17


                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   FORM 10-KSB
(Mark One)
          [X] Annual  Report  Pursuant to Section 13 or 15(d) of The  Securities
     Exchange Act of 1934 For the Fiscal Year Ended December 31, 2001

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

                        Commission File Number: 000-27715

                         OASIS INFORMATION SYSTEMS, INC.
                            (Formerly 1st GENX, INC.)
                 (Name of small business issuer in its charter)

         Nevada                                              86-0871081
(State or other jurisdiction of                           (I.R.S. Employer
incorporation or organization)                          Identification No.)

          565 Bernard Ave,  Suite 101,  Kelowna,  BC, Canada V1Y8R4  (Address of
     principal executive offices) (Zip Code)
Issues telephone no.:  (250) 860-9551

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

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

          Check whether the issuer (1) filed all reports required to be filed in
     Section 13 or 15(d) of the  Exchange  Act during the past 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 there is no disclosure  of  delinquent  filers in response to
     Item 405 of Regulation S-B contained in this form,  and no disclosure  will
     be  contained,  to the best of the  Registrants  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. [ ]

         State the issuers revenues for its most recent fiscal year.  $ 0

          State  the  aggregate  market  value  of  the  voting  stock  held  by
     non-affiliates  computed by  reference  to the price at which the stock was
     sold,  or the  average  bid and ask prices of such stock as of a  specified
     date within 60 days.  $141,895.47  (based on price of $0.03 per share as of
     February 26, 2002).  State the number of shares  outstanding of each of the
     issues classes of common equity, as of the latest practicable date.

                  Class                  Outstanding as of December 31, 2001
         Common Stock, $.001 Par Value                       13,621,158


                                        DOCUMENTS INCORPORATED BY REFERENCE
                                                       NONE
Transitional Small Business Disclosure Format.       Yes [x]        No [  ]


                                                1st GENX.COM, INC.
                                                 TABLE OF CONTENTS
                                                                      PART
I                                             Page
Item 1.          Description of Business                                 3-9
Item 2.          Description of Property                                     9
Item 3.          Legal Proceedings                                          9
Item 4.          Submission of Matter to a Vote of Security Holders           9
                                                      PART II
Item 5.          Market for Common Equity and Related Stockholder
                     Matters                                             9-11

Item 6.          Managements Discussion and Analysis or Plan of
                     Operation                                             12-14

Item 7.          Financial Statements                                         15

Item 8.          Changes in and Disagreements with Accountants on
                      Accounting and Financial Disclosure        15

                                                     PART III

Item 9.          Directors, Executive Officers, Promoters and Control persons;
                     Compliance with Section 16(a) of the Exchange Act  15-16

Item 10.        Executive Compensation                                   17

Item 11.        Security Ownership of Certain Beneficial Owners and
                     Management                                          17

Item 12.        Certain Relationships and Related Transactions          18

Item 13.        Exhibits and Reports on Form 8-K              19


SIGNATURES             S-1











                                                      PART I

Item 1.     Description of Business

Business Development
          1st GENX.COM,  Inc., (the Company) was originally  incorporated under
     the laws of the State of Nevada on February 10, 1997 as Clear Water Mining,
     Inc. On May 31, 1997 Clear Water completed the sale of 12,000,000 shares of
     common stock,  par value $.001 for $120,000  pursuant to Regulation D, Rule
     504 of the Securities  Act of 1934.  With the proceeds of said offering the
     Company acquired interests in mining operations located in Mexico.

          On March 5, 1999,  the  shareholders  ratified the  acquisition of the
     proprietary  rights to the  software  for  internet  casino and sports book
     gambling,  and the corporate trade style of E-Casino Gaming in exchange for
     2,000,000 shares of common stock.

          An offering  was  complete on March 9, 1999  pursuant to  Regulation D
     Rule 504, selling 1,500,000 shares of common stock for $150,000.

          An amendment to the Articles of Incorporation, to change the corporate
     name to E-Casino Gaming Corporation,  was filed with the State of Nevada on
     March 11, 1999.

