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

                                FORM 10-KSB/A
                               Amendment No. 2

[X]   ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
      ACT OF 1934 [NO FEE REQUIRED]

      For the fiscal year ended December 31, 2000

                                      OR

[ ]   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES AND
      EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

                      Commission file number: 000-31671

                         GLOBALWISE INVESTMENTS, INC.
            (Exact Name of Registrant as Specified in Its Charter)

Nevada                                      870613716
-------------------------------             ------------------
(State or other jurisdiction of             (I.R.S. Employer
incorporation or organization)              Identification No.)

525 South 300 East, Suite 201, Salt Lake City, Utah         84111
--------------------------------------------------       ------------
(Address of principal executive offices)                  (Zip code)

Issuer's telephone number, including area code: (801) 323-2395

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

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

Check whether the issuer (1) 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

Check if disclosure of delinquent filers in response to item 405 of Regulation
S-B is not contained herein, and will not be contained, to the best of
registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB.   [X]

State issuer's revenue for its most recent fiscal year: None.

As of March 20, 2001, the registrant had 850,000 shares of common stock
outstanding.  The registrant does not have an active trading market and a
market value of the voting stock held by non-affiliates cannot be determined.

Documents incorporated by reference: None.

Transitional Small Business Disclosure Format (check one): Yes ____ No   X

<PAGE>


                              TABLE OF CONTENTS

                                    PART I
Item 1.  Description of business............................................3
Item 2.  Description of property............................................7
Item 3.  Legal proceedings..................................................7
Item 4.  Submission of matters to a vote of security holders................7

                                   PART II

Item 5.  Market for common equity and related stockholder matters.......... 8
Item 6.  Management's discussion and analysis or plan of operations........ 8
Item 7.  Financial statements.............................................. 8
Item 8.  Changes in and disagreements with accountants on accounting
           and financial disclosure........................................ 8

                                   PART III

Item 9.  Directors, executive officers, promoters and control persons,
          compliance with Section 16(a) of the Exchange Act.................9
Item 10. Executive compensation.............................................9
Item 11. Security ownership of certain beneficial owners and management....10
Item 12. Certain relationships and related transactions....................11
Item 13. Exhibits and reports on Form 8-K..................................11

<PAGE> 2

                          FORWARD LOOKING STATEMENTS

      In this annual report references to "Globalwise," "we," "us," and "our"
refer to Globalwise Investments, Inc..

      This annual report contains certain forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995.  For this
purpose any statements contained in this annual report that are not statements
of historical fact may be deemed to be forward-looking statements.  Without
limiting the foregoing, words such as "may," "will," "expect," "believe,"
"anticipate," "estimate" or "continue" or comparable terminology are intended
to identify forward-looking statements.  These statements by their nature
involve substantial risks and uncertainties, and actual results may differ
materially depending on a variety of factors, many of which are not within
Globalwise's control.  These factors include but are not limited to economic
conditions generally and in the industries in which Globalwise may
participate; competition within Globalwise's chosen industry, including
competition from much larger competitors; technological advances and failure
by Globalwise to successfully develop business relationships.

                       ITEM 1: DESCRIPTION OF BUSINESS

Business Development

      Globalwise Investments, Inc. was incorporated in the state of Utah on
October 3, 1997 to engage in the confectionary vending machine business.  In
June 2000 we sold all of our assets and liabilities of our vending machine
business for 150,000 shares of our outstanding stock. (See, "Certain
Relationships and Related Transactions," below for further details.)  On July
12, 2000, Globalwise Investments, Inc. was incorporated in the state of Nevada
and on July 21, 2000 Globalwise Utah merged with Globalwise Nevada for the
sole purpose of changing our domicile from the state of Utah to the state of
Nevada.

Our Plan

      We are a "blank check" company and have had recurring operating losses
for the past two fiscal years.  Our independent auditors have expressed doubt
that we can continue as a going concern unless we obtain financing to continue
operations.

      Our business plan is to seek, investigate, and, if warranted, acquire an
interest in a business opportunity.  Our acquisition of a business opportunity
may be made by merger, exchange of stock, or otherwise.  We have very limited
sources of capital, and we probably will only be able to take advantage of one
business opportunity. At the present time we have not identified any business
opportunity that we plan to pursue, nor have we reached any preliminary or
definitive agreements or understandings with any person concerning an
acquisition or merger.

       We have voluntarily filed this registration statement to become a
reporting company.  Based on current economic and regulatory conditions,
management believes that it is possible, if not probable, for a company like
ours, without many assets or liabilities, to negotiate a merger or acquisition
with a viable private company.  The opportunity arises principally because of
the high legal and accounting fees and the length of time associated with the
registration process of "going public".  However, should any of these
conditions change, it is very possible that there would be little or no
economic value for anyone taking over control of Globalwise.

