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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-KSB

  Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act
                                    of 1934

                        Commission file number: 000-32249

                          CYBER PUBLIC RELATIONS, INC.
        (Exact name of small business issuer as specified in its charter)

              Florida                                      98-0222013
(State or other jurisdiction of                (IRS Employee Identification No.)
 incorporation or organization)

                      8260 Ryan Road, Richmond, BC, V7A 2E5
                    (Address of principal executive offices)

                                 (604) 277-2816
                           (Issuer's telephone number)

Securities Registered pursuant to section 12(g) of the Act:   None

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 and 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 pursuant to Item 405 of Regulation S-B
is not contained in this form, and no disclosure will be contained, to the best
of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB.  [ X ]

State issuer's revenues for its most recent fiscal year. $198

Aggregate market value of the voting stock held by non-affiliates of the
registrant as of December 31, 2000. $0

Number of outstanding shares of the registrant's par value $0.001 common stock,
as of December 31, 2001. 2,199,000

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                          CYBER PUBLIC RELATIONS, INC.
                                   FORM 10-KSB
                                      INDEX

                                                                            Page
                                     Part I

Item 1.    Business............................................................3

Item 2.    Properties..........................................................7

Item 3.    Legal Proceedings...................................................8

Item 4.    Submission of Matters of a Vote of Security Holders.................8

                                  Part II

Item 5.    Market for Registrant's Common Equity and Related Stockholder
           Matters.............................................................8

Item 6.    Management's Discussion and Analysis of Financial
           Condition and Results of Operation..................................9

Item 7.    Financial Statements and Supplementary Data........................17

Item 8.    Changes in and Disagreements with Accountants on
           Accounting and Financial Disclosure................................17

                                 Part III

Item 9.    Directors and Executive Officers of the Registrant.................18

Item 10.   Executive Compensation.............................................19

Item 11.   Security Ownership of Certain Beneficial Owners and Management.....20

Item 12.   Certain Relationships and Related Transactions.....................20

                                  Part IV

Item 13.   Exhibits, Financial Statement Schedule and Reports on Form 8-K.....20

Signatures ...................................................................22

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                                     Part I

ITEM 1.  BUSINESS

When used in this Form 10-KSB, the words "expects," "anticipates," "estimates"
and similar expressions are intended to identify forward-looking statements.
Such statements are subject to risks and uncertainties, including those set
forth below under "Risks and Uncertainties," that could cause actual results to
differ materially from those projected. These forward-looking statements speak
only as of the date hereof. The Company expressly disclaims any obligation or
undertaking to release publicly any updates or revisions to any forward-looking
statements contained herein to reflect any change in the Company's expectations
with regard thereto or any change in events, conditions or circumstances on
which any statement is based. This discussion should be read together with the
financial statements and other financial information included in this Form
10-KSB.

General
-------

Cyber Public Relations, Inc. (hereinafter "The Company"), a development stage
company, was incorporated on June 29, 1998 under the laws of the State of
Florida. Its Articles of Incorporation provided for authorized capital of one
hundred and ten million (110,000,000) shares of which one hundred million
(100,000,000) are $0.001 par value Common Stock and ten million (10,000,000) are
$0.001 par value preferred stock.

The Company was formed for the purpose of providing internet electronic commerce
("E-commerce") consulting services to small and medium size businesses. The
Company is currently doing business on the Internet under the name Galaxyblue
Jewelry (www.galaxyblue.com).

There have been no bankruptcy, receiverships, or similar proceedings by or
against the Company. There has been no material reclassification, merger,
consolidation, or purchase or sale of any significant asset(s).

The Company's principal executive offices are located at: 8260 Ryan Road,
Richmond, BC, V7A 2E5.

Business Development
--------------------

Though in its developmental stage, the Company has refined a business model that
will provide complete E-commerce solutions to small and medium sized businesses.
The Company has divided its operations into two divisions:

         1.       Product Development (in-house and via acquisitions)
         2.       Consulting and Hosting Services

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Product Development Division
----------------------------

The Company is currently doing business over the Internet as Galaxyblue Jewelry
(www.galaxyblue.com), and intends to acquire and develop additional
complementary and other products to sell online.

Galaxyblue is the Company's first product development project. It is a small
business enterprise selling hand made jewelry (rings, bracelets, hair clips,
necklaces, etc.) over the Internet. Galaxyblue's catalogue includes over 75
products and is available to the public both online and via regular mail. The
Company has developed an online cartoon character spokesperson and an
interactive website that it intends to evolve into an electronic magazine.

By taking small businesses such as Galaxyblue and applying E-commerce
applications to its business strategy, the Company has created both a marketing
tool for its Consulting Division, and a source of revenue for the Company.

The Company intends to continue to acquire and develop small businesses like
Galaxyblue to add to its product development portfolio. The Company believes the
revenues it will be able to generate from the Product Development Division will
help sustain the Company while it identifies its target markets and prepares
financing for the launch of its Consulting Division.

Consulting and Hosting Services Division
----------------------------------------

The Company plans to provide a combination of consulting and related services to
small and medium size businesses enabling them to effectively engage in
E-commerce. The Company will design websites and implement electronic commerce
applications for their customers' Internet websites, with the primary focus
being online shopping and business-to-business trade via the Internet.

The Company's consulting services are expected to include:

         o        Complete design, construction, and/or enhancement of virtual
                  web pages.
         o        Virtual web page hosting for each of the businesses.
         o        Combination of virtual web page construction and hosting
                  operations that create an effective electronic commerce
                  platform.
         o        Continue the business relationship with each client by
                  providing updates, edits, refitting, and promoting product
                  lines, as well as continued expanding services as the clients'
                  business grows, or changes in E-commerce occur.

As different industries and businesses may require different levels of
assistance, the Company plans to maintain its focus on customer service with
each client on an individual basis. In providing its host of E-commerce services
to small and medium size businesses, the Company will specifically focus on the
clients' industry requirements and take into account Internet law/regulations,
privacy and general security on the Internet, secure transactions, and digital
authentication, as well as Internet marketing concepts and strategies.

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The Company has based its business model on the belief that E-commerce, via the
Internet, has reached a stage at which both suppliers and buyers are equipped to
execute transactions on-line, on a consistent basis, with the volume necessary
to conduct a viable business environment. In addition, the market has produced
hardware and application software that now allows users to conduct E-commerce
transactions with relative ease while importantly maintaining effective measures
of security. The Company believes consumers have been adequately educated to
navigate the World-Wide-Web (Internet) and now, in general, feel comfortable
shopping on-line for a wide variety of goods and services. These developments
have opened the door for businesses, including this Company, to begin plying
their trade via the Internet.

Marketing Strategy
------------------

The Company plans to use ad banners, links, and other internet advertising
strategies, in addition to traditional magazine and direct mail advertising, to
drive customers to their Galaxyblue website and to create brand recognition.
Cyber Public Relations intends to create a web ring, connecting all the sites in
the Company's product development portfolio, thereby increasing the potential
customer base of each individual website. The success of the Company's web ring
will be used as a model to assist in marketing the Company's consulting
services.

The Company has developed a three-phase plan for marketing fully functional
E-commerce consulting services once this division is ready to be launched. The
service will be targeted to small to medium size companies looking to sell their
products and/or services over the Internet. In its first phase of marketing, the
Company will focus on defined markets within the Northwestern United States and
Southwestern Canada. The Company believes that by staying in defined areas,
while in the first phase of marketing, it will increase the potential to build
up a loyal clientele. In addition, it will allow the Company to create a strong
reputation by providing personal and accessible service to each business,
thereby further promoting the Company's success. The Company will be able to
better gauge advertising success by initially operating within these defined
areas. The second phase of marketing will likely include advertising and
promotion to expand throughout the Northwestern United States and Southwestern
Canada region. If, and when, it becomes successful with its second phase of
marketing, the Company may initiate the third phase of marketing sales that will
look to expand its presence across North America, Canada, and even possibly into
international sales.

