DATASTAND TECHNOLOGIES, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED BALANCE SHEET
DECEMBER 31, 2001

<TABLE>
<CAPTION>

<S>						<C>
ASSETS

CURRENT ASSETS
		  Cash                 		 $2,091

PROPERTY AND EQUIPMENT, NET		 1,522

		 $3,613

LIABILITIES AND STOCKHOLDERS' (DEFICIT)

CURRENT LIABILITIES
  Accrued expenses - officers		 $303,935
  Accounts payable and accrued expenses		 3,486
  Loans payable - officers		 6,289
      Total current liabilities          		 313,710


STOCKHOLDERS' (DEFICIT)
  Preferred stock, $.001 par value, 20,000,000
   shares authorized, none issued and outstanding		 -
  Common stock, $.001 par value, 80,000,000
   shares authorized, 18,314,600 shares
   issued and outstanding 		 18,315
  Additional paid in capital		 448,528
  (Deficit) accumulated during the development stage		 (765,674)
  Accumulated other comprehensive income:
    Currency translation adjustment		 (11,266)
		 (310,097)

		 $3,613


</TABLE>


See the accompanying notes to the consolidated financial statements.

DATASTAND TECHNOLOGIES, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000 AND
THE PERIOD FROM INCEPTION (APRIL 23, 1999) TO DECEMBER 31, 2001
 <TABLE>
<CAPTION>
					 Inception to 	 December 31,	 December 31,
					 December 2001 	   2000 	 2001
<S>					<C>		  <C>		  <C>

REVENUE
   Net sales	 $29,905 		 $3,700 		 $33,605

OPERATING COSTS AND EXPENSES
   General and administrative     	 217,981 		 213,147 		 557,126
   Non cash stock compensation	 224,000 		 - 		 224,000
   Depreciation and amortization	 800 		 1,145 		 2,514
	 442,781 		 214,292 		 783,640
OTHER EXPENSES
   Interest expense	 - 		 11,274 		 15,639
	 - 		 11,274 		 15,639

NET (LOSS)	 (412,876)		 (221,866)		 (765,674)

Other comprehensive income:
  Foreign currency translation adjustment	 (2,699)		 (8,523)		 (11,266)

COMPREHENSIVE (LOSS)	 $(415,575)		 $(230,389)		 $(776,940)

PER SHARE INFORMATION (basic and fully diluted)

Weighted average common shares outstanding	 16,885,925 		 16,750,306 		 16,815,516

(Loss) per share	 $(0.02)		 $(0.01)		 $(0.05)

</TABLE>


See the accompanying notes to the consolidated financial statements.

DATASTAND TECHNOLOGIES, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENT OF CHANGES OF STOCKHOLDERS' (DEFICIT)
FOR THE PERIOD FROM INCEPTION (APRIL 23, 1999) TO DECEMBER 31, 2001
<TABLE>
<CAPTION>


				(Deficit) Accumulated	Currency
	Common Stock		Additional 	During the	Translation
	Shares	Amount	Paid in Capital	Development Stage	Adjustment	Total
<S>					<C>		<C>     <C>      <C>    <C>      <C>
Shares issued at inception for cash	 15,335,740 	 $100 	 $- 	 $- 	 $- 	 $100

Cash capital contributions by shareholders	 - 	 - 	 2,500 	 - 	 - 	 2,500
Non cash capital contributions by shareholders	 - 	 - 	 3,774 	 - 	 - 	 3,774
Reclassification of paid in capital	 - 	 6,274 	 (6,274)	 - 	 - 	 -
Acquisition of the net assets of MAS Acquisition
  Corp. VII	 1,703,860 	 39 	 - 	 - 	 - 	 39
Currency translation adjustment	 - 	 - 	 - 	 - 	 (44)	 (44)
Net (loss) for the period	 - 	 - 	 - 	 (130,932)	 - 	 (130,932)
Balance December 31, 1999	 17,039,600 	 6,413 	 - 	 (130,932)	 (44)	 (124,563)

Cancellation of shares	 (460,000)	 - 	 - 	 - 	 - 	 -
Capital contribution of note payable	 - 	 - 	 90,300 	 - 	 - 	 90,300
Issuance of shares in settlement of note payable	 125,000 	 125 	 136,005 	 - 	 - 	 136,130
Issuance of shares for services	 10,000 	 10 	 9,990 	 - 	 - 	 10,000
Reclassification of paid in capital	 - 	 10,167 	 (10,167)	 - 	 - 	 -
Currency translation adjustment	 - 	 - 	 - 	 - 	 (8,523)	 (8,523)
Net (loss) for the year	 - 	 - 	 - 	 (221,866)	 - 	 (221,866)
Balance December 31, 2000	 16,714,600 	 16,715 	 226,128 	 (352,798)	 (8,567)	 (118,522)

Currency translation adjustment	 - 	 - 	 - 	 - 	 (2,699)	 (2,699)
Issuance of shares for services	 1,600,000 	 1,600 	 222,400 	 - 	 - 	 224,000
Net (loss) for the year	 - 	 - 	 - 	 (412,876)	 - 	 (412,876)
Balance December 31, 2001 	 18,314,600 	 $18,315 	 $448,528 	 $(765,674)	 $(11,266)	 $(310,097)

</TABLE>

See the accompanying notes to the consolidated financial statements.