      The reporting obligations involve considerable time, energy and
professional fees. (See, "Reports to Security Holders," below.)   We will
incur expenses due to the legal and accounting services required to prepare
such reports and the costs of filing such reports with the SEC.  Also, our
management must expend time and effort to assist in the preparation and review
of such reports.  In the event we acquire a business opportunity we may incur
additional expenses related to proxy or information statements we must provide
to our stockholders which disclose

<PAGE> 3

that company's business operations, management and financial condition.

      In the event we merge or acquire a business opportunity, the successor
company will be subject to our reporting obligations.  This is commonly
referred to as a "back door registration."  A back door registration occurs
when a non-reporting company becomes the successor of a reporting company by
merger, consolidation, exchange of securities, acquisition of assets or
otherwise.  Pursuant to Securities and Exchange Commission ("SEC")
regulations, this type of event requires the successor company to provide in
an 8-K current report the same kind of information that would appear in a
registration statement, including audited and pro forma financial statements.
Accordingly, we may incur additional expense to conduct due diligence and
present the required information for the business opportunity in any report.
Also, the SEC may elect to conduct a full review of the successor company and
may issue substantive comments on the sufficiency of disclosure related to the
business opportunity.

      Our search for a business opportunity will not be limited to any
particular geographical area or industry, including both U.S. and
international companies.  Our management has unrestricted discretion in
seeking and participating in a business opportunity, subject to the
availability of such opportunities, economic conditions and other factors.
Our management believes that companies who desire a public market to enhance
liquidity for current stockholders, or plan to acquire additional assets
through issuance of securities rather than for cash will be potential merger
or acquisition candidates.

      The selection of a business opportunity in which to participate is
complex and extremely risky and will be made by management in the exercise of
its business judgement.  There is no assurance that we will be able to
identify and acquire any business opportunity which will ultimately prove to
be beneficial to us and our stockholders.  Should a merger or acquisition
prove unsuccessful, it is possible management may decide not to pursue further
acquisition activities and management may abandon its activities and we may
become dormant or be dissolved.

      Our activities are subject to several significant risks which arise
primarily as a result of the fact that we have no specific business and may
acquire or participate in a business opportunity based on the decision of
management which will, in all probability, act without consent, vote, or
approval of our stockholders.

      It is possible that the range of business opportunities that might be
available for consideration by us could be limited by impact of the SEC
regulations regarding purchase and sale of "penny stock."  Our common stock is
not publicly traded at this time and we cannot assure that a market will
develop or that a stockholder ever will be able to liquidate his investments
without considerable delay, if at all.  If a market develops, our shares will
likely be subject to the rules of the Penny Stock Suitability Reform Act of
1990. The liquidity of penny stock is affected by specific disclosure
procedures required by this Act to be followed by all broker-dealers,
including but not limited to, determining the suitability of the stock for a
particular customer, and obtaining a written agreement from the customer to
purchase the stock.  This rule may affect the ability of broker-dealers to
sell our securities and may affect the ability of purchasers to sell our
securities in any market.

Investigation and Selection of Business Opportunities

      We anticipate that business opportunities will come to our attention
from various sources, including our officers and directors, our stockholders,
professional advisors, such as attorneys and accountants, securities
broker-dealers, investment banking firms, venture capitalists, members of the
financial community and others who may present unsolicited proposals.
Management expects that prior personal and business relationships may lead to
contacts for business opportunities, however, we have not entered into any
direct or indirect negotiations at the time of this filing with any person,
corporation or other entity regarding any possible business reorganization
involving Globalwise.

      Our management will analyze the business opportunities, however, none of
our management are professional business analysts.  (See, Item 5:  "Directors
and Executive Officers.")  Our management has had


<PAGE> 4

limited experience with mergers and acquisitions of business opportunities and
has not been involved with an initial public offering.  (See, "Prior Blank
Check Involvement," below.)  Potential investors must recognize that due to
our management's inexperience we may not adequately evaluate a potential
business opportunity.

      Certain conflicts of interest exist or may develop between Globalwise
and our officers and directors.  Our management has other business interests
to which they currently devote attention, which include their primary
employment and management of other blank check reporting companies.  They may
be expected to continue to devote their attention to these other business
interests although management time should be devoted to our business.  As a
result, conflicts of interest may arise that can be resolved only through
their exercise of judgement in a manner which is consistent with their
fiduciary duties to us.  In particular, our officers and directors are
directors of other blank check companies with a structure and a business plan
which is identical to ours and, they may, in the future, be involved with
other blank check companies.  In the process of negotiations for an
acquisition or merger or determination of consulting fees related to
investigation of a business opportunity, our principal stockholders and
management may consider their own personal pecuniary benefit or the interests
of other blank check companies they are affiliated with rather than the best
interests of Globalwise's other stockholders.