          On March 29, 1999,  the Company  completed an  additional  offering of
     600,000  shares of common stock for $150,000 at $0.25 per share pursuant to
     Regulation D Rule 504.

          On May 15, 1999 the Company  entered  into a recission  agreement  and
     regained control of Global E-Com,
S.A. a Costa Rican telecommunications corporation.

          In May of 1999 the Company  completed the sale of 1,000,000  shares of
     common stock for  $700,000.  The majority of the proceeds were used for the
     purchase of equipment and marketing.

          On  June  21,  1999,  the  Company   changed  its  corporate  name  to
     E-Vegas.COM, Inc.

          On March 31,  2000,  the  Company  completed  a private  placement  of
     480,000 shares of common stock at $.25 per share for a total of $120,000.

          On May 16, 2000 the Company  completed a private placement for 240,000
     shares of common  stock at $.25 per  shares for a total of  $60,000.  These
     proceeds  were  available for the day to day  operations  while the Company
     implemented their business model.

          On  July  20,  2000  at  the  Annual  Meeting  of   Shareholders   the
     shareholders  ratified  by proxy vote to change the name of the  Company to
     1st GENX.COM, Inc.

          On  December  31, 2000 the Company  completed a private  placement  of
     210,000  shares of common  stock at $.25 per share for a total of  $52,500.
     These proceeds were used for the day to day business  operations  while the
     company finished implementing their business plan.


          On October 16, 2001 at a special  meeting of the  shareholders  it was
     ratified by the  shareholders to acquire 100% of the capital stock of Oasis
     Information Systems, Inc. in exchange for 20,000,000 shares of common stock
     and 3,000,000 shares of preferred stock.  Based on the approval of the Plan
     of Reorganization the shareholders voted in favor of changing the corporate
     name to Oasis Information  Systems,  Inc., this motion was also approved at
     the meeting.  At this same meeting it was also ratified by the shareholders
     to reverse the  outstanding  common stock of the Company on a 1 for 2 basis
     reducing  the  outstanding  shares  before  the Plan of  Reorganization  to
     13,621,158.  As  part of the  Plan of  Reorganization  and to  comply  with
     reporting standards Oasis Information Systems,  Inc. was to provide audited
     financial  statements  in  a  timely  manner.  However,  Oasis  Information
     Systems,  Inc. never complied with this item. Due to this non - performance
     the Plan of Reorganization was never consummated, however the Company still
     retains the name Oasis Information  Systems,  Inc. As December 31, 2001 the
     Company had 13,621,158 shares of common stock issued and outstanding.


Product

          The Company has developed a user friendly leading edge Internet Gaming
     Software  brand named  Stealth 001.  The  software  consists of pure a Java
     operating  system shell  running  within  Netscape  and  Internet  Explorer
     browsers.  The  infrastructure  software is built to load nearly instantly,
     using  the  advanced  design  patterns  and  streaming  technology  to push
     applications  and  rich  user  interfaces,  delivering  modules  as  needed
     transparently to the user. Using this infrastructure software, feature rich
     Internet  applications  can be  delivered  as quickly  and as easily as Web
     pages, with no wait, no plug-ins, and no discernable download. Applications
     run on demand from the Web as if they were installed locally.

          These gaming modules  consist of pure Java casino  gaming,  sports and
     stock  wagering  applications  each of which can be run  independently  and
     simultaneously. Each features options, tabs and drop down menus.

         Casino Gaming
         Blackjack
         Video Poker
         Slot Machine
         Baccarat (in development)
         Roulette (in development)

         Sports and Race Book
          A fully automated  online  sportsbook with realtime  streaming  online
     scores, weather, injury reports, lines, and game updates.  Parlays, teasers
     and  tie-ins to online  play-by-play  applets  and game  broadcasts  are in
     development. At present players can make side, over and under bets on major
     league and college sporting events  outcomes.  A full featured race book is
     in development.