The specific sales targets of the Company's marketing campaign will include
small to medium size businesses within the following sectors; retail goods and
services, light industry (for order placements and confirmations), industry
support services (i.e. travel insurance, real estate tracking, trade services)
as well as Internet advertisement providers. The Company believes targeting this
market will be beneficial since the majority of the potential client base (small
to medium size companies) have already identified the need for E-commerce
solutions, but for a variety of reasons have not set up their company on the
Internet, or have only at most set up a web-page, but have little else.
Throughout its marketing campaign, the Company will focus on potential clients
that have an understanding or are willing to learn more about the potential the
Internet can provide. Marketing the cost of providing an E-commerce solution to
potential clients, within the targeted market, will be accomplished by examining
earnings potential with fully functional E-commerce operations as provided by
the Company and the investment required by the client to render the services.

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Competition
-----------

Competition directly impacting the Company's business model may include, but not
be limited to, companies already established as computer consulting firms,
Internet service providers, web designers and hosting companies, as well as
independent software consultants and engineers. Some of the largest competitors
in the industry include the likes of Amazon.com, Broadvision, Inc., Sterling
Commerce, Harbinger Corp., Microsoft, Peoplesoft, and USWeb Corp. These are only
a few of the companies involved in E-commerce operations, and the Company
recognizes several others that are already established, or are strategically
positioning themselves to enter the marketplace of E-commerce. With this
knowledge, the Company has directed its business model to effectively market
their services to small to medium size businesses, thereby positioning the
Company just below the larger competitors in the marketplace. The Company
believes the strategic advantage this provides is the ability to promote the
Company's business model, while providing flexibility and personal service no
matter what the client's industry sector or business may be.

Raw Materials
-------------

As Galaxyblue Jewelry, the Company relies on a number of different jewelry
findings suppliers to deliver component parts in a timely fashion. The Company
has not, in the past, had any problems with supply or deliverability of
materials. However, should one or more suppliers be unable to ship component
parts, the Company believes it would be able to compensate with alternative
suppliers without detriment to the normal business operations of Galaxyblue
Jewelry.

The Company does not rely on any one or more raw materials or raw material
suppliers for its other divisions.

Customers
---------

As Galaxyblue Jewelry, the Company has relied primarily on one customer, Hills
of Kerrisdale, for the majority of its sales. The Company hopes to diversify
it's customer base by increasing online sales, thereby decreasing the Company's
dependence on its current major customer.

In the Company's other area of business, e-commerce solutions consulting
services, the Company currently does not rely on one or a few customers to
continue business nor does the Company believe such a dependency shall evolve in
the future.

Patents
-------

The Company has no patents, nor is it in the process of trying to obtain any
patents at this time.

                                       6


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Government Regulations
----------------------

The Company is not currently subject to direct federal, state, or local
regulation in the United States other than regulations applicable to businesses
generally or directly applicable to electronic commerce. However, because the
Internet is becoming increasingly popular, it is possible that a number of laws
and regulations may be adopted in the United States with respect to the
Internet. These laws may cover issues such as user privacy, freedom of
expression, pricing, content and quality of products and services, taxation,
advertising, intellectual property rights, and information security.
Furthermore, the growth of electronic commerce may prompt calls for more
stringent consumer protection laws. Several states have proposed legislation to
limit the use of personal user information gathered online or require online
services to establish privacy policies. The Federal Trade Commission has
indicated that it may propose legislation on this issue to Congress in the near
future and has initiated action against at least one online service regarding
the manner in which personal information was collected from users and provided
to third parties. The adoption of such a consumer protection law could create
uncertainty in Internet usage and reduce the demand for all products and
services. The Company does not provide customer information to third parties
and, therefore, does not anticipate any current or proposed legislation relating
to online privacy to directly affect its activities to a material extent.

The Company is not certain how its business may be affected by the application
of existing laws governing issues such as property ownership, copyrights,
encryption, and other intellectual property issues, taxation, libel, obscenity,
and export or import matters. The vast majority of those laws were adopted prior
to the advent of the Internet. As a result, they do not contemplate or address
the unique issues of the Internet and related technologies. Changes in laws
intended to address such issues could possibly create uncertainty in the
Internet marketplace. That uncertainty could reduce demand for the Company's
products or services or increase the cost of doing business as a result of
litigation costs or increased service delivery costs.

Employees
---------

Currently, the Company has no employees other than the principals. However,
additional staff will be added, as the success of the business demands it.


ITEM 2.  PROPERTIES

The Company is currently operating out of premises owned by the President's
father at 8260 Ryan Road, Richmond, B.C., V7A 2E5. The space is being used by
the Company free of charge. The Company believes these facilities will be
adequate for its current requirements.

The Company's future plans will likely require additional space as its business
plan progresses. If, and when, this should occur, the Company will look into
expansion via "satellite" offices into target markets that will be able to
financially support the additional office space and manpower required.

                                       7


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As of December 31, 2001, The Registrant had the following tangible assets.
(The amount is quoted in US Dollars)

(a)  Real Estate.                           None

(b)  Computer and Office Equipment          $0


ITEM 3.  LEGAL PROCEEDINGS

The Company is not, and does not anticipate being a party to any legal
proceedings in the foreseeable future.


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

No matters were submitted during the fiscal year covered by this report to a
vote of security holders of the Company, through the solicitation of proxies or
otherwise.


                                     Part II

ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

(a) The Company's Common Shares are not currently quoted. The Company is not
aware of any established trading market for its Common Stock nor is there any
record of any reported trades in the public market in recent years. The
Company's Common Stock has never traded in a public market.

If and when the Company's Common Stock is traded, most likely the shares will be
subject to the provisions of Section 15(g) and Rule 15g-9 of the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), commonly referred to as
the "penny stock" rule. Section 15(g) sets forth certain requirements for
transactions in penny stocks and Rule 15g-9(d)(1) incorporates the definition of
penny stock as that used in Rule 3a5l-l of the Exchange Act. The Commission
generally defines penny stock to be any equity security that has a market price
less than $5.00 per share, subject to certain exceptions. Rule 3a5l-l provides
that any equity security is considered to be a penny stock unless that security
is: registered and traded on a national securities exchange meeting specified
criteria set by the Commission; authorized for quotation on the NASDAQ Stock
Market; issued by a registered investment company; excluded from the definition
on the basis of price (at least $5.00 per share) or the issuer's net tangible
assets; or exempted from the definition by the Commission. If the Company's
shares are deemed to be a penny stock, trading in the shares will be subject to
additional sales practice requirements on broker-dealers who sell penny stocks
to persons other than established customers and accredited investors, generally
persons with assets in excess of $1,000,000 or annual income exceeding $200,000,
or $300,000 together with their spouse. For transactions covered by these rules,
broker-dealers must make a special suitability determination for the purchase of
such securities and must have received the purchaser's written consent to the
transaction prior to the purchase. Additionally, for any transaction involving a

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penny stock, unless exempt, the rules require the delivery, prior to the first
transaction, of a risk disclosure document relating to the penny stock market. A
broker-dealer also must disclose the commissions payable to both the
broker-dealer and the registered representative, and current quotations for the
securities. Finally, monthly statements must be sent disclosing recent price
information for the penny stocks held in the account and information on the
limited market in penny stocks. Consequently, these rules may restrict the
ability of broker dealers to trade and/or maintain a market in the Company's
Common Stock and may affect the ability of shareholders to sell their shares.

(b) As of December 31, 2001, the Company had approximately 27 shareholders of
record of the common stock.

(c) No dividends on outstanding common stock have been paid within the last two
fiscal years, and interim periods. The Company does not anticipate or intend
upon paying dividends for the foreseeable future.


ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

The following discussion contains forward-looking statements that are subject to
significant risks and uncertainties. There are several important factors that
could cause actual results to differ materially from historical results and
percentages and results anticipated by the forward-looking statements. The
Company has sought to identify the most significant risks to its business, but
cannot predict whether or to what extent any of such risks may be realized nor
can there be any assurance that the Company has identified all possible risks
that might arise. Investors should carefully consider all of such risks before
making an investment decision with respect to the Company's stock. In
particular, investors should refer to the section entitled, "Factors that May
Affect Future Results and Market Price of Stock".

The Company had an increase in cash used by operating activities of $7,105, from
$608 at the year ended December 31, 2000, to $7,713 at the current fiscal year
end. The Company also had an increase in cash provided by financing activities
(shareholder's loan) of $7660, from $174 at the year ended December 31, 2000, to
$7,834 at the current fiscal year end.

The Company had a net loss of $7,813 at the 2001 year end as compared to a net
loss of $1,391 at the 2000 year end. The increase in loss is due to an increase
in general and administrative expenses as the Company continues minimum
operations until additional financing can be achieved and full sales and
marketing operations can be launched.

At the fiscal year end the Company had $2,237 in current assets and current
liabilities of $8,652.

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Plan of Operation
-----------------

During the next twelve months, the Company's plans include the following:

         1.       Testing the Company's business model by applying and
                  implementing e-commerce solutions and marketing strategies to
                  Galaxyblue Jewelry.

         2.       Develop and refine its services and identify markets for these
                  services.

         3.       Research and acquire complementary online and e-commerce
                  related businesses

Results of Operations
---------------------

The Company completed the design of a website, www.galaxyblue.com, as the first
step towards testing its E-commerce business model.

Galaxyblue Jewelry consists of necklaces, hairclips, bracelets and rings made by
hand from nickel plated brass findings adorned with genuine Swarovski Austrian
crystals. The products are targeted towards females age 16 to 35, with
individual pieces ranging in price from $20 to $200. The Jewelry business was
started in 1998 and since that time has earned modest revenues from sales, but
has yet to make a profit. The Company designed and implemented a fully
functional, interactive website of Galaxyblue's jewelry products. The Company
has also designed and developed Shred Betty, Galaxyblue's virtual spokesperson
whom the Company plans to use to create brand recognition.

The Company believes small businesses like Galaxyblue Jewelry will be their
target market once consulting operations are launched. It is the Company's
strategy in the next twelve months to make galaxyblue.com a successful
E-commerce website that can be shown to potential clients as an example of the
E-commerce solutions the Company will be able to provide. The Company also plans
to seek out, acquire and develop websites for complementary products that it can
add to its Product Development/Marketing portfolio.

In addition to providing a marketing tool for the Company as it seeks to
identify markets and clients, the Company believes Galaxyblue Jewelry will
provide a modest source of revenue.

Future Operations
-----------------

In the next twelve months, the Company plans to add to its product development
portfolio by seeking out small businesses with products complementary to
Galaxyblue's product offerings to acquire; and to develop such small business
ideas and products in house. The Company plans to create a web ring of
complementary, interconnected, fully functional e-commerce websites; building
brand recognition and a proven reputation.

The Company also plans to continue its market research into identifying the
target markets and a potential clientele for its Consulting Services Division. A
full launch of this division will depend upon the success of the Company's
product development division. The Company plans to use the success of this
division as a key part of a marketing strategy to launch the Company's
Consulting Services.

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Because the Company remains essentially a start-up development company with
limited capital resources, it may be necessary for the President to either
advance funds to the Company, or to accrue expenses until such time as an
additional financing can be made. Management intends to hold expenses to a
minimum and to obtain services on a contingency basis when possible until the
Company's product development and marketing reaches a point when additional
financing will be possible. Further, the Company's President and sole Director
will defer any cash compensation until such time as the Company begins to earn
revenues from operations. The Company does anticipate immediate, although modest
revenues from operations from its Galaxyblue website.

It is clear to the Company that present funding is not sufficient for the full
launch of its consulting services operations, and that it must interest
investors in one or more secondary capital formation programs before it can
launch this area of its business strategy.

Management is now engaged in evaluating the feasibility of further limited
offerings or private placements, whether to develop a program for investors
involving royalties or profit participation in actual product sales, with
investments tied to specific products, or whether to attempt to register
securities for sale, pursuant to Section 5 of the Securities Act of 1933. It is
the conclusion of management that significant additional capital formation is
necessary to fully launch operations successfully.

The Company does not intend to use any employees, with the possible exception of
part-time clerical assistance on an as-needed basis, until the Company begins to
earn revenues from operations. Outside advisors or consultants will be used only
if they can be obtained for a minimal cost or on a deferred payment basis.
Management is confident that it will be able to operate in this manner as it
continues to develop its business during the next twelve months.

Cash requirements and need for additional funds
-----------------------------------------------

The Company anticipates no substantial cash requirements for the next twelve
months. It is the opinion of management that $100,000 would be required to
launch operations in the next twelve months, although this is highly dependent
on the success of the Company's initial product development and acquisition
strategies.

The Company believes it can sustain operations for the next twelve months,
including compliance with all reporting requirements by maintaining its self
sufficiency, and by relying on the President to advance funds to the Company
until revenues that can sustain operations can be achieved. The Company does not
believe substantial funds will be required until it is ready to launch the
operation of its Internet Consulting marketing strategy. Required management,
legal and professional services for the next twelve months are believed capable
of being secured for deferred payment or payment in new investment shares of
common stock. The exception to the previous statement is that the Company's
Auditor cannot lawfully or properly be compensated otherwise than by payment for
services in cash as billed by such independent auditor. This cash requirement is
foreseen to be not less than $4,000.00 nor more than $10,000.00 during the next

                                       11


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twelve months. This minimal funding will be obtained by borrowing, possibly with
a guarantee from its officers, directors or principal shareholder. There is no
assurance possible that even these minimal requirements for cash can be met. The
failure to maintain current auditing of the corporate affairs would result in
the failure to meet the Company's intention to file periodic reports,
voluntarily or otherwise, at the close of its next fiscal year. The expenses of
its audit, legal and professional requirements, may be advanced by management.
No significant cash or funds are required for Management to evaluate possible
transactions. No such activity is expected for at least the next six months.

While the Company has disclosed the results of such a contingency, it does not
anticipate any such contingency upon which the Company would voluntarily cease
filing reports with the SEC, even though it might cease to be required to do so
under current rules. It is in the Company's compelling interest to be a
reporting company and to report its affairs quarterly, annually and currently,
as the case may be, generally to provide accessible public information to
interested parties, and also specifically to maintain its qualification for the
OTCBB, if and when the Registrant's intended application for submission is
effective. Capital formation programs cannot be approached responsibly without
maintenance of the Company's reporting status.

Discussion and Analysis of Financial Condition
----------------------------------------------

OPERATIONS AND RESULTS FOR THE PAST TWO FISCAL YEARS: The Company was
incorporated on June 28, 1998 and has yet to launch operations. Activity during
the past year has been confined to testing the viability of the Company's
business model and the identification of markets and development of products.

FUTURE PROSPECTS: The Company is unable to predict when it may launch intended
operations, or failing to do so, when and if it may elect to participate in a
business acquisition opportunity. The reason for this uncertainty arises from
its limited resources, and competitive disadvantage to other public or
semi-public issuers, and new uncertainties about compliance with NASD
requirements for trading on the OTCBB. Notwithstanding the conditions, the
Company expects to develop a capital formation strategy and launch operations
during the next twelve to eighteen months, if the Company can effect quotation
of its common stock on the OTCBB.

REVERSE ACQUISITION CANDIDATE: The Company is not currently searching for a
profitable business opportunity. This contingency is disclosed for the
possibility that the Company's intended business might fail. The Company is not
presently a reverse acquisition candidate. Should the Company's business fail,
management does not believe the Company would be able to effectively, under
current laws and regulations, attract capital, and would be required to seek
such an acquisition to achieve profitability for shareholders.