      We presently do not foresee entering into a merger or acquisition
transaction with any business with which our officers or directors are
currently affiliated. We may acquire or merge with companies of which our
management's  affiliates or associates have a direct or indirect ownership
interest.  If we determine in the future that a transaction with an affiliate
would be in our best interest we are permitted by Nevada law to enter into
such a transaction if:

      (1)      The material facts regarding the relationship or interest of
the affiliate in the contract or transaction are disclosed or are known to the
Board of Directors.  The board authorizes the contract or transaction by the
affirmative vote of a majority of the disinterested directors, even though the
disinterested directors constitute less than a quorum; or

      (2)      The material facts regarding the relationship or interest of
the affiliate in the contract transaction are disclosed or are known to the
stockholders entitled to vote on the transaction, and the contract or
transaction is specifically approved by vote of the stockholders; or

      (3) The contract or transaction is fair to us at the time it is
authorized, approved or ratified by the Board of Directors or the
stockholders.

      A decision to participate in a specific business opportunity may be made
upon our management's analysis of the quality of the other company's
management and personnel, the anticipated acceptability of the business
opportunity's new products or marketing concept, the merit of its
technological changes, the perceived benefit that it will derive from becoming
a publicly held entity, and numerous other factors which are difficult, if not
impossible, to analyze through the application of any objective criteria.  In
many instances, we anticipate that the historical operations of a specific
business opportunity may not necessarily be indicative of the potential for
the future because of the possible need to shift marketing approaches
substantially, expand significantly, change product emphasis, change or
substantially augment management, or make other changes.  We will be dependent
upon the owners of a business opportunity to identify any such problems which
may exist and to implement, or be primarily responsible for the implementation
of, required changes.

      In our analysis of a business opportunity we anticipate that we will
consider, among other things, the following factors:

      (1)   Potential for growth and profitability, indicated by new
technology, anticipated market expansion, or new products;

      (2)   Our perception of how any particular business opportunity will be
received by the investment

<PAGE> 5


community and by our stockholders;

      (3)   Whether, following the business combination, the financial
condition of the business opportunity would be, or would have a significant
prospect in the foreseeable future of becoming sufficient to enable our
securities to qualify for listing on a exchange or on a national automated
securities quotation system, such as NASDAQ.

      (4)   Capital requirements and anticipated availability of required
funds, to be provided by us or from operations, through the sale of additional
securities, through joint ventures or similar arrangements, or from other
sources;

      (5)   The extent to which the business opportunity can be advanced;

      (6)   Competitive position as compared to other companies of similar
size and experience within the industry segment as well as within the industry
as a whole;

      (7)   Strength and diversity of existing management, or management
prospect that are scheduled for recruitment;

      (8)   The cost of our participation as compared to the perceived
tangible and intangible values and potential; and

      (9)   The accessibility of required management expertise, personnel, raw
materials, services, professional assistance, and other required items.

      No one of the factors described above will be controlling in the
selection of a business opportunity.  Management will attempt to analyze all
factors appropriate to each opportunity and make a determination based upon
reasonable investigative measures and available data. Potentially available
business opportunities may occur in many different industries and at various
stages of development.  Thus, the task of comparative investigation and
analysis of such business opportunities will be extremely difficult and
complex. Potential investors must recognize that, because of our limited
capital available for investigation and management's limited experience in
business analysis, we may not discover or adequately evaluate adverse facts
about the opportunity to be acquired.

      Prior Blank Check Involvement.  Mr. Mayer and Ms Patterson are directors
of other blank check companies and may in the future be involved with other
blank check companies.  Mr. Mayer is a director of WorldNet, Inc. of Nevada, a
blank check reporting company.  Ms. Patterson is a director of Earth Products
Technologies, Inc., Skinovation Pharmaceutical, Inc. and Wings & Things, Inc.,
which are blank check reporting companies.  As of the date of this filing,
these companies have not conducted any initial public offerings nor completed
any mergers or acquisitions while Mr. Mayer and Ms. Patterson have been
affiliated with them.

      Mr. Mayer, our President, has been involved with one prior merger as a
director and officer of Millennium Plastics Corporation, a blank check
company.  The merger was structured as a stock-for-stock exchange between
Millennium Plastics and Graduated Plastics Corporation, a plastics company,
and was completed in December of 1999.  Pursuant to the terms of the merger
agreement, Millennium Plastics issued 6,750,000 common shares in exchange for
all shares held by Graduated Plastics Corporation's shareholders.  Mr. Mayer
resigned as president of Millennium Plastics upon consummation of the merger.

Form of Acquisition

      We cannot predict the manner in which we may participate in a business
opportunity. Specific business opportunities will be reviewed as well as our
needs and desires and those of the promoters of the opportunity.  The legal
structure or method deemed by management to be suitable will be selected based
upon our review and our

<PAGE> 6

relative negotiating strength. Such method may include, but is not limited to,
leases, purchase and sale agreements, licenses, joint ventures and other
contractual arrangements. We may act directly or indirectly through an
interest in a partnership, corporation or other forms of organization.  We may
be required to merge, consolidate or reorganize with other corporations or
forms of business organization. In addition, our present management and
stockholders most likely will not have control of a majority of our voting
shares following a merger or reorganization transaction. As part of such a
transaction, our existing directors may resign and new directors may be
appointed without any vote by our stockholders.

