines.  As  customer
requirements dictated, separate subsidiaries were established to handle specific
activities.  During  each  of  the past five years he has served as President of
Indiasa, which serves only as a holding company owning: 100% of Indiasa Aviation
Corp.  (a  company  which owns aircraft but has no operations); 100% of Overseas
Aviation  Corporation  (a company which owns Air Carrier Certificates but has no
operations);  50%  of  Robmar  International,  S.A.  (a  company  operates  a
manufacturing  plant  in Argentina and Brazil, but in which Mr. Sifford holds no
office). In addition to his general aviation experience, Mr. Sifford, an Airline
Transport  rated pilot, has twenty two years experience in the airline business,
and is currently the President of Airline of the Virgin Islands, Ltd. a commuter
passenger  airline  operating  in  the  Caribbean,  and  has  been our president
continuously  during  each  of  the  past  five  years.


FORMER  OFFICER/DIRECTORS  SERVING  DURING  2001.

     Kirt  W.  James,  age  (43),  Previously,  Secretary  and  Director,  has a
lifelong  background  in  marketing  and sales. From 1972 to 1987, Mr. James was
responsible  for  sales  and  business administrative matters for Glade N. James
Sales  Co.,  Inc.  and  from  1987  to  1990  Mr. James built retail markets for
American International Medical Supply Co., a publicly traded company. In 1990 he
formed and became President of HJS Financial Services, Inc., and was responsible
for  the day to day business operations of the firm as well as consultation with
Clients  concerning their business and Product Development. During the past five
years  Mr.  James  has  been  involved in the valuation of private companies for

                                       12
<PAGE>

internal  purposes,  and  as  a  consultant  to private companies engaged in the
private  sale and acquisition of other  private businesses. He has also assisted
private and public companies in planning for entry into the public market place.
Mr.  James  is not and has never been a broker-dealer. He has acted primarily as
consultant,  and  in some cases has served as an interim officer and director of
public companies in their development stage. Mr. James devoted only such time to
our  business  as is necessary to perform his duties as an officer and director.


                        ITEM 10.  EXECUTIVE COMPENSATION.

     Our  Officers  and  Directors  serve without a plan of compensation at this
time. No plan of compensation has been adopted or is under consideration at this
time.  None  of  the Directors current or former receives, or has ever received,
any  salary  from  us  in their capacities as such. No officers or directors are
under  an  employment  contract  with us. We have no retirement, pension, profit
sharing,  or  insurance or medical reimbursement plans. During 2001, we issued a
total of 20,500,000 shares to our officer, Gerald Yakimishyn, for services value
at  $70,000.00,  pursuant  to  Section  4(2)  of  the  1933  Securities  Act.

     SUMMARY  COMPENSATION, TABLE A. the disclosure of Executive compensation is
now  provided  in  the  tabular  form  required  by  the Securities and Exchange
Commission,  pursuant  to  Regulation  228.402.

<TABLE>
<CAPTION>
<S>                  <C>          <C>        <C>         <C>         <C>       <C>      <C>      <C>
                                                                        Long Term Compensation
                                                                   |-----------------------------|
                                       Annual Compensation         |        Awards      | Payouts|
                              |------------------------------------------------------------------|
a . . . . . . . . .  b        |       c            d          e    |     f        g     |   h    |   i    |
----------------------------------------------------------------------------------------------------------|
Name. . . . . . . .                                                          Securities
And . . . . . . . .                                          Other    Restric-   Under-          All Other|
Principal . . . .                                         .  Annual     Ted     Lying             Compen- |
Position. . . . . .                                          Compen-   Stock   Options    LTIP     Sation |
                                    Salary       Bonus     Sation ($)  Awards  SARs (#)  Payouts     ($)  |
                         Year         ($)         ($)                   ($)               ($)             |
----------------------------------------------------------------------------------------------------------|
 Gerald Yakimishyn,Table   2001        0           0            0     70,000       0        0         0   |
 President                 2000        0           0            0          0       0        0         0   |
                           1999        0           0            0          0       0        0         0   |
</TABLE>


             The Remainder of this Page is Intentionally left Blank

                                       13
<PAGE>

    ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

     To  the  best of our knowledge and belief the following disclosure presents
the  total  beneficial  security ownership of all Directors and Nominees, naming
them,  and by all Officers and Directors as a group, without naming them, of us,
known  to  or  discoverable  by  us. To the best of our knowledge and belief the
following  disclosure  presents  the  total  security  ownership of all persons,
entities  and groups, known to or discoverable us, to be the beneficial owner or
owners of more than five percent of any voting class of Registrant's stock. More
than  one  person,  entity or group could be beneficially interested in the same
securities,  so  that  the  total  of all percentages may accordingly exceed one
hundred  percent. Please refer to explanatory notes if any, for clarification or
additional  information.