Factors That May Affect Future Results and Market Price of Stock.
-----------------------------------------------------------------

The business of the Company involves a number of risks and uncertainties that
could cause actual results to differ materially from results projected in any
forward-looking statement, or statements, made in this report. These risks and
uncertainties include, but are not necessarily limited to the risks set forth
below. The Company's securities are speculative and investment in the Company's
securities involves a high degree of risk and the possibility that the investor
will suffer the loss of the entire amount invested.

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NO OPERATING HISTORY; POTENTIAL OF INCREASED EXPENSES.

The Company was organized in 1998, and has no operating history upon which an
evaluation of its business and prospects can be based.

There can be no assurance that the Company will be profitable on a quarterly or
annual basis. In addition, as the Company expands its business network and
marketing operations it will likely need to increase its operating expenses,
broaden its customer support capabilities, and increase its administrative
resources.

POSSIBLE NEED FOR ADDITIONAL FINANCING.

It is possible that revenues from the Company's operations may not be sufficient
to finance its initial operating cost to reach breakeven. If this were to occur,
the Company would need to raise or find additional capital. While the Company
expects to be able to meet its financial obligations for approximately the next
twelve months, there is no assurance that, after such period, the Company will
be operating profitably. If they are not, there can be no assurance that any
required capital will be obtained on terms favorable to the Company. Failure to
obtain adequate additional capital on favorable terms could result in
significant delays in the expansion of new services and market share and could
even result in the substantial curtailment of existing operations and services
to clients.

UNPREDICTABILITY OF FUTURE REVENUES; POTENTIAL FLUCTUATIONS IN QUARTERLY
RESULTS.

As a result of the Company's lack of operating history and the emerging nature
of the market in which it competes, the Company is unable to forecast its
revenues accurately. The Company's current and future expense levels are based
largely on its investment/operating plans and estimates of future revenue and
are to a large extent based on the Company's own estimates. Sales and operating
results generally depend on the volume of, timing of, and ability to obtain
customers, orders for services received, and revenues therefrom generated. These
are, by their nature, difficult at best to forecast. The Company may be unable
to adjust spending in a timely manner to compensate for any unexpected revenue
shortfall or delay. Accordingly, any significant shortfall or delay in revenue
in relation to the Company's planned expenditures would have an immediate
adverse affect on the Company's business, financial condition, and results of
operations. Further, in response to changes in the competitive environment, the
Company may from time to time make certain pricing, service, or marketing
decisions that could have a material adverse effect on the Company's business,
financial condition, operating results, and cash flows.

                                       13


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DEVELOPING MARKET; ACCEPTANCE OF THE INTERNET AS A MEDIUM FOR COMMERCE JUST NOW
BEING PROVEN.

The Company's long-term viability is substantially dependent upon the continued
widespread acceptance and use of the Internet as a medium for business commerce,
in terms of the sales of both products and services to businesses and
individuals. The use of the Internet as a means of business sales and commerce
has only recently reached a point where many companies are making reasonable
profits from their endeavors therein, and there can be no assurance that this
trend will continue. The Internet has experienced, and is expected to continue
to experience, significant growth in the number of users and amount of traffic.
There can be no assurance that the Internet infrastructure will continue to be
able to support the demands placed on it by this continued growth. In addition,
delays in the development or adoption of new standards and protocols to handle
increased levels of Internet activity or increased governmental regulation could
slow or stop the growth of the Internet as a viable medium for business
commerce. Moreover, critical issues concerning the commercial use of the
Internet (including security, reliability, accessibility and quality of service)
remain unresolved and may adversely affect the growth of Internet use or the
attractiveness of its use for business commerce. The failure of the necessary
infrastructure to further develop in a timely manner, or the failure of the
Internet to continue to develop rapidly as a valid medium for business would
have a material adverse effect on the Company's business, financial condition,
operating results, and cash flows.

UNPROVEN ACCEPTANCE OF THE COMPANY'S SERVICES AND/OR PRODUCTS.

The Company is still in its development stage. As a result, it does not know
with any certainty whether its services and/or products will be accepted within
the business marketplace. If the Company's services and/or products prove to be
unsuccessful within the marketplace, or if the Company fails to attain market
acceptance, it could materially adversely affect the Company's financial
condition, operating results, and cash flows.

DEPENDENCE ON KEY PERSONNEL.

The Company's performance and operating results are substantially dependent on
the continued service and performance of its officer and directors. The Company
intends to hire additional technical, sales, and other personnel as they move
forward with their business model. Competition for such personnel is intense,
and there can be no assurance that the Company can retain its key technical
employees, or that it will be able to attract or retain highly qualified
technical and managerial personnel in the future. The loss of the services of
any of the Company's key employees or the inability to attract and retain the
necessary technical, sales, and other personnel could have a material adverse
effect upon the Company's business, financial condition, operating results, and
cash flows. The Company does not currently maintain "key man" insurance for any
of its key employees.

LIABILITY FOR INFORMATION DISPLAYED ON THE COMPANY'S INTERNET WEB SITES.

The Company may be subjected to claims for defamation, negligence, copyright, or
trademark infringement and various other claims relating to the nature and
content of materials it publishes on its Internet Web site, or those set up for
its clients. These types of claims have been brought, sometimes successfully,
against online businesses in the past. The Company could also face claims based
on the content that is accessible from its own, or its clients', Internet Web
sites through links to other Web sites.

                                       14


<PAGE>

DEPENDENCE ON CONTINUED GROWTH IN USE OF THE INTERNET.

The success of the Company's business depends, in part, on
continued acceptance and growth in the use of the Internet for business commerce
and would suffer if Internet usage does not continue to grow. Internet usage may
be inhibited for a number of reasons, such as:

o        Inadequate network infrastructure.
o        Security concerns.
o        Inconsistent quality of service.
o        Lack of available cost-effective, high-speed service.
o        The adoption of new standards or protocols for the Internet.
o        Changes or increases in government regulation.

Online companies have experienced interruptions in their services as a result of
outages and other delays occurring due to problems with the Internet network
infrastructure, disruptions in Internet access provided by third-party providers
or failure of third party providers to handle higher volumes of user traffic. If
Internet usage grows, the Internet infrastructure or third-party service
providers may be unable to support the increased demands which may result in a
decline of performance, reliability or ability to access the Internet. If
outages or delays frequently occur in the future, Internet usage, as well as
usage of the Company's Internet Web-sites, could grow more slowly or
decline.

RELIANCE ON OTHER THIRD PARTIES.

The Company's and its clients' operations may depend, to a significant degree,
on a number of other third parties, including but not limited to ISPs. The
Company has no effective control over these third parties and no long-term
contractual relationships with any of them. From time to time, the Company
and/or its clients could experience temporary interruptions in their Internet
Web-site connections and related communications access. Continuous or prolonged
interruptions in the Internet Web-site connections or communications access
would have a material adverse effect on the Company's business, financial
condition and results of operations. Most agreements with ISPs place certain
limits on a company's ability to obtain damages from the service providers for
failure to maintain the company's connection to the Internet.

COMPETITION.

The E-commerce solutions market in which the Company will operate is very
competitive. Many competitors have substantially greater, financial, technical,
marketing, and distribution resources than the Company.

                                       15


<PAGE>

In the all its markets, the Company competes against a large number of companies
of varying sizes and resources. There are an increasing number of competitive
services and products offered by a growing number of companies. Increased
competition in any service or product area may result in a loss of a client,
reduction in sales revenue, or additional price competition, any of which could
have a material adverse effect on the Company's operating results. In addition,
existing competitors may continue to broaden their service and/or product lines
and other potential competitors may enter or increase their presence in the
E-commerce, resulting in greater competition for the Company.