      We likely will acquire our participation in a business opportunity
through the issuance of common stock or other securities.  Although the terms
of any such transaction cannot be predicted, it should be noted that issuance
of additional shares might also may be done simultaneously with a sale or
transfer of shares representing a controlling interest by current principal
stockholders.

Competition

      We expect to encounter substantial competition in our effort to locate
attractive opportunities.  Business development companies, venture capital
partnerships and corporations, venture capital affiliates of large industrial
and financial companies, small investment companies, and wealthy individuals
will be our primary competition. Many of these entities will have
significantly greater experience, resources and managerial capabilities than
we do and will be in a better position than we are to obtain access to
attractive business opportunities.  We also will experience competition from
other public "blank check" companies, many of which may have more funds
available.

Employees

      We currently have no employees.  Our management expects to confer with
consultants, attorneys and accountants as necessary.  We do not anticipate a
need to engage any full-time employees so long as we are seeking and
evaluating business opportunities.  We will determine the need for employees
based upon the specific business opportunity.


                      ITEM 2: DESCRIPTION OF PROPERTIES

      We do not currently own or lease any property.  We utilize office space
in the office of a stockholder at no cost.  Until we pursue a viable business
opportunity and recognize income, we will not seek independent office space.

                          ITEM 3: LEGAL PROCEEDINGS

      We are not a party to any proceedings or threatened proceedings as of
the date of this filing.


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

      We have not submitted a matter to a vote of our shareholders during the
fourth quarter of the 2000 fiscal year.


                   ITEM 5: MARKET PRICE FOR COMMON EQUITY
                       AND RELATED STOCKHOLDER MATTERS

      We have had no market activity in our stock as of this filing.  As of
March 20, 2001 we have approximately 43 stockholders of record holding 850,000
common shares.  652,000 shares are unrestricted stock and 198,000 shares are
restricted stock as those terms are defined in Rule 144.  Based upon SEC
interpretations

<PAGE> 7

related to shares issued by blank check companies to affiliates, 20,000 shares
are considered to held by statutory underwriters and are saleable only through
registration.

      We have not declared dividends on our common stock and do not anticipate
paying dividends on our common stock in the foreseeable future.

b) Recent Sales of Unregistered Securities

      We have not sold any shares without registration during the fourth
quarter of 2000.


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

      We have no assets and have experienced losses from inception.  For the
year ended December 31, 2000, we had no cash on hand and total current
liabilities of $1,345.  In June 2000 our management exchanged all of the
assets and liabilities of our vending machine business for 150,000 shares of
our outstanding stock.

      Since inception, we have primarily financed our operations through the
sale of our common stock.  In November 1997 we issued 300,000 post-split
common shares to purchase vending machines and equipment valued at
approximately $19,100.  From January through March 1999 we raised $65,000
through a private placement of 652,000 post-split common stock to commence our
vending machine operations.  In July 2000 we issued 28,000 common shares to
Mutual Ventures Corporation for costs advanced on our behalf for legal and
accounting services valued at $15,000.  Management anticipates future private
placements of our common shares, however, we presently are not conducting any
offering.

      We have no commitments for capital expenditures for the next twelve
months.  During the next twelve months we believe that our current cash needs
can be met by loans from our directors, officers and Mutual Ventures
Corporation based on understandings we have with these persons.  These
understandings are not written agreements and therefore these persons are not
obligated to provide funds.  Mutual Ventures, a shareholder, has in the past
advanced cash for services to assist us in our efforts to become a  reporting
company and has expressed a willingness to continue assistance.  We may repay
these loans, costs of services and advancements with cash, if available, or we
may convert them into common stock.

      Our management intends to actively seek business opportunities during
the next twelve months and if we obtain a business opportunity, it may be
necessary to raise additional capital.  This may be accomplished by selling
our common stock.

                         ITEM 7: FINANCIAL STATEMENTS

      Reference is made to the financial statements for the years ended
December 31, 2000 and 1999 which are attached to this Form 10-KSB report.


            ITEM 8: CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS

      As previously reported, on June 30, 2000, Chisholm & Associates replaced
our former independent auditor, Andersen Andersen & Strong LC.  In January of
2000 Andersen Andersen & Strong replaced our former independent auditor
Crouch, Bierwolf and Chisholm.

<PAGE> 8

                   ITEM 9: DIRECTORS AND EXECUTIVE OFFICERS
                        COMPLIANCE WITH SECTION 16(A)

a) Directors and Executive Officers

      Our executive officers and directors and their respective ages,
positions and term of office are set forth below.  Biographical information
for each of those persons is also presented below.  Our bylaws require two
directors who serve until our next annual meeting or until each is replaced by
a qualified director.  Our executive officers are chosen by our Board of
Directors and serve at its discretion.  There are no existing family
relationships between or among any of our executive officers or directors.