DATASTAND TECHNOLOGIES, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THE YEARS ENDED DECEMBER 31, 2001 AND 2000 AND
THE PERIOD FROM INCEPTION (APRIL 23, 1999) TO DECEMBER 31, 2001

<TABLE>
<CAPTION>
 					 Inception to	 December 31,	 December 31,
 					 December 31,
	 				 2001 		 2000 		 2001
<S>					 <C> 		 <C> 		 <C>
Net (loss)	 $(412,876)		 $(221,866)		 $(765,674)
  Adjustments to reconcile net (loss) to net
   cash (used in) operating activities:
   Depreciation and amortization	 800 		 1,166 		 2,535
   Operating expenses contributed to capital	 -   		 -   		 1,158
   Consulting fees paid with long-term note payable	 -   		 -   		 90,300
   Common stock issued for services	 224,000 		 10,000 		 234,000
   Interest expense paid with common shares	 -   		 11,130 		 11,130
   Currency translation adjustment	 (2,699)		 (8,523)		 (11,266)
Changes in assets and liabilities:
    Increase in accrued expenses - officers	 178,320 		 125,615 		 303,935
    Increase in accounts payable and accrued expenses	 3,486 		 (9,345)		 3,486
       Total adjustments           	 403,907 		 130,043 		 635,278
  Net cash (used in) operating activities	 (8,969)		 (91,823)		 (130,396)

Cash flows from investing activities:
  Acquisition of property and equipment	 -   		 (1,402)		 (1,402)
  Net cash (used in) investing activities	 -   		 (1,402)		 (1,402)

Cash flows from financing activities:
  Proceeds from loans payable 	 -   		 82,000 		 130,000
  Repayment of loans payable	 -   		 -   		 (5,000)
  Proceeds from loans payable - officers	 -   		 -   		 9,722
  Repayment of loans payable - officers	 -   		 -   		 (3,433)
  Common stock issued for cash	 -   		 -   		 100
  Capital contributions	 -   		 -   		 2,500
  Net cash provided by financing activities	 -   		 82,000 		 133,889

Increase (decrease) in cash    	 (8,969)		 (11,225)		 2,091

Cash -  beginning of period     	 11,060 		 22,285 		 -

Cash - end of period	 $2,091 		 $11,060 		 $2,091


Supplemental cash flow information:
   Cash paid for interest	 $- 		 $- 		 $20
   Cash paid for income taxes	 $- 		 $- 		 $-


Non cash investing and financing activities:
   Furniture and equipment contributed to capital	 $- 		 $- 		 $2,616
   Contribution of note payable to paid in capital	 $- 		 $90,300 		 $90,300
   Settlement of note payable and accrued interest with
     common stock	 $- 		 $136,130 		 $136,130

</TABLE>

See the accompanying notes to the consolidated financial statements.

NOTE 1. NATURE OF BUSINESS AND BASIS OF PRESENTATION

Organization

The Company was incorporated under the laws of the State of Nevada on
April 23, 1999 as Dimgroup Inc. and is in the development stage. During
2001 the Company changed its name to Datastand Technologies, Inc. The
Company intends to operate as a web-based provider of financial information.

During August 1999 the Company completed a reorganization with MAS
Acquisition Corp. VII (MAS) an Indiana corporation, whose assets
consisted of intangibles of $39. In conjunction therewith, MAS issued
15,335,640 shares of its restricted common stock for all of the issued
 and outstanding common shares of the Company. This reorganization will
 be accounted for as though it were a recapitalization of the Company
 and sale by the Company of 1,703,960 shares of common stock in exchange
  for the net assets of MAS.

Basis of Presentation

The accompanying consolidated financial statements have been prepared
assuming that the Company will continue as a going concern which contemplates
the recoverability of assets and the satisfaction of liabilities in the
normal course of business. As noted above, the Company is in the development
stage and, accordingly, has yet not generated substantial revenues from
operations. Since its inception, the Company has been substantially
engaged in bringing its product and services to a state of technical
feasibility and commercial viability, incurring substantial costs and
expenses. As a result, the Company incurred net losses through December
31, 2001 aggregating $541,674. In addition, the Company's current
liabilities exceed its current assets by $311,619 and it has a
stockholders' deficit of $310,097 at December 31, 2001. The Company's
development activities since inception have been financially sustained
by a combination of contributions from the founders and debt. The
ability of the Company to continue as a going concern is dependent
upon its ability to raise additional capital from the sale of common
stock and, ultimately, the achievement of significant operating
revenues. The accompanying financial statements do not include any
adjustments that might be required should the Company be unable to
recover the value of its assets or satisfy its liabilities.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates

The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the amounts
reported in the financial statements and accompanying notes. Actual
results could differ from those estimates.