Most of the Company's current and potential competitors have substantially
longer operating histories, larger customer bases, greater name and service
recognition, and significantly greater financial, marketing, and other resources
than the Company. In addition, competitors may be acquired by, receive
investments from or enter into other commercial relationships with larger, well-
established and well-financed companies as the use of the Internet and other
online services increases. Many of the Company's competitors may be able to
respond more quickly to changes in customer preferences/needs, devote greater
resources to marketing and promotional campaigns, adopt more aggressive pricing
policies and devote substantially more resources to Internet site and systems
development than the Company.

It is possible that new competitors or alliances among competitors may emerge
and rapidly acquire market share. Increased competition may result in reduced
operating margins and/or loss of market share, either of which could materially
adversely affect the Company's business, results of operations and financial
condition. There can be no assurance that the Company will be able to compete
successfully against current or future competitors or alliances of such
competitors, or that competitive pressures faced by the Company will not
materially adversely affect its business, financial condition, operating results
and cash flows.

RISKS OF POTENTIAL GOVERNMENT REGULATION AND OTHER LEGAL UNCERTAINTIES RELATING
TO THE INTERNET.

The Company is not currently subject to direct federal, state, or local
regulation in the United States and Canada other than regulations applicable to
businesses generally or directly applicable to electronic commerce. However,
because the Internet is becoming increasingly popular, it is possible that a
number of laws and regulations may be adopted with respect to the Internet.
These laws may cover issues such as user privacy, freedom of expression,
pricing, content, and quality of products and services, taxation, advertising,
intellectual property rights and information security. Furthermore, the growth
of electronic commerce may prompt calls for more stringent consumer protection
laws. The adoption of such consumer protection laws could create uncertainty in
Internet usage and reduce the demand for all products and services.

In addition, the Company is not certain how its business may be affected by the
application of existing laws governing issues such as property ownership,
copyrights, encryption, and other intellectual property issues, taxation, libel,
obscenity, and export or import matters. It is possible that future applications
of these laws to the Company's business could reduce demand for its products and
services or increase the cost of doing business as a result of litigation costs
or increased service delivery costs.

                                       16


<PAGE>

Because the Company's services will likely be available over the Internet in
multiple states, and possibly foreign countries, other jurisdictions may claim
that the Company is required to qualify to do business and pay taxes in each
state or foreign country. The Company's failure to qualify in other
jurisdictions when it is required to do so could subject the Company to
penalties and could restrict the Company's ability to enforce contracts in those
jurisdictions. The application of laws or regulations from jurisdictions whose
laws do not currently apply to the Company's business may have a material
adverse affect on its business, results of operations and financial condition.

INTELLECTUAL PROPERTY RIGHTS.

As part of its confidentiality procedures, the Company expects to enter into
nondisclosure and confidentiality agreements with its key employees, and any
consultants and/or business partners and will limit access to and distribution
of its technology, documentation, and other proprietary information.

Despite the Company's efforts to protect any intellectual property rights it may
have, unauthorized third parties, including competitors, may from time to time
copy or reverse-engineer certain portions of the Company's technology and use
such information to create competitive services and/or products.

It is possible that the scope, validity, and/or enforceability of the Company's
intellectual property rights could be challenged by other parties, including
competitors. The results of such challenges before administrative bodies or
courts depend on many factors which cannot be accurately assessed at this time.
Unfavorable decisions by such administrative bodies or courts could have a
negative impact on the Company's intellectual property rights. Any such
challenges, whether with or without merit, could be time consuming, result in
costly litigation and diversion of resources, and cause service or product
delays. If such events should occur, the Company's business, operating results
and financial condition could be materially adversely affected.

ITEM 7.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The response to this Item is included as a separate Exhibit to this report.
Please see pages F-1 through F-10.


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

In connection with the audits of the most recent fiscal years and any interim
period preceding resignation, no disagreements exist with any former accountant
on any matter of accounting principles or procedure, which disagreements if not
resolved to the satisfaction of the former accountant would have caused them to
make reference in connection with their report to the subject matter of the
disagreement(s).

                                       17


<PAGE>

The principal accountant's report on the financial statements for any of the
past two years contained no adverse opinion or a disclaimer of opinion nor was
qualified as to uncertainty, audit scope or accounting principles.


                                    Part III

ITEM 9.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

(a) The following table furnishes the information concerning the Company's
directors and officers as of December 31, 2001. The directors of the Company are
elected every year and serve until their successors are elected and qualify.

Name                     Age           Title                         Term
------------------       ---           ------------------            ---------

Maria Trinh              34            President, Secretary,         Annual
                                       Treasurer and Director

The following table sets forth the portion of their time the Officers and
Directors devote to the Company:

Maria Trinh         50%

The term of office for each director is one (1) year, or until his/her successor
is elected at the Company's annual meeting and is qualified. The term of office
for each officer of the Company is at the pleasure of the board of directors.

The board of directors does not have a nominating committee. Therefore, the
selection of persons or election to the board of directors was neither
independently made nor negotiated at arm's length.

(b)      Identification of Certain Significant Employees.

Strategic matters and critical decisions are handled by the directors and
executive officers of the Company.

(c)      Family Relationships.              None

(d)      Business Experience.

The following is a brief account of the business experience during the past five
years of each director and executive officer of the Company, including principal
occupations and employment during that period and the name and principal
business of any corporation or other organization in which such occupation and
employment were carried on.

                                       18


<PAGE>

Maria Trinh graduated from the University of British Columbia with a Fine Arts
Degree in 1991. In 1995 she worked for Advanced Cultural Technologies, a
software development Company in Vancouver, B.C. For the past five years she has
been a free-lance artist, taking up jewelry design in early 1998 commensurate
with the founding of Galaxyblue Jewelry. As a small business owner, Ms. Trinh
saw the need and the potential in helping to bring e-commerce solutions to small
and medium sized businesses. Since the inception of the Company, Ms. Trinh has
been working on developing a viable E-commerce solutions business model.

(e)      Directors Compensation

Directors who are also officers of the Registrant receive no cash compensation
for services as a director.


ITEM 10. EXECUTIVE COMPENSATION

Section 16(a) of the Securities Exchange Act of 1934, as amended (The "Exchange
Act"), requires the Registrant's officers and directors, and persons who own
more than 10% of a registered class of the Registrant's equity securities, to
file reports of ownership and changes in ownership of equity securities of the
Registrant with the Securities and Exchange Commission and NASDAQ. Officers,
directors and greater-than 10% shareholders are required by the Securities and
Exchange Commission regulation to furnish the Registrant with copies of all
Section 16(a) that they file.

Some of the officers and directors of the Company will not devote more than a
portion of their time to the affairs of the Company. There will be occasions
when the time requirements of the Company's business conflict with the demands
of their other business and investment activities. Such conflict may require
that the company attempt to employ additional personnel. There is no assurance
that the services of such persons will be available or that they can be obtained
upon terms favorable to the Company.

EXECUTIVE COMPENSATION

(a)      Cash Compensation.

Compensation paid by the Company for all services provided up to December 31,
2001 to each of its executive officers

                                       19


<PAGE>
<TABLE>

                    SUMMARY COMPENSATION TABLE OF EXECUTIVES
<CAPTION>

                  Annual Compensation                       Long Term Compensation

(a)               (b)      (c)     (d)      (e)             (f)              (g)

Name and          Year     Salary  Bonus    Other           Restricted       Securities
Principal                  ($)     ($)      Annual          Stock            Underlying/
Position                                    Compensation    Awards           Options
                                            ($)             ($)              (#)

<S>               <C>      <C>     <C>      <C>             <C>              <C>
Maria Trinh       2001     0       0        0               0                0
President, Treasurer
Secretary and Director

</TABLE>

(h)      The Company has made no Long Term Compensation payouts (LTIP or other)


ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

a) Beneficial owners of five percent (5%) or greater, of the Company's common
stock: No preferred stock is outstanding at the date of this offering. The
following sets forth information with respect to ownership by holders of more
than five percent (5%) of the Registrant's common stock known by the Registrant
based upon 2,199,000 shares outstanding at December 31, 2001.