                                                           Director or
Name               Age    Position Held                    Officer Since
------------       ----   ---------------                  ---------------

Donald R. Mayer     61    President, Director              July 11, 2000
Anita Patterson     34    Secretary/Treasurer, Director    June 27, 2000

      Donald R.  Mayer.  Mr. Mayer has been the President and a director of
Universal Business Insurance, an insurance company that he founded and has
operated for the past eleven years.  He has worked in the insurance industry
for over 17 years, specializing in the motel/hotel industry.  He is a director
of WorldNet, Inc. of Nevada, a blank check reporting company.  He graduated
from the University of Utah, located in Salt Lake City, Utah, with a B.A. in
accounting in 1971.

      Anita Patterson.  From 1996 to the present Ms. Patterson has worked as a
paralegal specializing in corporate law for Mutual Ventures Corporation.  In
1994 she received an Associate of Arts degree in the paralegal program from
Phillips Junior College.  She attended Weber State University during 1986 and
1987.  She is a director of Earth Products Technologies, Inc., Skinovation
Pharmaceutical, Inc. and Wings & Things, Inc., which are blank check reporting
companies.

b) Compliance with Section 16(a) of the Exchange Act.

      Section 16(a) of the Securities Exchange Act of 1934 requires our
directors, executive officers and persons who own more than five percent of a
registered class of our equity securities, to file with the Securities and
Exchange Commission initial reports of ownership and reports of changes in
ownership of common stock and our other equity securities.  Officers,
directors and greater than ten-percent beneficial owners are required by SEC
regulations to furnish us with copies of all Section 16(a) reports they file.
Based solely upon review of the copies of such forms furnished to us during
the fiscal year ended December 31, 2000, we believe all filing requirements
under Section 16(a) were complied within a timely manner.


                       ITEM 10: EXECUTIVE COMPENSATION

      None of our named executive officers received any cash compensation,
bonuses, stock appreciation rights, long term compensation, stock awards or
long-term incentive rights in excess of $100,000 from us during the past three
fiscal years.  Mr. Mayer, our President who acts in the capacity of chief
executive officer received compensation during fiscal year 2000, as described
below.  We have not entered into employment contracts with our executive
officers and their compensation, if any, will be determined at the discretion
of our Board of Directors.

                          SUMMARY COMPENSATION TABLE

                                      Annual Compensation
                                      ----------------------------
                              Fiscal
Name and Principal Position   Year    Salary ($)   Bonus   Other
---------------------------   ------  ----------   -----   -------

<PAGE> 9


Donald R. Mayer, President    2000    $ 0          $ 0     $2,500*
                              1999      0            0        0
                              1998      0            0        0

   * Represents the approximate value of 10,000 common shares issued as
     compensation


Compensation of Directors

      We do not have any standard arrangement for compensation of our
directors for any services provided as director, including services for
committee participation or for special assignments.


              ITEM 11: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
                            OWNERS AND MANAGEMENT

      The following table sets forth the beneficial ownership of our
outstanding common stock by our management and each person or group known by
us to own beneficially more than 5% of our outstanding common stock.
Beneficial ownership is determined in accordance with the rules of the SEC and
generally includes voting or investment power with respect to securities.
Except as indicated by footnote, the persons named in the table below have
sole voting power and investment power with respect to all shares of common
stock shown as beneficially owned by them.  The percentage of beneficial
ownership is based on 850,000 shares of common stock outstanding as of March
20, 2001.

                          CERTAIN BENEFICIAL OWNERS

                                          Common Stock Beneficially Owned
                                          -------------------------------
Name and Address of           Number of Shares of
Beneficial Owners             Common Stock           Percentage of Class
-----------------------       -------------------    --------------------

Aaron Nelson                           50,000 (1)                  5.9%
5710 E. Tropicana #2023
Las Vegas, Nevada 89122

Brent Nelson                          150,000                     17.6%
1238 Thames Ct.
Salt Lake City, Utah 84123

      (1) Includes 25,000 shares held by spouse.



                                  MANAGEMENT

                                          Common Stock Beneficially Owned
                                          -------------------------------
Name and Address of             Number of Shares of
Beneficial Owners               Common Stock              Percentage of Class
-------------------             --------------------      -------------------

Donald R. Mayer                        17,500                       2.0%
6360 South 3000 East #205
Salt Lake City, Utah 84121

Anita Patterson                        10,000                       1.2%
525 South 300 East, Suite 201
Salt Lake City, Utah 84111


<PAGE> 10

Directors and officers as a group      27,500                       3.2%



           ITEM 12: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

      On March 3, 2000, our management determined that it was in the best
interests of Globalwise to sell the assets and liabilities of our vending
machine business and we formalized an agreement to sell the assets and
liabilities to Brent Nelson, our then President and Director.  In June 2000
Mr. Nelson exchanged 150,000 shares of Globalwise common stock held by him to
purchase these assets and liabilities.  The shares were valued at $62,306
based upon the value of our total current assets, which included equipment and
inventory, less our total current liabilities as of March 2000 date.  This
transaction was negotiated between related parties without "arms length"
bargaining and as a result the terms of this transaction may be different than
transactions between unrelated parties.  In July 2000, Mr. Nelson resigned as
President and Director to pursue other interests.   We subsequently canceled
and returned the 150,000 shares to our treasury.