         Stock Wagering Book
          The stock betting module allows players to place bets on the movement,
     volume,  price and  performance  of both  individual  stock  and  financial
     indices like the Dow30 and the S&P500. The stock wagering book incorporates
     live market feeds for tick-by-tick stock information,  a charting module, a
     Level II style  stock  table,  quote  tables,  market  news,  and  analysts
     reports.  The stock book allows the online gaming  community to participate
     in the equities markets in a familiar gaming-like environment. The addition
     of the stock and  index-wagering  component  essentially  allows players to
     play the market  without  paying  commissions  or  incurring  size  related
     slippage.

          It should be noted that  although the  software has been  successfully
     beta tested,  the software is not currently  deployed by any company in the
     gaming industry.

Market

          The Company has  defined its market as outside of North  America.  The
     Company has chosen  this  operating  strategy  for three  reasons:  (1) The
     popularity of casino style games in Asia, Europe, and Latin America exceeds
     that of North America,  (2) projected growth rates of Internet  penetration
     in Europe and Asia clearly  outpaced that of North America,  (3) regulatory
     uncertainties  in the  U.S.  regarding  online  casinos.  Industry  experts
     estimate online gaming will reach $6 to $8 billion U.S. dollars by the year
     2001.  In May of 1998,  Frost and  Sullivan  of New York  released a study,
     World Markets on Online  Gambling,  which estimated that by the year 2004
     the market for online gambling will reach $7 billion U.S. dollars.

          Worldwide  it is  estimated  that in excess of a  trillion  dollars is
     wagered  annually  on the  various  forms of  gambling.  The  growth of the
     Internet has far exceeded the growth of any other  communication  medium in
     the 20th  century.  In just  under  four  years the  Internet  has  reached
     penetration  rates that took the television 13 years to reach and the radio
     over 30 years.
          While the U.S. has been the dominant  market for the Internet to date,
     statistics from Nua Ltd. indicate that approximately 25 percent of Internet
     users are from Europe and 15 percent are from the Asia Pacific.

          The software will target the numerous new and existing  on-line gaming
     companies  that are  participating  in the rapidly  growing  sector that is
     estimated by Bear Sterns,  Investment  Bankers, to grow to $12.5 billion by
     2002.

          Estats,  Inc.,  on  online  provider  and  assembler  of the  Internet
     research,  believes  that the major  international  growth areas will be in
     Europe,  led  by  Germany,  the  UK,  Sweden,  France,   Asia/Pacific  Rim,
     especially Japan, Australia,  Taiwan, and New Zealand. Western Europe, with
     14  million  people  online,  accounting  for  18%  of the  worlds  total,
     represents the next big growth  opportunity of the net. Asia, led by Japan,
     is a booming market for online users, e-commerce and advertising dollars.

Estats, Inc.  estimates  that Asia and the  Pacific Rim region hold 8 million of
     the worlds net users,  nearly 11% of the worlds  total.  According to Paul
     Budde  Communications  the online population in Asia,  estimated at 5 to 10
     million, comprises only 0.4% of the total population in that region.

          Due to the  population  of Asia  versus  its lack of online  household
     penetration, the long-term potential for growth is astronomical.

          The Baker Report was quoted as saying,  we believe our projections of
     Internet  gambling  revenues of US$100 to US$200 billion  domestically  and
     US$200 to US$400  billion  in the rest of the world by 2005 is  reasonable,
     even conservative.










Internet Gambling Worldwide, Past and Future.

US$                             1997        1998   1999      2000        2001

Adult Home Internet Users        46        81       121       145       159
(In Millions)
Percentage of Users                 15%       18%       21%       24%       27%
Conducting Online Transactions
Potential Internet Gamblers       0.9      14.5      25.4         34.8      43.8
(In Millions)
Per Capita Expenditure            $  146    $  154    $  155    $  160    $  165
Potential Internet Gambling      $1,009    $2,182    $3,922    $5,555    $7,080
Revenue (In Millions)

Estimated Actual Internet        $    0    $  651    $  811    $1,520    $2,330
Gambling Revenue (In Millions)

Source: Deutsche Bank; Christiansen/Cummings Association.