Title of       Name and Address of          Amount of Beneficial        Percent
Class          Beneficial Owner             Interest                    of Class
-----          ----------------             --------                    --------
Common         Maria Trinh                  2,000,000                   91%
               8260 Ryan Road
               Richmond, BC  V7A 2E5

b) The following sets forth information with respect to the Company's common
stock beneficially owned by each Officer and Director, and by all Directors and
Officers as a group, at December 31, 2001.

Title of       Name and Address of            Amount of                 Percent
Class          Beneficial Owner               Beneficial Interest       of Class
-----          ----------------               -------------------       --------
Common         Maria Trinh                      2,000,000                 91%
               8260 Ryan Road
               Richmond, BC  V7A 2E5

Total as a group                                2,000,000                 91%


ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

None.

                                     Part IV

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

a) Financial Statements and Schedules. The following financial statements and
schedules for the Company as of December 31, 2001 are filed as part of this
report.

                                       20


<PAGE>

         (1)      Financial statements of Cyber Public Relations, Inc.

                                                                            Page

Independent Auditor's Report for year ended December 31, 2001...............F-1

Balance Sheet at end of December 31, 2001...................................F-2

Statement of Losses for the years ended of December 31, 2001 and 2000
  and the period June 29, 1998 (date of inception) to December 31, 2001.....F-3

Statement of Deficiency in Stockholders' Equity for the years ended
  December 31,   2001 and 2000 and the period June 29, 1998
  (date of inception) to December 31, 2001...................................F-4

Statement of Cash Flows for the years ended December 31, 2001 and 2000 and
  the period June 29, 1998 (date of inception) to December 31, 2001.........F-5

Notes to Financial Statements...............................................F-6


         (2)      Financial Statement Schedules

All schedules are omitted because they are not applicable or the required
information is shown in the financial statements or notes thereto.

         (3)      Exhibits

The exhibits listed below are required by Item 601 of Regulation S-K. Each
management contract or compensatory plan or arrangement required to be filed as
an exhibit to this Form 10-K has been identified.

Exhibit
Number            Description of Document
------            -----------------------

3.1 (a)           Articles of Incorporation of the Registrant

3.2 (a)           By-laws of the Registrant

10.1 (b)          Merchant Agreement between the Registrant and PsiGate, dated
                  April 23, 2001

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

(a)      Included as an Exhibit to Cyber Public Relations, Inc.'s registration
         statement on Form 10-SB dated January 23, 2001

(b)      Included as an Exhibit to Cyber Public Relations, Inc.'s Form 10QSB
         dated August 14, 2001

b)       Reports on Form 8-K

The Company did not file any current reports on Form 8-K during the reporting
period.

                                       21


<PAGE>

                             STEFANOU & COMPANY, LLP
                          CERTIFIED PUBLIC ACCOUNTANTS
                                1360 Beverly Road
                                    Suite 305
                              McLean, VA 22101-3621
                                  703-448-9200
                                703-448-3515(fax)
                               mclean@stefanou.com

                                                                Philadelphia, PA
--------------------------------------------------------------------------------

               REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
               --------------------------------------------------

Board of Directors
Cyber Public Relations, Inc
Richmond, B.C.
Canada

We have audited the accompanying balance sheet of Cyber Public Relations, Inc,
(the "Company", a development stage company) as of December 31, 2001 and the
related statements of operations, deficiency in stockholders' equity, and cash
flows for the year 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 upon our audits. The Company's financial
statements as of December 31, 2000 were audited by another auditor whose report,
dated January 10, 2001, on those statements included an explanatory paragraph
that described the uncertainty regarding the Company's ability to continue as a
going concern.

We conducted our audit in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatements. 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 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 Cyber Public Relations, Inc
(development stage company) as of December 31, 2001 , and the results of its
operations and its cash flows for the year then ended , in conformity with
accounting principles generally accepted in the United States of America. We
express no opinion on the cumulative period from inception through December 31,
2001.

The accompanying financial statements have been prepared assuming the Company
will continue as a going concern. As discussed in Note H to the accompanying
financial statements, the Company is in the development stage and has incurred
substantial losses from the date of inception. This raises substantial doubt
about the Company's ability to continue as a going concern. The financial
statements do not include any adjustments that might result from the outcome of
this uncertainty.

                                                    /s/ STEFANOU & COMPANY, LLP
                                                    ---------------------------
                                                    Stefanou & Company, LLP
                                                    Certified Public Accountants

McLean, VA
March 15, 2002
                                       F-1


<PAGE>

                           CYBER PUBLIC RELATIONS, INC
                           (DEVELOPMENT STAGE COMPANY)
                                 BALANCE SHEETS
                                DECEMBER 31, 2001



                                ASSETS
                                ------
Current Assets:
   Cash                                                                $    256
   Inventory, at cost                                                     1,981
                                                                       ---------
     Total current assets                                              $  2,237
                                                                       =========

                             LIABILITIES
                             -----------
Current Liabilities:
   Advances from officer                                                  8,652
                                                                       ---------
     Total current liabilities                                            8,652

                 DEFICIENCY IN STOCKHOLDER'S EQUITY :
                 ------------------------------------

Preferred Stock, par value, $.001 per share; authorized 10,000,000 shares
None issued and outstanding at December 31, 2001                              -
Common Stock, par value, $.001 per share; authorized 100,000,000
shares;  2,199,000 issued and outstanding at December 31, 2001            2,199

Additional paid in capital                                               19,791
Accumulated deficit                                                     (28,406)
                                                                       ---------

     Deficiency in stockholder's equity                                  (6,416)
                                                                       ---------
                                                                       $  2,236
                                                                       =========



                 See accompanying notes to financial statements

                                       F-2


<PAGE>
<TABLE>

                                     CYBER PUBLIC RELATIONS, INC
                                     (DEVELOPMENT STAGE COMPANY)
                                         STATEMENT OF LOSSES
<CAPTION>


                                                                                     For the period from June
                                                                                         29, 1998 (date of
                                                                                         inception) through
                                                         2001          2000              December 31, 2001
                                                         ----          ----              ----------------
<S>                                                      <C>               <C>               <C>
Revenue:
     Sales                                               $       198       $       724       $     6,336
Costs and Expenses:
  General and administrative                                   8,011             2,115            34,742
                                                         -----------       -----------       -----------
    Total Operating Expenses                                   8,011             2,115            34,742
Loss from Operations                                          (7,813)           (1,391)          (28,406)
Income (taxes) benefit                                             -                 -                 -
                                                         -----------       -----------       -----------
Net Loss                                                 $    (7,813)      $    (1,391)      $   (28,406)
                                                         ===========       ===========       ===========
Loss per common share (basic and assuming dilution)      $     (0.00)      $     (0.00)      $     (0.01)
                                                         ===========       ===========       ===========
Weighted average common shares outstanding                 2,199,000         2,083,016         2,095,379

</TABLE>

                           See accompanying notes to financial statements

                                                 F-3


<PAGE>
<TABLE>

                                          CYBER PUBLIC RELATIONS, INC
                                          (DEVELOPMENT STAGE COMPANY)
                                STATEMENT OF DEFICIENCY IN STOCKHOLDER'S EQUITY
                  FOR THE PERIOD JUNE 29, 1998 (DATE OF INCEPTION) THROUGH DECEMBER 31, 2001
<CAPTION>

                                                                              Additional     Accumulated
                                             Common Shares   Stock Amount   Paid-in Capital    Deficit       Total
                                             -------------   ------------   ---------------    -------       -----
<S>                                           <C>            <C>            <C>              <C>           <C>
Common shares issued on July 5, 1998
in exchange of services
rendered valued at $.01 per share             2,000,000      $   2,000      $  18,000        $     -       $  20,000

Common shares issued on October 20, 1998
in exchange for debt
valued  at $.01 per share                        25,000             25            225              -             250