<TABLE>
<CAPTION>
Name and Address of Officer/Director               Share                    Share
                                                 Ownership         %     Attribution      %
<S>                                             <C>          <C>          <C>          <C>
Gerald Yakimishyn (1). . . . . . . . . . . . .   20,500,400        99.02   20,501,615   99.02
11270 Chalet Road
Sidney B.C. Canada V8L 5M1 President/Director
---------------------------------------------------------------------------------------------
Officers and Directors as a Group. . . . . . .   20,500,400        99.02   20,501,615   99.02
---------------------------------------------------------------------------------------------
Total Shares Issued and Outstanding. . . . . .   20,703,704       100.00   20,703,704  100.00
---------------------------------------------------------------------------------------------
Name and Address of Officer/Director               Share                    Share
                                                 Ownership         %     Attribution      %
Sharon Yakimishyn (1). . . . . . . . . . . . .          160       0.0008   20,501,615   99.02
11270 Chalet Road
Sidney B.C. Canada V8L 5M1
---------------------------------------------------------------------------------------------
GSMY Development Ltd. (1). . . . . . . . . . .          312       0.0015   20,501,615   99.02
11270 Chalet Road
Sidney B.C. Canada V8L 5M1
---------------------------------------------------------------------------------------------
Travis Yakimishyn (1). . . . . . . . . . . . .          160       0.0008   20,501,615   99.02
11270 Chalet Road
Sidney B.C. Canada V8L 5M1
---------------------------------------------------------------------------------------------
Troy Yakimishyn (1). . . . . . . . . . . . . .          160       0.0008   20,501,615   99.02
11270 Chalet Road
Sidney B.C. Canada V8L 5M1
---------------------------------------------------------------------------------------------
Alysha Yakimishyn (1). . . . . . . . . . . . .          160       0.0008   20,501,615   99.02
11270 Chalet Road
Sidney B.C. Canada V8L 5M1
---------------------------------------------------------------------------------------------
San Juan Capital Corp. (1) . . . . . . . . . .          263       0.0013   20,501,615   99.02
11270 Chalet Road
Sidney B.C. Canada V8L 5M1
---------------------------------------------------------------------------------------------
</TABLE>

(1)  These shares are attributed as if common ownership among Mr. Yakimishyn and
his  personal  and  corporate  family.

                                       14
<PAGE>

     CHANGE  OF  CONTROL.  There  are no arrangements known to us, including any
pledge  by  any  persons,  of  securities  of  this  corporation, which may at a
subsequent  date  result  in  a  change  of  control  of  the  Issuer.

            ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

     None  that  have  not  been  disclosed.


   ITEM 13.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.

 (A)  FINANCIAL  STATEMENTS.  Please  see  Attachment  FK-01.
 (B)  FORM  8-K  REPORTS.  None
 (C)  EXHIBITS.  The following exhibits are incorporated herein by referenced to
      our previous Annual Report on Form 10-KSB, for the year ended December 31,
      2000.


[3]   ARTICLES  OF  INCORPORATION  AND  BY-LAWS
      3.1  ARTICLES  OF  INCORPORATION
      3.2  BY-LAWS


                                   SIGNATURES

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

                               EWORLD TRAVEL CORP.

Dated:  March  26,  2002
                                       by

     /s/Gerald Yakimishyn          /s/J. Dan Sifford
        Gerald  Yakimishyn            J.  Dan  Sifford
        president/director            secretary/director

                                       15
<PAGE>

                                ATTACHMENT FK-01


                          AUDITED FINANCIAL STATEMENTS

                   FOR THE YEARS ENDED DECEMBER 31, 2001, 2000

                                       16
<PAGE>

                               EWORLD TRAVEL CORP.
                          (a Development Stage Company)
                              Financial Statements
                            December 31, 2001 and 2000

                                       17
<PAGE>

                                 C O N T E N T S



Independent  Auditor's  Report                    19

Balance  Sheets                                   20

Statements  of  Operations                        21

Statements  of  Stockholders'  Equity             22

Statements  of  Cash  Flows                       24

Notes  to  the  Financial  Statements             26

                                       18
<PAGE>

                          INDEPENDENT AUDITOR'S REPORT



To  the  Board  of  Directors  and  Stockholders  of
eWorld  Travel  Corp.