      On July 13, 2000, an aggregate of 20,000 shares were issued to our
directors and officers in consideration for their services performed and to be
performed in those positions.  10,000 shares valued at approximately $2,500
were issued to Don Mayer and 10,000 shares valued at approximately $2,500 were
issued to Anita Patterson.  This transaction was negotiated between related
parties without "arms length" bargaining and as a result the terms of this
transaction may be different than transactions between unrelated parties.
Currently, these officers and directors do not actively oversee any business
operations and spend approximately an average of five (5) hours each month on
corporate matters.  However, they have expended time and effort for corporate
matters, such as, completion of the change of domicile merger, the gathering
of information and oversight of preparation of our financial statements and
this registration statement and required periodic reports, as well as
continued informal efforts to locate a business opportunity.


                  ITEM 13: EXHIBITS AND REPORTS ON FORM 8-K

Exhibit
Number     Description
--------   -----------

3.1        Articles of Incorporation, dated July 12, 2000 (Incorporated by
           reference to exhibit 3.1 of Form 10-SB, filed October 2, 2000.)

3.2        Articles of Merger, dated July 21, 2000 (Incorporated by reference
           to exhibit 3.2 of Form 10-SB, filed October 2, 2000.)

3.3        Bylaws of Globalwise (Incorporated by reference to exhibit 3.3 of
           Form 10-SB, filed October 2, 2000.)

<PAGE> 11

                                  SIGNATURES


In accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934,
the registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.


      7/10/01
Date_________________________      Globalwise Investments, Inc.


                                         /s/ Donald R. Mayer
                                    By: _______________________________
                                        Donald R. Mayer
                                        President and Director

<PAGE> 12


                         Globalwise Investments, Inc.

                             Financial Statements

                          December 31, 2000 and 1999

<PAGE> 13

                               C O N T E N T S

Chisholm & Associates Independent Auditors' Report..................... 3

Andersen, Andersen & Strong L.C. Independent Auditors Report........... 4

Balance Sheet ......................................................... 5

Statements of Operations .............................................. 6

Statements of Stockholders' Equity..................................... 7

Statements of Cash Flows .............................................. 8

Notes to the Financial Statements ..................................... 9

                                      2

<PAGE> 14


                            CHISHOLM & ASSOCIATES
                         Certified Public Accountants
                                P.O. Box 540216           Office (801)292-8756
                         North Salt Lake, Utah 84054      FAX (801) 292-8809

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


                         INDEPENDENT AUDITOR'S REPORT


To the Board of Directors and Stockholders
of Globalwise Investments, Inc., Inc.

We have audited the accompanying balance sheet of Globalwise Investments, Inc.
(a development stage company) as of December 31, 2000 and the related
statements of  operations, stockholders' equity and cash flows for the period
then ended.  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.  The financial statements of
Globalwise Investments, Inc. for the years ended December 31, 1999 and 1998
and from inception on October 3, 1997 through December 31, 1999 were audited
by other auditors whose report dated February 10, 2000 expressed an
unqualified opinion

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

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Globalwise Investments, Inc.
(a development stage company) as of December 31, 2000 and 1999 and the results
of its operations and cash flows for the years then ended and from inception
on October 3, 1997 through December 31,  2000 in conformity with generally
accepted accounting principles.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern.  The Company has suffered recurring
losses from operations which raises substantial doubt about its ability to
continue as a going concern.  Management's plans in regard to these matters
are described in Note 2.  The  financial statements do not include any
adjustments that might result from the outcome of this uncertainty.


/s/ Chisholm & Associates

Salt Lake City, Utah
January 29, 2001

                                     -3-

<PAGE> 15





Andersen Andersen & Strong, L.C.
Certified Public Accountants                 941 East 3300 South, Suite 202
and Business Consultants                     Salt Lake City, Utah 84106
---------------------------------
                                             Telephone 801 486-0096
                                             Fax 801 486-0098




Board of Directors
Globalwise Investments, Inc.
Salt Lake City, Utah

              REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

We have audited the accompanying balance sheet of Globalwise Investments, Inc.
(development stage company) at December 31, 1999 and the related statements of
operations, stockholders' equity, and cash flows for the years ended December
31, 1999 and 1998 and the period Octover 3, 1997 (date of inception) to
December 31, 1999.  The 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 audit in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the balance sheet is free of
material misstatement.  An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the balance sheet.  An audit also
includes assessing the accounting principles used and significant estimates
made by management as well as evaluating the overall balance sheet
presentation.  We believe that our audit provides 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 Globalwise Investments, Inc.
at December 31, 1999 and the results of operations and cash flows for the
years ended December 31, 1999 and 1998 and the period October 3, 1997 (date of
inception) to December 31, 1999, in conformity with generally accepted
accounting principles.