Common shares issued on October 20, 1998
for cash at $.01 per share                       24,000             24            216              -             240
Net loss                                              -              -              -        (20,569)        (20,569)
                                              ----------     ----------     ----------     ----------      ----------
Balance at December 31, 1998                  2,049,000          2,049         18,441        (20,569)            (79)
Net income                                                                                     1,367           1,367
                                              ----------     ----------     ----------     ----------      ----------
Balance at December 31, 1999                  20,49,000          2,049         18,441        (19,202)          1,288
Common shares issued on October 10, 2000
in exchange for services rendered valued
at $.01 per share                               150,000            150          1,350              -           1,500
Net loss                                              -              -              -         (1,391)         (1,391)
                                              ----------     ----------     ----------     ----------      ----------
Balance at December 31, 2000                  2,199,000          2,199         19,791        (20,593)          1,397
Net loss                                              -              -              -         (7,813)         (7,813)
                                              ----------     ----------     ----------     ----------      ----------
Balance at December 31, 2001                  2,199,000      $   2,199      $  19,791      $ (28,406)      $  (6,416)
                                              ==========     ==========     ==========     ==========      ==========
</TABLE>

                                See accompanying notes to financial statements

                                                 F-4


<PAGE>
<TABLE>

                                CYBER PUBLIC RELATIONS, INC
                                (DEVELOPMENT STAGE COMPANY)
                                 STATEMENTS OF CASH FLOWS
<CAPTION>

                                                                              For the period from
                                                                              June 29, 1998 (date
                                                                             of inception) through
                                                        2001          2000     December 31, 2001
                                                        ----          ----     -----------------
<S>                                                     <C>            <C>            <C>
Cash Flows from operating activities:
  Net loss                                              $ (7,813)      $ (1,391)      $(28,406)
  Adjustments to reconcile net loss
     To net cash provided by operating activities:
     Common Stock issued in exchange for
      services rendered                                        -          1,500         21,500
     Common Stock issued in exchange for debt                  -              -            250

  Change in assets and liabilities:
     Inventory                                               100           (717)        (1,980)
                                                        ---------      ---------      ---------
  Net cash used by operating activities                   (7,713)          (608)        (8,636)

Cash Flows from investing activities:                          -              -              -

Cash Flows from financing activities:
   Issuance of common stock for cash                           -              -            240
   Advances from shareholder                               7,834            174          8,652
                                                        ---------      ---------      ---------
  Net cash provided by financing activities                7,834            174          8,892

Net increase (decrease) in cash                              121           (434)           256

Cash- beginning of period                                    135            569              -
                                                        ---------      ---------      ---------
Cash -end of period                                     $    256       $    135       $    256
                                                        =========      =========      =========
Supplemental Disclosures:
  Interest paid for the period                          $      -       $      -       $      -
  Income taxes paid for the period                             -              -              -
  Common stock issued in exchange of services                  -          1,500         21,500
  Common stock issued in exchange for debt                     -              -            250

</TABLE>


                      See accompanying notes to financial statements

                                       F-5


<PAGE>


                           CYBER PUBLIC RELATIONS, INC
                           (DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS


NOTE A - SUMMARY OF ACCOUNTING POLICIES

A summary of the significant accounting policies applied in the preparation of
the accompanying financial statements follows.

Business and Basis of Presentation
----------------------------------

Cyber Public Relations, Inc. (the "Company") was organized on June 29, 1998,
under the laws of the State of Florida. The Company is currently doing business
on the Internet under the name Galaxyblue  Jewelry and intends to acquire
and develop additional complementary and other products to sell online. The
Company also plans to provide a combination of consulting and related services
to small and medium size businesses enabling them to effectively engage in
E-commerce. The Company is in the development stage, as defined by Statement of
Financial Accounting Standards No. 7 ("SFAS 7"). To date, the Company has
incurred expenses and has sustained losses. Consequently, its operations are
subject to all the risks inherent in the establishment of a new business
enterprise. For the period from inception through December 31, 2001, the Company
has accumulated losses of $28,406.

Revenue Recognition
-------------------

The Company will follow a policy of recognizing income as revenue in the period
the services are provided and the products shipped.

Use of Estimates
----------------

The preparation of the financial statement in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect certain reported amounts and disclosures. Accordingly, actual results
could differ from those estimates.

Foreign Currency Translation
----------------------------

The Company translates the foreign currency financial statements in accordance
with the requirements of Statement of Financial Accounting Standards No. 52,
"Foreign Currency Translation." Assets and liabilities are translated at current
exchange rates, and related revenue and expenses are translated at average
exchange rates in effect during the period. Resulting translation adjustments
are recorded as a separate component in stockholders' equity. Foreign currency
translation gains and losses are included in the statement of operations.

Cash Equivalents
----------------

For the purpose of the accompanying financial statements, all highly liquid
investments with a maturity of three months or less are considered to be cash
equivalents.

Inventories
-----------

Inventories are stated at the lower of cost or market determined by the specific
identification method. Inventories consist of handmade costume jewelry and
related products available for sale to distributors and retailers. Components of
inventories as of December 31, 2001 are as follows:

         Finished Goods                                     $ 1,981
                                                            =======

                                       F-6


<PAGE>

                           CYBER PUBLIC RELATIONS, INC
                           (DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS


NOTE A - SUMMARY OF ACCOUNTING POLICIES (CONTINUED)

Impairment of Long-Lived Assets
-------------------------------

The Company has adopted Statement of Financial Accounting Standards No. 121
(`SFAS 121"). The Statement requires that long-lived assets and certain
identifiable intangibles held and used by the Company be reviewed for impairment
whenever events or changes in circumstances indicate that the carrying amount of
an asset may not be recoverable. SFAS 121 also requires assets to be disposed of
be reported at the lower of the carrying amount or the fair value less costs to
sell.

Income Taxes
------------

The Company has adopted Financial Accounting Standards No. 109 ("SFAS 109")
which requires the recognition of deferred tax liabilities and assets for the
expected future tax consequences of events that have been included in the
financial statement or tax returns. Under this method, deferred tax liabilities
and assets are determined based on the difference between financial statements
and the tax basis of assets and liabilities using enacted tax rates in effect
for the year in which the differences are expected to reverse. Temporary
differences between taxable income reported for financial reporting purposes and
income tax purposes are insignificant.

Research and Development
------------------------

Company sponsored research and development costs related to both present and
future products will be expended in the period incurred.

Advertising
-----------

The Company will follow a policy of charging the costs of advertising to
expenses incurred. The Company did not incur any advertising costs during the
years ended December 31, 2001 and 2000.

Comprehensive Income
--------------------

The Company does not have any items of comprehensive income in any of the
periods presented.

Segment Information
-------------------

The Company has adopted Statement of Financial Accounting Standards No. 131,
Disclosures about Segments of an Enterprise and Related Information ("SFAS 131")
in the year ended December 31, 2001. SFAS 131 establishes standards for
reporting information regarding operating segments in annual financial
statements and requires selected information for those segments to be presented
in interim financial reports issued to stockholders. SFAS 131 also establishes
standards for related disclosures about products and services and geographic
areas. Operating segments are identified as components of an enterprise about
which separate discrete financial information is available for evaluation by the
chief operating decision maker, or decision making group, in making decisions on
how to allocate resources and assess performance.

                                       F-7


<PAGE>

                           CYBER PUBLIC RELATIONS, INC
                           (DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS


NOTE A - SUMMARY OF ACCOUNTING POLICIES (CONTINUED)

Stock Based Compensation
------------------------

The Company accounts for stock transactions in accordance with APB Opinion 25,
"Accounting for Stock Issued to Employees". In accordance with Statement of
Financial Accounting Standards No. 123, "Accounting for Stock Based
Compensation". The Company has adopted the proforma disclosure requirements.