We  have  audited  the  accompanying  balance  sheets  of eWorld Travel Corp. (a
Development  Stage  Company)  as  of  December 31, 2001 and 2000 and the related
statements of operations, stockholders' equity and cash flows for the years then
ended  and from inception on December 10, 1998 through December 31, 2001.  These
financial  statements  are  the responsibility of the Company's management.  Our
responsibility  is  to express an opinion on these financial statements based on
our  audits.

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

In  our  opinion,  the financial statements referred to above present fairly, in
all  material  respects,  the  financial  position  of  eWorld  Travel  Corp. (a
Development  Stage Company) as of  December 31, 2001 and 2000 and the results of
its  operations  and  cash  flows for the years then ended and from inception on
December  10,  1998  through  December  31,  2001 in  conformity with accounting
Principles generally accepted in the United States of America.

The  accompanying  financial  statements  have  been  prepared assuming that the
Company will continue as a going concern.  As discussed in Note 2, the Company's
recurring  operating  losses and lack of working capital raise substantial doubt
about  its ability to continue as a going concern.  Management's plans in regard
to  those matters are also described in Note 2.  The financial statements do not
include any adjustments that might result from the outcome of this uncertainty.

/s/Chisholm  &  Associates
Chisholm  &  Associates
North  Salt  Lake,  Utah
March  20,  2002

                                       19
<PAGE>

                              EWORLD TRAVEL CORP.
                         (a Development Stage Company)
                                 Balance Sheets

                                     ASSETS

                                        December  31,       December  31,
                                            2001                 2000
-------------------------------------------------------------------------
Current  assets
   Cash                               $          6          $       1,133

Total  Current  Assets                           6                  1,133

Other  Assets
    Investments-Available  for  Sale             -                    415

Total  Other  Assets                             -                    415

      Total  Assets                   $          6          $       1,548
                                      ===================================

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current  Liabilities
   Accounts  payable                         3,338                      -
   Accounts payable-related party (Note 4)  57,133                  7,400
   Notes payable-related party (Note 4)          -                 41,685

Total  Current  Liabilities                 60,471                 49,085

Stockholders'  Equity

  Common Stock, authorized
  100,000,000 shares of $.001 par value,
  issued and outstanding 20,703,704 and
  2,682 shares                              20,704                      3
   Additional  Paid  in  Capital           581,181                 38,797
   Accumulated  Comprehensive  Income            -                (12,185)
   Deficit  Accumulated  During  the
     Development  Stage                   (662,350)               (74,152)

Total  Stockholders'  Equity               (60,465)               (47,537)

Total Liabilities and
 Stockholders' Equity                $           6          $       1,548
                                     ====================================

  The accompanying notes are an integral part of these financial statements.

                                       20
<PAGE>

                               EWORLD TRAVEL CORP.
                          (a Development Stage Company)
                             Statements of Operations

<TABLE>
<CAPTION>
                                                                        From inception on
                                                 For  the               December 10, 1998
                                                Year  Ended                  through
                                               December  31,              December  31,
                                        2001                   2000            2001
-------------------------------------------------------------------------------------------
<S>                                 <C>                    <C>                  <C>


Revenues:                           $           -          $         -          $         -

Expenses:

   General  and  administrative           576,090                47,041             659,491

          Total  Expenses                 576,090                47,041             659,491

Net  Operating  Loss                     (576,090)              (47,041)           (659,491)

Other  Income  (Expense)

   Loss  on  sale of securities           (12,108)                    -             (12,108)
   Gain  on  settlement  of  debt               -                 9,249               9,249

Total  Other  Income  (Expense)           (12,108)                9,249              (2,859)

Net  Loss                           $    (588,198)       $      (37,792)     $     (662,350)
                                    ========================================================

Net  Loss  Per  Share               $        (.38)       $       (14.09)     $        (1.29)
                                    ========================================================

Weighted average shares outstanding     1,544,199                 2,682             511,831
                                    ========================================================
</TABLE>

  The accompanying notes are an integral part of these financial statements.