          Although the  information  presented  above is largely about  Internet
     use/gaming  and  not  about  software  it is  important  to  recognize  the
     increasing  demand for Internet  services.  This affects Oasis  Information
     Systems  Inc.,  due to the fact  that the  Stealth001  software  interfaces
     directly with the Internet.  Also,  the clients that will be purchasing the
     Stealth 001 software on Internet  gaming  sites,  so therefore the Internet
     market is a relevant fact.

Marketing

          Currently there is no detailed  marketing program yet developed by the
     Company.  This is  partially  due to the Plan of  Reorganization  not being
     consummated.  However,  to deploy this  product the Company  must develop a
     strategic marketing plan.

Competition

          In a Special  Report by the  Washington  Post on June 1, 1998,  it was
     reported  that  there are at least  140  websites  now  offer  some form of
     wagering  over  the  Internet,  with new  sites  evolving  daily.  Thus the
     critical  task facing any online  venture is the ability to offer some sort
     of differentiation and development.

          These gaming sites offer bingo,  casino games and sports books.  These
     companies use their own branded software. A sample of direct competitors to
     the Company is outlined below:

         Starnet World Gaming (SNMM-OTC BB)

          Offers players casino games, sports book, virtual bingo, lotteries and
     worldwide horseracing coverage. For safe wagering,  Starnet employs the use
     of STAR-MX  encryption.  Starnets  corporate  office is in Vancouver,  but
     operates  validity in Antigua.  In 1998,  Starnet reported its casino group
     saw 6 million  hits daily;  the average  spent per better visit was US$200.
     Starnets web address is www.worldgaming.net.

         CryptoLogic, Inc. (NASD:CRYP)

          A supplier  to the  Internet  gaming and  e-commerce  industries.  The
     companies  proprietary  technologies  enable secure,  high speed  financial
     transactions  over the Internet.  The Company  develops  Internet  software
     applications  for both e-commerce and Internet  gaming.  CryptoLogics  web
     site is located at www.cryptologic.com.

         Chartwell Technologies, Inc. (CDNX: CWH)

          A  developer  of Java based  games and  entertainment  content for the
     Internet.   The  Companys  Java  based  games  are  designed  for  gaming,
     entertainment,  advertising and promotion.  Chartwell  Technologies,  Inc.,
     website is located at www.chartwelltechnology.com.

         NTN  (AMEX: NTN)

          Operates  as  IWN   Homestretch   and   specializes  in  para-mutual
     (horseracing).  NTN is located in California. NTN does not currently accept
     any wagering. NTNs web site is located at www.iwnonline.com.

Research and Development

The  Company has completed beta testing of the Stealth001 software, which became
     fully functional in October of 2000.

Patents and Trademarks

          The  Company  has no  trademarks  in the  United  States  or any other
     jurisdictions. The Company has an
Internet domain name of 1st GENX.COM.

Employees
          Currently  the Company has 2 full time  employees in Kelowna,  British
     Columbia,  Canada.  Management intends to hire additional employees only as
     needed and as funds are  available.  In such  cases,  compensation  will be
     consistent  with  prevailing  wages for the  services  rendered.  It is not
     anticipated  that the Company  will have to increase  payroll  expenditures
     until such time as revenues exceed $100,000 per month. The Company does not
     anticipate  in the  immediate  future to offer any  employee a bonus profit
     sharing  or  deferred  compensation  plan  nor  are  there  any  employment
     contracts  with  any  director  or  employee.  Management  intends  to hire
     additional  qualified personnel as business conditions warrant. In addition
     to full time employees, the Company may use the services of certain outside
     consultants and advisors as needed on a contractual basis.

Facilities

          The Companys  headquarters office is 2,400 square feet at 565 Bernard
     Avenue Suite 101,  Kelowna,  British  Columbia,  Canada.  Monthly  lease is
     $1,500 US per month. In addition, the Company maintains a resident agent at
     Corporate  Capital  Formation,  1905 So. Eastern Ave., Las Vegas, NV 89104.
     The Company  believes  that its current  facilities  are  adequate  for the
     immediate future.
Litigation

          On Christen Brule vs.  E-Vegas.COM,  Inc., case # 0995358,  failure to
     deliver a  warrant.  Counsel  assures  management  that the case is without
     merit.  This case will be heard in the Provincial Court of British Columbia
     in July of 2002.