                                        /s/ Andersen Andersen & Strong
February 10, 2000
Salt Lake City, Utah

                                     -4-
<PAGE> 16


                         Globalwise Investments, Inc.
                        (A Development Stage Company)


                                Balance Sheets



                                    ASSETS
                                   -------


                                                   December 31,  December 31,
                                                       2000         1999
                                                  ------------- -------------

Cash(Note 1)                                      $          -  $      1,531
Inventory (Note 1)                                           -        21,744
                                                  ------------- -------------
     Total Current Assets                                    -        23,275
                                                  ------------- -------------

Equipment, net (Note 1)                           $          -  $     39,630
                                                  ------------- -------------

     TOTAL ASSETS                                 $          -  $     62,905
                                                  ============= =============




                     LIABILITIES AND STOCKHOLDERS' EQUITY
                     ------------------------------------

CURRENT LIABILITIES

Accounts payable                                         1,345             -
Accounts payable - related party                             -           599
                                                  ------------- -------------

     Total Liabilities                                   1,345           599
                                                  ------------- -------------

STOCKHOLDERS' EQUITY

Common stock, $.001 par value; 50,000,000 shares
authorized; 850,000 and 952,000 shares issued
and outstanding, respectively                              850           952

Additional Paid in Capital                              47,494        89,698

Deficit Accumulated during the development stage       (49,689)      (28,344)
                                                  ------------- -------------

     Total Stockholders' Equity                         (1,345)       62,306
                                                  ------------- -------------

     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY   $          -  $     62,905
                                                  ============= =============




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

                                     -5-

<PAGE> 17


                         Globalwise Investments, Inc.
                         (A Development Stage Company)
                           Statements of Operations


                                                               From
                                                               Inception on
                                      For the Years Ended      October 3, 1997
                                          December 31,         to December 31,
                                       2000         1999       2000
                                  ------------- -------------- --------------

REVENUES                          $          -  $           -  $           -
                                  ------------- -------------- --------------
EXPENSES

  General & Administrative              21,345         27,794         49,689
                                  ------------- -------------- --------------

     TOTAL EXPENSES                     21,345         27,794         49,689
                                  ------------- -------------- --------------

NET INCOME (LOSS)                 $    (21,345) $     (27,794) $     (49,689)
                                  ============= ============== ==============

LOSS PER SHARE                    $      (0.03) $       (0.04) $       (0.08)
                                  ============= ============== ==============
WEIGHTED AVERAGE SHARES
 OUTSTANDING                           848,933        625,000        586,663
                                  ============= ============== ==============







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

                                     -6-
<PAGE> 18

                         Globalwise Investments, Inc.
                        (A Development Stage Company)
                      Statements of Stockholders' Equity
         From Inception on October 3, 1997 through December 31, 2000

                                                                 Deficit
                                                                 Accumulated
                                                    Additional   During the
                                Common Stock        Paid-in      Development
                               Shares     Amount    Capital      Stage
                              ---------- ---------- ------------ ------------
Balance, October 3, 1997              -  $       -  $         -  $         -

Issuance of shares for
 equipment at $0.064 per
 share                          300,000        300       18,800            -

Net (loss) for the year
 ended December 31, 1997              -          -            -            -
                              ---------- ---------- ------------ ------------

Balance - December 31, 1997     300,000        300       18,800            -

Capital Contributions                 -          -          550            -

Net (loss) for the year
  ended December 31, 1998             -          -            -         (550)
                              ---------- ---------- ------------ ------------

Balance - December 31, 1998     300,000        300       19,350         (550)

Issuance of shares for cash
 at $0.0996 per share           652,000        652       64,348            -

Capital Contributions                 -          -        6,000            -

Net (loss) for the year
 ended December 31, 1999              -          -            -      (27,794)
                              ---------- ---------- ------------ ------------

Balance - December 31, 1999     952,000        952       89,698      (28,344)

Cancellation of shares in
 connection with spin-off
 of Assets and Liabilities
 of the Company                (150,000)      (150)     (62,156)           -

Issuance of shares for
 services at $.25 per share      20,000         20        4,980            -

Issuance of shares for
 services at $.536 per share     28,000         28       14,972            -

Net (loss) for the year
 ended December 31, 2000              -          -            -      (21,345)
                              ---------- ---------- ------------ ------------

Balance - December 31, 2000     850,000  $     850  $    47,494  $   (49,689)
                              ========== ========== ============ ============



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

                                     -7-

<PAGE> 19


                         Globalwise Investments, Inc.
                         (A Development Stage Company)
                           Statements of Cash Flows

                                                               From
                                                               Inception on
                                      For the Years Ended      October 3, 1997
                                          December 31,         Through
                                    -------------------------  December 31,
                                       2000         1999       2000
                                    ------------ ------------- --------------
Cash Flows From Operating Activities

  Net loss                          $   (21,345) $    (27,794) $     (49,689)
  Less non-cash items:
  Capital contributions-expenses              -         6,000          6,550
  Stock issued for services              20,000             -         20,000
   (Increase) decrease in inventory           -       (21,744)       (21,744)
   Increase (decrease) in accounts
    payable                               1,345           599          1,944
                                    ------------ ------------- --------------
     Net Cash Provided (Used) by
      Operating Activities                    -       (42,939)       (42,939)
                                    ------------ ------------- --------------