                                       21
<PAGE>

                               EWORLD TRAVEL CORP.
                          (a Development Stage Company)
                        Statement of Stockholders' Equity

<TABLE>
<CAPTION>
                                                                                                                   Deficit
                                                                                                                 Accumulated
                                                                                Additional       Accumulated      During  the
                                                     Common  Stock               paid-in       Comprehensive      Development
                                                Shares            Amount          capital       Income/(Loss)        Stage
------------------------------------------------------------------------------------------------------------------------------
<S>                                       <C>              <C>              <C>              <C>              <C>

Common stock, issued at inception
 for cash at $10 per share                           2,000     $          2     $     19,998     $           -    $         -

Net  loss  for  the  period  ended
December  31,  1998                                      -                -                -                 -              -

Balance,  December  31, 1998                         2,000                2           19,998                 -              -

Common  stock  issued  for  cash
 at  $25.85  per  share                                672                1           16,799                 -              -

Common  stock  issued  for  cash
 at  $200  per  share                                   10                -            2,000                 -              -

Net  loss  for  the  year  ended
 December  31,  1999                                     -                -                -                 -        (36,360)

Balance,  December  31, 1999                         2,682                3           38,797                 -        (36,360)

Net  change  in  unrealized  gains/
 (Losses)  on  available  for  sale
 securities                                              -                -                -           (12,185)             -

Net  loss  for  the  year  ended
 December  31,  2000                                     -                -                -                 -        (37,792)

Balance,  December  31, 2000                         2,682                3           38,797           (12,185)       (74,152)

Common  stock  issued  for  services
 at  $2.50  per  share                              30,000               30           74,970                 -              -

Common  stock  issued  for  services
 at  $.10  per  share                              500,000              500           49,500                 -              -

Common  stock  issued  for  services
 at  $.25  per  share                               70,000               70          174,930                 -              -

Common  stock  issued  for  services
 at  $2.00  per  share                             100,000              100          199,900                 -              -

Shares  issued  in  round-up                            35                -                -                 -              -

Common  stock  issued  for  services
 at  $.001  per  share                          20,000,000           20,000                -                 -              -

Rounding  of shares                                    987                1                -                 -              -

Forgiveness  of  debt                                    -                -           43,085                 -              -

Net  change  in  unrealized  gains/
 (Losses)  on  available  for  sale
 securities                                              -                -                -            12,185              -
</TABLE>

  The accompanying notes are an integral part of these financial statements.

                                       22
<PAGE>

                               EWORLD TRAVEL CORP.
                          (a Development Stage Company)
                        Statement of Stockholders' Equity
                                   (CONTINUED)

<TABLE>
<CAPTION>
                                                                                                                   Deficit
                                                                                                                 Accumulated
                                                                                Additional       Accumulated      During  the
                                                     Common  Stock               paid-in       Comprehensive      Development
                                                Shares            Amount          capital       Income/(Loss)        Stage
------------------------------------------------------------------------------------------------------------------------------
<S>                                       <C>              <C>              <C>              <C>              <C>
Net  loss  for  the  year  ended
 December  31,  2001                                     -               -                 -                -        (588,198)


Balance,  December  31,  2001                   20,703,704     $    20,704      $    581,182      $         -     $  (662,350)
                                           ===================================================================================

</TABLE>

  The accompanying notes are an integral part of these financial statements.

                                       23
<PAGE>

                               EWORLD TRAVEL CORP.
                          (a Development Stage Company)
                            Statements of Cash Flows

<TABLE>
<CAPTION>
                                                                                From inception on
                                                       For  the                 December 10, 1998
                                                     Year  Ended                      through
                                                     December  31,                 December  31,
                                             2001                   2000                2001
---------------------------------------------------------------------------------------------------
<S>                                 <C>                    <C>                  <C>

Cash  Flows  form  Operating
 Activities

     Net  loss                         $          (588,198)    $        (37,792)     $    (662,350)
     Adjustments  to  reconcile
       net  loss  to  net  cash
       provided  by  operations:
      Stock issued for services                     520,000                   -            520,000
      Loss  on sale of securities                    12,108                   -             12,108
      Gain on settlement of notes receivable              -              (9,249)            (9,249)
      Increase in accounts payable                    3,338                   -              3,338
      Increase  in  accounts  payables-related
        party                                        49,733               7,015             57,133