Industry Segments

         No information is presented on industry segments.

Item 2.     Description of Property

          The Companys  headquarters office is 2,400 square feet at 525 Kelowna
     Avenue, Suite 101, Kelowna, British Columbia,  Canada V1Y8R4. Monthly lease
     is $1,500 US per month. In addition, the Company maintains a resident agent
     at Corporate Capital Formation, 1905 So. Eastern Ave., Las Vegas, NV 89104.
     The Company  believes  that its current  facilities  are  adequate  for the
     immediate future

Item 3.     Legal Proceedings

          On Christen Brule vs.  E-Vegas.COM,  Inc., case # 0995358,  failure to
     deliver a  warrant.  Counsel  assures  management  that the case is without
     merit.  This case will be heard in the Provincial Court of British Columbia
     in July of 2002.


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

          The  following  matters  were  submitted  to a vote  of the  Companys
     Securities  Holders during the fourth quarter of the Companys  fiscal year
     ending  December  31,  2001.  These  items were all voted on at the Special
     Meeting of the Shareholders on October 16, 2001.
          The ratification of an Agreement and Plan of Reorganization to acquire
     100% of the capital stock of Oasis  Information  Systems,  Inc. in exchange
     for  20,000,000  shares of common stock and  3,000,000  shares of preferred
     stock.

         For                     Against                              Abstain
         7,002,000              10,183                                3,250

          Based on the approval of the Agreement and Plan of Reorganization  the
     shareholders  were  asked to vote to  change  the  corporate  name to Oasis
     Information Systems, Inc.
         For                    Against                             Abstain
         7,002,000           10,183                               3,250

          In conjunction  with the name change and ratification of the Agreement
     and Plan of  Reorganization  the next order of business was the election of
     directors.
                           For                       Against           Abstain
Jerry V. Tavitas            6,989,149              10,183             3,250
Diane G. Terry             6,989,149               10,183             3,250
Randy Walker               6,989,149               10,183             3,250

          The  shareholders  also  ratified a reverse  split of the  outstanding
     stock on a 1 for 2 basis  reducing  the  outstanding  stock  to  13,621,158
     common shares.

          It should be noted,  that of the  above  items  passed at the  special
     meeting of the shareholders  that the Agreement and Plan of  Reorganization
     never  closed  as due to  non  performance.  Due to  this  fact  the  newly
     installed  directors  resigned.  However,  the reverse  split of the common
     stock and the name change to Oasis Information Systems, Inc. are in effect.
     The  resigning  Directors  appointed  Antal  Markus  to  serve  as  interim
     President  until such time as the Company  moves into the  internet  gaming
     software  development  business  or a new  business  is  undertaken  by the
     Company.
                                                      PART II

Item 5.  Market for Common Equity and Related Stockholders Matters

          The  Companys  common stock is traded in the over the counter  market
     and  quotations  are  published on the OTC Bulletin  Board under the symbol
     OSSI  and  in the  National  Quotation  Bureau,  Inc.  Quotations  in the
     Companys  common  stock  set  forth  below do not  constitute  a  reliable
     indication  of the price that a holder of the common  stock could expect to
     receive upon the sale of any particular quantity thereof

          The following table sets forth the range of high and low bid prices of
     the common stock for each calendar quarterly period since the first of 2000
     as reported by the OTC Bulletin  Board.  The Companys  common stock became
     eligible for trading on the OTC Bulletin  Board during the first quarter of
     1998.  Prices reported  represents  prices between dealers,  do not include
     retail markups,  markdowns and commissions and do not necessarily represent
     actual transactions.

                           2000                      High              Low
                           First Quarter             $.80              $.60
                           Second Quarter            $.82              $.20
                           Third Quarter             $.37              $.10
                           Fourth Quarter            $.18              $.021

                           2001
                           First Quarter             $.375             $.01
                           Second Quarter            $.15              $.01
                           Third Quarter             $.125             $.01
                           Fourth Quarter            $.55              $.025

          As of  December  31,  2001 the  Company  had  issued  and  outstanding
     13,621,158  shares  of  common  stock  and  there  were   approximately  69
     shareholders  of record,  which  figure  does not take into  account  those
     shareholders whose certificates are held in the name of broker-dealers.

