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                SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C. 20549
                       ------------------
                           FORM 10-K/A

                         AMENDMENT NO. 2


(MARK ONE)
|X|     ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) THE
        SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED
        JANUARY 31, 2000

                               OR

| |     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
        SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM
        __________ TO __________


                COMMISSION FILE NUMBER: 000-25453
                  ------------------------------
                          CI4NET.COM INC.
     (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)



    DELAWARE                                     13-4032991
(State or other jurisdiction of             (I.R.S. Employer
 incorporation or organization)              Identification No.)


             32 HAYMARKET LONDON SW1Y4TP UNITED KINGDOM
   (Address of principal executive offices including zip code)

     REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:
                         (212) 445-6581
                ------------------------------

   SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
                             NONE

                ------------------------------

   SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
                 Common Stock, $0.001 par value


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

   Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained herein,
and will not be contained, to the best of Registrant's knowledge,
in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendments to this
Form 10-K. [ ]


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                        EXPLANATORY NOTE

        The purpose of this amendment (the "Amendment") is to
file an exhibit omitted from the Registrant's Form 10-K filed on
May 18, 2000 and Form 10-K/A filed on June 8, 2000 ("Form 10-K")
in reliance on instructions included in Form 10-K permitting the
Registrant to file such exhibits by subsequent amendment.


                          SIGNATURES

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

                       CI4NET.COM INC.

Date:   June 23, 2000              By:  /s/ Lee Cole
                                   -----------------------------
                                   Lee Cole

                                   Vice Chairman


     In accordance with the Exchange Act, this Report has been
signed below by the following persons on behalf of the registrant
and in the capacities and on the dates indicated.


     Signature                     Name & Title
     /s/ Dale Morrision            Dale Morrison
-----------------------------------Chief Executive Officer



     /s/ David Vincent             David Vincent
-----------------------------------Chief Financial Officer
                                   (Principal Accounting Officer)


     /s/ Kevin Leech               Kevin Leech
-----------------------------------Director


     /s/ Lee Cole                  Lee Cole
-----------------------------------Director



EXHIBIT
-------
NUMBER    DESCRIPTION
-------   -----------
2.1*      Share Sale Agreement of Ci4net.com Limited dated
          October 1, 1999, by and between Willington Holdings Ltd
          (Ci4net.com Limited) and Ci4net.com Inc.

2.2*      Acquisition Agreement between Ci4net.com Inc.
          (Delaware) and Three W Capital Ltd. (Marshal Islands
          company) dated October 1, 1999.

2.3**     Reverse Merger Agreement, dated December 2, 1999, by
          and between Ci4net.com Inc. and Leisure Concepts
          International.

2.4*      Share Sale Agreement relating to Planet Edge Limited,
          Team-4 Internet Services Limited and Net Edge Limited,
          dated December 6, 1999, by and among R  Kumar, M R
          Gittins, and T D Lloyd and Ci4net.com Inc.

2.5**     Acquisition Agreement between Ci4net.com Inc.
          (Delaware) and MSK Industries Inc. (Delaware), December
          10, 1999.

2.6*      Agreement For The Acquisition Of The Whole Of The
          Issued Share Capital Of Media Ventures Group plc, dated
          as of December 17, 1999, by and among Ci4net.com
          limited, Ci4net.com Inc. and Those People Whose Names
          Are Set Out In Schedule 1.

2.7*      Investment/Shareholders Agreement, by and among
          Tempz.com Limited, Christopher Leonard, Ian Thomas, and
          Ci4net.com Limited, dated January 10, 2000.

2.8*      Share Sale and Purchase Agreement relating to Systeam
          SpA, dated February 17, 2000, by and between Systeam
          SpA and Ci4net.com Inc.

2.9*      Acquisition Agreement, dated March 14, 2000, relating
          to the acquisition of PCC Care Card Holdings BV. by and
          among Mr. J.D. KOEKKOEK, Mr. P.R.M. van BINSBERGEN,
          NeSBIC CTE Fund B.V., and CI4NET.COM Inc.

3.1*      Certificate of Incorporation of Ci4net.com Inc. and all
          amendments thereto.

3.2*      Amended and Restated Certificate of Incorporation of
          Ci4net.com Inc. to be filed on or about June 1, 2000

3.3***    By-laws Ci4net.com Inc.

4.1*      Specimen Common Stock Certificate

4.2*      Specimen Preferred Stock Certificate

4.3*      Debenture, dated January 2000, by and between Tempz.Com
          Limited and Ci4net.COM Limited.

10.1*     Service Agreement, by and between Ci4net.com Limited
          and Kevin Leech.

10.2*     Service Agreement by and between Ci4net.com Limited and
          Lee Cole.

10.3*     Service Agreement by and between Ci4net.com Limited and
          Roger Holdom.

10.4*     Service Agreement by and between Ci4net.com [   ] and
          Dale Morrison.

10.5*     Lease relating to office at 32 Haymarket London.

10.6*     Description of Lease relating to office at One
          Rockefeller Plaza.

10.7*     Facility Agreement, dated January 10, 2000, by and
          between Tempz.Com Limited and Ci4net.COM Limited.  On
          January 10th 2000, Ci4net.com Limited acquired 50% of
          Tempz.com Limited in consideration for supplying a loan
          facility.

10.8*     Facility Agreement, dated February 17, 2000,
          relating to Systeam SpA.

10.9*     Facility Agreement, dated March 14, 2000, relating to
          PCC Care Card Holdings BV.

10.10**** Credit Agreement, by and between HSBC and Ci4net.com
          Inc.

13.1*     Ci4net.com Inc. and Subsidiaries Consolidated Financial
          Statements, Supplementary Data and Independent
          Auditor's Report.

16.1***** Letter from Graf & Repetti to the Securities and
          Exchange Commission.

21*       Subsidiaries of the Registrant.

23.1*     Consent of Independent Auditors.

27*       Financial Data Schedule for fiscal year ended January
          31, 2000.*

  *       Incorporated by reference to Ci4net's Annual Report on
          form 10K filed on May 18, 2000.

  **      Incorporated by reference to Ci4net's Current Report on
          form 8K filed on December 7, 1999.

  ***     Incorporated by reference to Ci4net's Registration
          Statement on form 10SB12G filed on February 26, 1999.

  ****    To be filed by amendment.

  *****   Filed herewith.


<PAGE>
<PAGE>

Exhibit 16.1     Letter from Graf & Repetti to the Securities and
                 Exchange Commission.



                                                   June 8, 2000

            U.S. Securities and Exchange Commission
                     450 Fifth Street, N.W.
                     Washington, D.C. 20549


Re: Ci4net.com Inc. (f/k/a Leisure Concepts International, Inc.)

Dear Sir or Madam:

We are the former accountants for the above referenced Company.

We are advised that the Company has retained another independent
accountant to conduct an audit of the Company's financial
statements.  The Company's attorneys have provided us with a copy
of their disclosure to the Securities and Exchange Commission
regarding the change of accountants, which we have reviewed.
Please be advised that we are in agreement with the
representations of the Company's  attorneys as set forth in Item
9 of their disclosure.

Sincerely,

/s/ Graf Repetti & Co., LLP

Graf Repetti & Co., LLP