Cash Flows from Investing Activities
  Purchase of equipment                       -       (20,530)       (20,530)
  Loss of cash in spin-off               (1,531)            -         (1,531)
                                    ------------ ------------- --------------
     Net Cash Provided (Used) by
      Investing Activities                    -       (20,530)       (22,061)
                                    ------------ ------------- --------------

Cash Flows from Financing Activities
  Proceeds from stock issuance                -        65,000         65,000
                                    ------------ ------------- --------------
     Net Cash Provided (Used) by
      Financing Activities                    -        65,000         65,000
                                    ------------ ------------- --------------

    Increase (Decrease) in Cash               -         1,531              -
                                    ------------ ------------- --------------
Cash and Cash Equivalents at
 Beginning of Period                      1,531             -              -
                                    ------------ ------------- --------------
Cash and Cash Equivalents at
 End of Period                      $         -  $      1,531  $           -
                                    ============ ============= ==============

Supplemental Non-Cash Financing Transactions:

   Stock issued for services        $    20,000  $          -  $           -
Cash paid for:
   Interest                         $         -  $          -  $           -
   Income taxes                     $         -  $          -  $           -


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

                                     -8-
<PAGE> 20



                         Globalwise Investments, Inc.
                        (A Development Stage Company)
                      Notes to the Financial Statements
                          December 31, 2000 and 1999


NOTE 1 - Summary Of Significant Accounting Policies

     a.     Organization

          Globalwise Investments, Inc. (the Company) was organized under the
laws of the state of Utah on October 3, 1997.  The Company was organized for
the purpose of engaging in the confectionary vending machine business.

     b.     Recognition of Revenue

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

     c.     Earnings (Loss) Per Share


                                       Income (loss) Shares       Per-share
                                      (Numerator)   (Denominator) Amount
                                      ------------- ------------- ------------
For the year ended December 31, 2000
  Income (loss) from operations
    Basic EPS                         $    (21,345)
                                      -------------
    Income (loss) to common
     stockholders                     $    (21,345)      848,933  $    (0.03)
                                      ============= ============= ============
For the year ended December 31, 1999
  Income (loss) from operations
    Basic EPS                         $    (27,794)
                                      -------------
    Income (loss) to common
      stockholders                    $    (27,794)      625,000  $    (0.04)
                                      ============= ============= ============

From inception on October 3, 1997 to December 31, 2000
  Income (loss) from operations
    Basic EPS                         $    (49,689)
                                      -------------
    Income (loss) to common
      stockholders                    $    (49,689)      586,663  $    (0.08)
                                      ============= ============= ============

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

                                     -9-
<PAGE> 21


                         Globalwise Investments, Inc.
                        (A Development Stage Company)
                      Notes to the Financial Statements
                          December 31, 2000 and 1999


NOTE 1 - Summary Of Significant Accounting Policies (continued)

     d.     Cash and Cash Equivalents

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

     e.     Provision for Income Taxes

          No provision for income taxes have been recorded due to net
operating loss carryforwards totaling approximately $49,689 that will be
offset against future taxable income.  These NOL carryforwards will begin to
expire in the year 2019.  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 asset and the valuation account is as follows at
December 31, 2000 and  1999:



                                              December 31,   December 31,
                                                 2000            1999
                                             -------------- -------------
Deferred tax asset:
    NOL carryforward                         $      15,900  $      9,600
    Valuation allowance                            (15,900)       (9,600)
                                             -------------- -------------
                                             $           -  $          -
                                             ============== =============
     f.  Inventory

         The inventory presented at December 31, 1999 consists of
confectionary items for  sale, contained in the vending machines outlined
below.

     g.  Equipment

         The equipment consists of confectionary vending machines located in
several  locations within Salt Lake County, Utah.  The machines were put into
service during  January 2000 and were to be depreciated over seven years using
the straight line method.  However, the Company exchanged the equipment for
common stock (see Note 3) and has no equipment at December 31, 2000.

     h.  Use of estimates

         The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and

                                     -10-

<PAGE> 22

                         Globalwise Investments, Inc.
                        (A Development Stage Company)
                      Notes to the Financial Statements
                          December 31, 2000 and 1999


NOTE 1 - Summary of Significant Accounting Policies (continued)

liabilities at the date of the financial statement and the reported amounts of
revenues and expenses during the reporting period.  Actual results could
differ from those estimates.

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 for the past several years 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 find an operating company to merge with, thus creating
necessary operating revenue.

NOTE 3 - Spin-off

         In March 2000, the Company exchanged all of its assets and
liabilities for 150,000 shares of its previously issued common stock.  The
shares were subsequently canceled.

NOTE 4 - 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 searching for a business operation
with which to merge, or assets to acquire, in order to generate significant
operations.


                                     -11-








<PAGE> 23