          The ability of an  individual  shareholder  to trade their shares in a
     particular  state may be subject to various rules and  regulations  of that
     state. A number of states require that an issuers securities be registered
     in their  state or  appropriately  exempted  from  registration  before the
     securities are permitted to trade in that state. Presently, the Company had
     no plans to register its securities in any particular state.  Further, most
     likely the  Companys  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 3a51-1 of the Exchange Act.

          The Commission  generally defines penny stock to be an equity security
     that has a market  price  less that  $5.00 per  share,  subject  to certain
     exceptions.  Rule 3a51-1  provides that an 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) of the issuers net tangible assets; or
     exempted from the definition by the Commission. If the Companys 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
     stock 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,  brokers-dealers must make a
     special  suitability  determination for the purchase of such securities and
     must have received the purchasers written consent to the transaction prior
     to the purchase. Additionally, for any transaction involving a 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  must disclose the commissions  payable to both the
     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  brokers-dealers  to
     trade and/or maintain a market in the Companys Common stock and may affect
     the ability of shareholders to sell their shares.
Recent Sales of Unregistered Securities

          On March 31, 2000,  the Company issued 60,000 of common stock for cash
     at $2.00 per share for a total of  $120,000.  The shares  were  issued to 4
     individuals  under  Section  4(2) of the  1933  Securities  Act and  bear a
     restrictive  legend.  On March 31, 2000 the Company issued 62,500 shares at
     $2.00 for  services.  The total fair market value of the services  received
     was  $125,000.  These shares were issued under 4(2) of the 1933  Securities
     Act and bear a  restrictive  legend.  On April 1, 2000 the  Company  issued
     125,000  shares of common stock at $2.00 per share for  services.  The fair
     market value of the services received was $250,000.  The shares were issued
     under  section  4(2) of the  1933  Securities  Act and  bear a  restrictive
     legend. On May 16, 2000 the Company issued 30,000 shares of common stock at
     $2.00 per share for a total of $60,000 cash.  These shares were issued to 3
     individuals  under  section  4(2) of the  1933  Securities  Act and  bear a
     restrictive  legend.  On July 1, 2000 the Company  issued 137,500 shares of
     common stock at $2.00 per share to 3 entities for services. The fair market
     value of the services  received  was $275,00.  The shares were issued under
     section 4(2) of the 1933 Securities Act and bear a restrictive  legend.  On
     July 27, 2000 the Company issued 93,750 shares of common stock at $2.00 for
     services.  The fair market  value of the services  received  was  $187,500.
     These shares were issued under section 4(2) of the 1933  Securities Act and
     bear a restrictive  legend.  On December 31, 2000 the Company issued 26,250
     shares of common  stock at $2.00 for cash to 3  individuals  for a total of
     $42,500 cash and a stock subscription  receivable for $10,000. These shares
     were  issued  under  section  4(2) of the  1933  Securities  Act and bear a
     restrictive legend. On January 10, 2001 the Company issued 1,876,055 shares
     of common  stock at $.20 per share for the payment of debt in the amount of
     $366,488.  These  shares  were  issued  under  section  4 (2) of  the  1933
     Securities  Act and bear a  restrictive  legend.  On January  23,  2001 the
     Company  issued  125,000  shares of common  stock at $.20 per share for the
     payment of debt in the amount of $25,000.  These  shares were issued  under
     section 4 (2) of the 1933 Securities Act and bear a restrictive  legend. On
     January 31, 2001 the Company  issued  62,500 shares of common stock at $.20
     per share to acquire the trade  style and domain name of  GolferCasino.Com.
     The Company  also  issued  437,500  shares of common  stock at $.20 for the
     reduction of debt. These shares were issued under section 4 (2) of the 1933
     Securities  Act and bear a  restrictive  legend.  On April  26,  2001,  the
     Company issued 125,000 shares of common stock to Mara Ventures Inc. at $.20
     per share for services  rendered.  These shares were issued under section 4
     (2) of the 1933 Securities Act and bear a restrictive  legend. On September
     17, 2001 the Company  issued  5,500,000  shares of common  stock at .05 per
     share for cash  totaling  $275,000.  On September 17, 2001 the Company also
     issued  500,000  shares of common stock for  services  rendered at $.05 per
     share totaling $25,000.  On the same date the Company also issued 1,000,000
     shares of common stock at $.05 for stock subscription  receivable for total
     consideration of $50,000.
          The  Company  has  not  declared  or  paid  cash   dividends  or  made
     distributions in the past, and the Company does not anticipate that it will
     pay cash dividends or make  distributions  in the foreseeable  future.  The
     Company currently intends to retain and reinvest future earnings to finance
     and expand its operations.