Net  Cash  (Used)  Provided  by
 Operating  Activities                               (3,019)            (40,026)           (79,020)

Cash  Flows  from  Investing
 Activities:
  Proceeds  on  sale  of  securities                    492                   -                492
  Payment  for  notes  receivable                         -              (3,351)            (3,351)

Net  Cash  (Used)  Provided  by
   Investing  Activities                                492              (3,351)            (2,859)

Cash  Flows  from  Financing
 Activities:
     Capital  contribution                            1,400                   -              1,400
     Issued  common  stock  for  cash                     -                   -             37,800
     Proceeds  from  officer                              -              41,685             41,685
     Proceeds from subscription receivable                -               1,000              1,000

Net  Cash  (Used)  Provided  by
   Financing  Activities                              1,400              42,685             81,885

Net  increase  (decrease)  in  cash                  (1,127)               (692)                 6

Cash,  beginning  of  period                          1,133               1,825                  -

Cash,  end  of  period                    $               6   $           1,133    $             6
</TABLE>

Non-Cash  Financing  and  Investing  Transactions:
     In  January  2000,  a marketable security valued at $12,600 was received in
exchange  for  a  notes  receivable
     of  $3,351.  The  market  value  of  the securities at December 31, 2000 is
$415.

     In  April  2001,  the  Company  issued 30,000 shares of its common stock
for  services  valued      at  $75,000.

     In  May  2001,  the  Company  issued 500,000 shares of its common stock to
and officer of the company for
services  valued  at  $50,000.

  The accompanying notes are an integral part of these financial statements.

                                       24
<PAGE>

                               EWORLD TRAVEL CORP.
                          (a Development Stage Company)
                            Statements of Cash Flows
                                   (CONTINUED)

Non-Cash  Financing  and  Investing  Transactions  (continued):
     In  May  2001,  the  Company  issued  70,000 shares of its common stock for
services  valued  at  $175,000.

     In  July  2001, the Company issued 100,000 shares of its common stock
of  the  Company  for  services
     valued  at  $200,000.

     In  December 2001, the Company issued 20,000,000 shares of its common stock
to  an  officer  of  the  Company  for  services  valued  at  $20,000.

     In December 2001, debt in the amount of $41,685 was forgiven by officers of
the  Company.

                                       25
<PAGE>

                               EWORLD TRAVEL CORP.
                          (a Development Stage Company)
                        Notes to the Financial Statements
                            December 31, 2001 and 2000

NOTE  1  -  Summary  of  Significant  Accounting  Policies

     a.  Organization

     eWorld  Travel  Corp.  (the  Company) was incorporated on December 10, 1998
under  the  laws  of  the state of Nevada.  The Company was organized to provide
internet-based  travel services.  The Company has not yet secured operations and
is  in  the  development stage according to Financial Accounting Standards Board
Statement  No.  7.

     b.  Accounting  Method

     The  Company  recognizes  income  and  expense  on  the  accrual  basis  of
accounting.

     c.  Earnings  (Loss)  Per  Share

The  computation  of  loss  per  share  of common stock is based on the weighted
average  number  of  shares outstanding at the date of the financial statements.

                                                                       From
                                                                   Inception  on
                                                                   December  10,
                                   For the Years Ended             1998  Through
                                       December  31,              December  31,
                                   2001              2000              2001
--------------------------------------------------------------------------------


     Numerator - loss     $     (588,198)     $     (37,792)     $     (662,300)

     Denominator  -  weighted  average
     of shares outstanding     1,544,199              2,682             511,831

     Loss  per  share    $         (0.38)     $      (14.09)     $        (1.29)

     d.  Cash  and  Cash  Equivalents

The  Company  considers  all  highly liquid investments with maturities of three
months  or  less  to  be  cash  equivalents.

     e.  Available  for  Sale  Securities

     Management  determines  the appropriate classification of marketable equity
security investments at the time of purchase and reevaluates such designation as
of each balance sheet date.  Unrestricted marketable equity securities have been
classified  as available for sale.  Available for sale securities are carried at
fair  value,  with  unrealized  gains  and  losses  reported  in  accumulated
comprehensive income.  Realized gains and losses and declines in value judged to
be  other-than-temporary  on  available  for  sale  securities  are  included in
investment  income.  The  cost  of  securities  sold  is  based  on the specific
identification  method.  Interest  and  dividends  on  securities  classified as
available  for  sale  are  included  in  investment  income.