Net Loss Per Share
------------------

The Company has adopted Statement of Financial Accounting Standards No. 128,
"Earnings Per Share" ("SFAS 128"), specifying the computation, presentation and
disclosure requirements of earnings per share information. Basic earnings per
share have been calculated based upon the weighted average number of common
shares outstanding. Stock options and warrants have been excluded as common
stock equivalents in the diluted earnings per share because they are either
antidilutive, or their effect is not material. There is no effect on earnings
per share information for the year ended December 31, 2001 relating to the
adoption of this standard.

Liquidity
---------

As shown in the accompanying financial statements, the Company incurred a net
loss of $7,813 and $1,391 during the year ended December 31, 2001 and 2000,
respectively; and a net loss of $28,406 for the period from the date of
inception through December 31, 2001.

Concentration of Credit Risk
----------------------------

Financial instruments and related items, which potentially subject the Company
to concentrations of credit risk, consist primarily of cash, cash equivalents
and trade receivables. The Company places its cash and temporary cash
investments with high credit quality institutions. At times, such investments
may be in excess of the FDIC insurance limit.

New Accounting Pronouncements
-----------------------------

In March 2000, the FASB issued interpretation No. 44 ("FIN 44"), "Accounting for
Certain Transactions Involving Stock Compensation, an Interpretation of APB
Opinion No. 25". FIN 44 clarifies the application of APB 25 for (a) the
definition of employee for purposes of applying APB 25, (b) the criteria for
determining whether a plan qualifies as a noncompensatory plan, (c) the
accounting consequences of various modifications to previously fixed stock
options or awards, and (d) the accounting for an exchange of stock compensation
awards in a business combination. FIN 44 is effective July 2, 2000 but certain
conclusions cover specific events that occur after either December 15, 1998 or
January 12, 2000. The adoption of FIN 44 did not have an affect on the Company's
financial statements but may impact the accounting for grants or awards in
future periods.

In July 2001, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 141, Business Combinations (FAS 141), and FAS
142, Goodwill and Other Intangible Assets (FAS 142). FAS 141 addresses the
initial recognition and measurement of goodwill and other intangible assets
acquired in a business combination. FAS 142 addresses the initial recognition
and measurement of intangible assets acquired outside of a business combination,
whether acquired individually or with a group of other assets, and the

                                       F-8


<PAGE>

                           CYBER PUBLIC RELATIONS, INC
                           (DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS



NOTE A - SUMMARY OF ACCOUNTING POLICIES (CONTINUED)

New Accounting Pronouncements (Continued)
-----------------------------------------

accounting and reporting for goodwill and other intangibles subsequent to their
acquisition. These standards require all future business combinations to be
accounted for using the purchase method of accounting. Goodwill will no longer
be amortized but instead will be subject to impairment tests at least annually.
The Company is required to adopt FAS 141 and FAS 142 on a prospective basis as
of January 1, 2002; however, certain provisions of these new standards may also
apply to any acquisitions concluded subsequent to June 30, 2001. The Company
does not believe that the adoption of FAS 141 or 142 will have a material impact
on its financial statements.

In October 2001, the Financial Accounting Standards Board issued FAS 144,
"Accounting for the Impairment or Disposal of Long-Lived Assets" (FAS 144). FAS
144 addresses financial accounting and reporting for the impairment or disposal
of long-lived assets. This statement supersedes FAS 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed of"
(FAS 121) and related literature and establishes a single accounting model,
based on the framework established in FAS 121, for long-lived assets to be
disposed of by sale. The Company is required to adopt FAS 144 no later than
January 1, 2002. The Company does not believe that the adoption of FAS 144 will
have a material impact on its financial statements.

NOTE B - RELATED PARTY TRANSACTIONS

The Company's President and principal shareholder has advanced $8,652 to the
Company as of December 31, 2001 . No formal agreements or repayment terms exist.

NOTE C - CAPITAL STOCK

The Company is authorized to issue 100,000,000 shares of common stock, with a
par value of $ .001 per share, and 10,000,000 shares of preferred stock, with a
par value of $ .001 per share.

On July 5, 1998, the Company issued 2,000,000 shares of its common stock for
services rendered. The Company valued the shares issued at $0.01 per share,
which represents the fair value of the services received which did not differ
materially from the value of the stock issued.

On October 20, 1998, the Company issued 49,000 common shares in a private
placement in exchange for $240 in cash and the forgiveness of $250 of previously
incurred debt.

On October 10, 2000, the Company issued 150,000 shares of its common stock for
services rendered. The Company valued the shares issued at $0.01 per share,
which represents the fair value of the services received which did not differ
materially from the value of the stock issued.

NOTE D - INCOME TAXES

The Company has adopted Financial Accounting Standards No. 109, which requires
the recognition of deferred tax liabilities and assets for the expected future
tax consequences of events that have been included in the financial statement or
tax returns.

                                       F-9


<PAGE>

                           CYBER PUBLIC RELATIONS, INC
                           (DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS


NOTE D - INCOME TAXES (CONTINUED)

Under this method, deferred tax liabilities and assets are determined based on
the difference between financial statements and tax bases of assets and
liabilities using enacted tax rates in effect for the year in which the
differences are expected to reverse. Temporary differences between taxable
income reported for financial reporting purposes and income tax purposes are
insignificant.At December 31, 2001, the Company has available for federal income
tax purposes a net operating loss carryforward of approximately $28,000,
expiring in the year 2021, that may be used to offset future taxable income. The
Company has provided a valuation reserve against the full amount of the net
operating loss benefit, since in the opinion of management based upon the
earnings history of the Company, it is more likely than not that the benefits
will not be realized. Due to significant changes in the companies ownership, the
Company's future use of its existing net operating losses may be limited.

Components of deferred tax assets as of December 31, 2001 are as follows:

                  Non current:
                  Net operating loss carryforward              $    4,200
                  Valuation allowance                          $   (4,200)
                                                               -----------
                  Net deferred tax asset                       $        -
                                                               ===========

NOTE G - LOSSES PER SHARE

The following table presents the computation of basic and diluted losses per
share:

                                                     2001           2000
                                                     ----           ----
    Loss available for common shareholders           $ (7,813)      $ (1,391)
                                                     =========      =========
    Basic and fully diluted loss per share           $  (0.00)      $  (0.00)
                                                     =========      =========
    Weighted average common shares outstanding       2,199,000      2,083,016

Net loss per share is based upon the weighted average shares of common stock
outstanding.

NOTE H - GOING CONCERN

The accompanying financial statements have been prepared on a going concern
basis, which contemplates the realization of assets and the satisfaction of
liabilities in the normal course of business. As shown in the accompanying
financial statements during the period June 29, 1998 (date of inception) through
December 31, 2001, the Company has incurred losses of $28,406. In addition, the
Company has a deficiency in stockholder's equity of $6,416 at December 31, 2001.
These factors among others may indicate that the Company will be unable to
continue as a going concern for a reasonable period of time.

The Company's existence is dependent upon management's ability to develop
profitable operations. Management is devoting substantially all of its efforts
to establishing its business and there can be no assurance that Company's
efforts will be successful. However, the planned principal operations have not
fully commenced and no assurance can be given that management's actions will
result in profitable operations or the resolution of its liquidity problems. The
accompanying statements do not include any adjustments that might result should
the Company be unable to continue as a going concern.

In order to improve the Company's liquidity, the Company is actively pursuing
additional equity financing through discussions with investment bankers and
private investors. There can be no assurance the Company will be successful in
its efforts to secure additional equity financing.

                                      F-10


<PAGE>

SIGNATURES

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

Date:    March 27, 2002            CYBER PUBLIC RELATIONS, INC.


                                   By:  /s/ Maria Trinh
                                   ------------------------------------
                                   Maria Trinh
                                   President

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 capacities and on the dates indicated.

/s/ Maria Trinh                  Director                  March 27, 2002
------------------
Maria Trinh