Principles of Consolidation

The consolidated financial statements include the accounts of the
Company and its wholly owned subsidiary. All significant intercompany
accounts and transactions have been eliminated.
 Cash and Cash Equivalents

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

Revenue Recognition

The Company recognizes revenue when its products are delivered or
services are provided.

Property and Equipment

Property and equipment are depreciated or amortized using the straight-
line method over the following estimated useful lives:

   Furniture and office equipment	3 - 5 years

Advertising Costs

The Company expenses all costs of advertising as incurred. No
advertising costs were incurred during the periods presented.

Web Development Costs

The web site will comprise multiple features and offerings that
are currently under development, and it is anticipated that the
offerings will require future development and refinement. In
connection with the development of its products, the Company will
incur external costs for hardware, software, and consulting services,
and internal costs for payroll and related expenses of its technology
employees directly involved in the development. All hardware costs will
be capitalized. Purchased software costs will be capitalized in
accordance with Statement of Position 98-1 Accounting for the Costs
of Computer Software Developed or Obtained for Internal Use. All other
costs will be reviewed for determination of whether capitalization or
expense as product development cost is appropriate.

Fair Value of Financial Instruments

Fair value estimates discussed herein are based upon certain market
assumptions and pertinent information available to management as of
December 31, 2001. The respective carrying value of certain on-balance-
sheet financial instruments approximated their fair values. These
financial instruments include cash, accounts payable and accrued
expenses and loans payable. Fair values were assumed to approximate
carrying values for these financial instruments because they are short
term in nature and their carrying amounts approximate fair values or
they are receivable or payable on demand.

Impairment of Long Lived Assets

Long lived assets and certain identifiable intangibles held and used
by the Company are reviewed for possible impairment whenever events
or circumstances indicate the carrying amount of an asset may not be
recoverable or is impaired.
 Comprehensive Income

The Company follows Statement of Financial Accounting Standards (SFAS)
No. 130, "Reporting Comprehensive Income". SFAS No. 130 establishes
standards for reporting and display of comprehensive income and its
components in the financial statements.

Segment Reporting

The Company follows SFAS No. 131, "Disclosures About Segments of an
Enterprise and Related Information." The Company operates as a single
segment and will evaluate additional segment disclosure requirements
as it expands its operations.

Foreign Currency Translation

The local currency (Canadian Dollar) is the functional currency for the
Company's operations. Assets and liabilities are translated using the
exchange rate in effect at the balance sheet date. Income and expenses
are translated at the average exchange rate for the year. Translation
adjustments are reported as a separate component of stockholders' (deficit).

Income Taxes

The Company follows SFAS No. 109, "Accounting for Income Taxes"
for recording the provision for income taxes. Deferred tax assets
and liabilities are computed based upon the difference between the
financial statement and income tax basis of assets and liabilities
using the enacted marginal tax rate applicable when the related asset
or liability is expected to be realized or settled. Deferred income
tax expenses or benefits are based on the changes in the asset or
liability each period. If available evidence suggests that it is more
likely than not that some portion or all of the deferred tax assets
will not be realized, a valuation allowance is required to reduce the
deferred tax assets to the amount that is more likely than not to be
realized. Future changes in such valuation allowance are included in
the provision for deferred income taxes in the period of change.

Net (Loss) Per Common Share

The Company calculates net income (loss) per share as required by SFAS
No. 128, "Earnings per Share." Basic earnings (loss) per share is
calculated by dividing net income (loss) by the weighted average number
of common shares outstanding for the period. Diluted earnings (loss)
per share is calculated by dividing net income (loss) by the weighted
average number of common shares and dilutive common stock equivalents
outstanding. During the periods presented common stock equivalents were
not considered as their effect would be anti dilutive.
 Recent Pronouncements

In July 2001, the Financial Accounting Standards Board (FASB) issued
SFAS 141, Business Combinations, and SFAS 142, Goodwill and Intangible
Assets.  SFAS 141 is effective for all business combinations completed
after June 30, 2001.  SFAS 142 is effective for the year beginning January
1, 2002; however certain provisions of that Statement apply to goodwill
and other intangible assets acquired between July 1, 2001, and the effective
date of SFAS 142.  The Company does not believe the adoption of these
standards will have a material impact on the Company's financial statements.