                                       26
<PAGE>

                               EWORLD TRAVEL CORP.
                          (a Development Stage Company)
                        Notes to the Financial Statements
                            December 31, 2001 and 2000


NOTE  1  -  Summary  of  Significant  Accounting  Policies  (Continued)

     f.  Provision  for  Income  Taxes

No  provision  for  income  taxes  has  been  recorded due to net operating loss
carryforwards totaling approximately $662,350 that will be offset against future
taxable  income.  These  NOL carryforwards begin to expire in the year 2018.  No
tax  benefit  has  been reported in the financial statements because the Company
believes  there  is a 50% or greater chance the carryforward will expire unused.

Deferred tax assets and the valuation account is as follows at December 31, 2001
and  2000.

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

     Deferred  tax  asset:
        NOL  carrryforward     $     225,199        $        13,538
     Valuation  allowance           (225,199)               (13,538)
     Total                     $           -        $             -
                               =====================================

NOTE  2  -  Going  Concern

The  accompanying  financial  statements  have  been  prepared assuming that the
Company  will  continue  as  a  going  concern.  The  Company  has had recurring
operating  losses  and  is dependent upon financing to continue operations.  The
financial  statements  do not include any adjustments that might result from the
outcome  of this uncertainty.  It is management's plan to raise capital in order
to define their business operations, thus creating necessary operating revenues.

NOTE  3  -  Development  Stage  Company

The  Company  is  a development stage company as defined in Financial Accounting
Standards  Board  Statement No. 7.  It is concentrating substantially all of its
efforts  in  raising  capital  and  defining  its business operation in order to
generate  significant  revenues.

NOTE  4  -  Related  Party  Transactions

During 2000, an officer and shareholder loaned the Company $41,685.  The note is
non-interest  bearing  and  payable  upon  demand.

In May 2001, the Company issued 500,000 shares of its common stock to an officer
of  the  Company  for  services  valued  at  $50,000

In December 2001, the Company issued 20,000,000 shares of its common stock to an
officer  of  the  Company  for  services  valued  at  $20,000.

     In December 2001, debt in the amount of $41,685 was forgiven by officers of
the  Company

                                       27
<PAGE>

                               EWORLD TRAVEL CORP.
                          (a Development Stage Company)
                        Notes to the Financial Statements
                            December 31, 2001 and 2000

NOTE  5  -     Equity

In  April  2001,  the  Company authorized a 10 for 1 reverse split of its common
stock.  The financial statements have been retroactively restated to reflect the
reverse  split.

     In  April  2001,  the  Company  issued 30,000 shares of its common stock
for  services  valued  at  $75,000.

     In  May  2001,  the Company issued 500,000 shares of its common stock to an
officer of the company for services  valued  at  $50,000.

     In  May  2001,  the  Company  issued  70,000 shares of its common stock for
services  valued  at  $175,000.

     In  July  2001, the Company issued 100,000 shares of its common stock
for  services  valued  at  $200,000.

     In  September 2001, the Company authorized a 100 for 1 reverse split of its
common  stock.  The  financial  statements  have  been retroactively restated to
reflect  the  reverse  split.

In December 2001, the Company issued 20,000,000 shares of its common stock to an
officer  of  the  Company  for  services  valued  at  $20,000.

     In December 2001, debt in the amount fo $41,685 was forgiven by officers of
the  Company

NOTE  6  -     Available  for  Sale  Securities

     In January 2000, the Company's notes receivable of $3,351 was exchanged for
a marketable equity security valued at $12,600.  A gain of $9,249 was recognized
on  the  exchange.  As  of  December  31,  2000, the estimated fair value of the
security  is  $415.  The  unrealized  loss  of $12,185 has been recognized as an
accumulated  comprehensive  loss.  During  2001, the investment was sold and the
loss  was  recognized.

NOTE  7  -     Subsequent  Event

     In  March  2002, the Company canceled 5,000,000 shares of common stock that
were  previously  issued  in  July  2001.

                                       28
<PAGE>