In July 2001, the FASB issued SFAS No. 143, Accounting for Asset
Retirement Obligations.  This statement addresses financial accounting
and reporting for obligations associated with the retirement of tangible
long-lived assets and the associated asset retirement costs.  This
Statement applies to all entities.  It applies to legal obligations
associated with the retirement of long-lived assets that result from
the acquisition, construction, development and (or) the normal operation
of a long-lived asset, except for certain obligations of lessees.  This
Statement is effective for financial statements issued for fiscal years
beginning after June 15, 2002.  The Company is evaluating the impact of
the adoption of this standard and has not yet determined the effect of
adoption on its financial position and results of operations.

In August 2001, the FASB issued SFAS 144, Accounting for the Impairment
or Disposal of Long-Lived Assets.  This statement addresses financial
accounting and reporting for the impairment or disposal of long-lived
assets and supersedes SFAS 121, Accounting for the Impairment of Long-
Lived Assets and for Long-Lived Assets to Be Disposed Of.  The provisions
of the statement are effective for financial statements issued for
fiscal years beginning after December 15, 2001.  The Company is evaluating
the impact of the adoption of this standard and has not yet determined the
effect of adoption on its financial position and results of operations.

NOTE 3 - PROPERTY AND EQUIPMENT

Property and equipment consists of the following:

	Furniture and office equipment	$       4,018
	Less: accumulated depreciation	       2,496
		$       1,522

Depreciation expense was $800, $1,145 and $2,496 for the years ended
December 31, 2001 and 2000 and the period from inception to December
31, 2001.

NOTE 4 - LOANS PAYABLE

During the period from July through December, 1999 certain entities
made advances to the Company aggregating $48,000 of which $5,000 has
been repaid. During the year ended December 31, 2000 these entities
advanced an additional $82,000. The advances accrued interest at 10%
per annum, are unsecured and were payable on demand. During the year
ended December 31, 2000 these advances along with $11,130 in accrued
interest were converted into 125,000 shares of the Company's common
stock.
 At December 31, 1999 the Company was indebted on a note payable to
 a shareholder due in August 2001 in the amount of $90,300. During
 2000 this note was forgiven and contributed to the capital of the
 Company.

NOTE 5 - STOCKHOLDERS' (DEFICIT)

At inception the Company issued 15,335,640 shares of its $.001 par
value stock to officers and directors for cash aggregating $100.

The shareholders of the Company contributed the following to the
capital of the Company during the year ended December 31, 1999.

	Furniture and office equipment	$      2,616
	Payment of operating expenses	        1,158
	Cash	        2,500
		$      6,274

During February 2000 the Company effected a two for one forward stock
split. All share and per share amounts have been restated to give
effect to this split.

During the year ended December 31, 2000 the Company issued 10,000
shares of common stock in exchange for services valued at $10,000
which management believes is the fair value of the services provided.

During April 2000 460,000 of the shares of common stock issued pursuant
to the recapitalization described in Note 1 were returned to the Company
and cancelled.

During December 2001 the Company issued 1,600,000 shares of common
stock for services pursuant to a Form S-8. These shares were valued
at their fair market value on the date of issuance of $224,000.

NOTE 6 - RELATED PARTY TRANSACTIONS

During 1999 shareholders of the Company made non-interest bearing
advances aggregating $9,722 of which $3,433 have been repaid.

Through December 31, 2001 the Company has accrued $303,935 of unpaid
salaries due to officers.

NOTE 7 - INCOME TAXES

Deferred income taxes may arise from temporary differences resulting
from income and expense items reported for financial accounting and
tax purposes in different periods. Deferred taxes are classified as
current or non-current, depending on the classification of assets and
liabilities to which they relate. Deferred taxes arising from temporary
differences that are not related to an asset or liability are classified
as current or non-current depending on the periods in which the temporary
differences are expected to reverse.

The Company currently has net operating loss carryforwards aggregating
approximately $540,000, which expire in 2019, 2020 and 2021. The deferred
tax asset related to this carryforward has been fully reserved.

The provision for income taxes differs from the amount computed by applying
the statutory federal income tax rate to income before provision for income
taxes. The sources and tax effects of the differences for the periods presented
are as follows:

         Income tax provision at
          the federal statutory rate	  34 %
         Effect of operating losses	 (34)%
	     - %

NOTE 8 - COMMITMENTS

The Company has agreed to pay MAS Financial Corp. ("MFC"), an entity
previously related to MAS, a consulting fee consisting of cash aggregating
$5,000 and a non-interest bearing note in the amount of $100,000 ($90,300
net of imputed interest see Note 4) due on August 10, 2001. The note was
contributed to the capital of the Company during 2000. In addition, the
Company agreed to pay to MFC an additional $30,000 upon the occurrence of
certain future specified events, which events have not occurred to date.