Item 6.     Managements Discussion and Analysis or Plan of Operation

          The  following  information  should  be read in  conjunction  with the
     consolidated  financial statements and notes thereto appearing elsewhere in
     this Form 10-KSB.

Plan of Operation

          The Company was engaged in the Internet  gaming  industry  until early
     2000. However, after careful reexamination the Companys management decided
     the Company should exit the Internet gaming industry and enter the Internet
     gaming software industry.

          Effective in 2000 1st  Genx.Com,  Inc.  ceased all  Internet  gambling
     operations and began operations in Internet software development.

          In  December  of 2000 the Company  closed its Global  E-Com  operating
     subsidiary.  The subsidiary had been sold in late 1999, however;  that deal
     was rescinded in early 2000.  The Company  incurred a charge of $71,355 for
     these discontinued operations in 2000.

          Management  anticipates  outside  funding  will be  necessary to fully
     implement and market its Stealth001 software.  Management will explore debt
     or equity transactions. There is no assurance that the Company will be able
     to secure future financing. However, the Company has been successful in the
     past.
          The Company does not anticipate any significant expenditures for plant
          or  equipment.  It will,  however,  have to  continue  to  update  its
     software.  It seemed as if the  Company  would  leave the  internet  gaming
     software  industry in October of 2001.  However,  the Agreement and Plan of
     Reorganization with Oasis Information  Systems,  Inc. fell through. For the
     time being  management  has not yet  decided on whether or not to remain in
     the internet software development business or to pursue another route.

         Existing staff will be sufficient for operations through 2002.
          It should be noted that the  Companys  auditors HJ  Associates,  LLC.
     have expressed in their financial  statements and audit opinion letter that
     there is  substantial  doubt about the  Companys  ability to continue as a
     going concern.

Liquidity and Capital Resources

          The  Companys  financial  statements  present a severe  impairment of
     liquidity.  The Company has $5,988 in current assets,  compared to $361,795
     in current  liabilities.  The current assets are comprised  solely of cash,
     while the  current  liabilities  are  comprised  of  $111,270  in  accounts
     payable,  $153,269 in notes payable,  $37,256 in other accrued expenses and
     $60,000 in a line of credit.  Management  anticipates  that outside funding
     will  be  necessary  to  implement  and  market  its  Stealth001  software.
     Management will explore debt or equity transactions.  There is no assurance
     that the Company will be able to secure future financing.
          Therefore,  the Companys  auditors consider the Company to be a going
     concern.  This  contemplates  the  realization of assets and liquidation of
     liabilities  in the normal  course of  business.  The  Company  has not yet
     established  revenues to cover its operating  costs in the Internet  gaming
     industry and has changed their operating  focus to software  development to
     allow it to  continue  as a going  concern.  Management  believes  that the
     Company  will soon be able to  generate  revenues  sufficient  to cover its
     operating costs through software development.

Net Operating Losses

          The Company has accumulated $(5,236,753) of net operating losses as of
     December 31, 2001,  which may used to reduce taxes in future years  through
     2022.  The use of these losses to reduce future income taxes will depend on
     the generation of sufficient  taxable income prior to the expiration of the
     net operating loss carryforwards.
          In the event of certain changes in control of the Company,  there will
     be  a  annual   limitation  on  the  amount  of  the  net  operating   loss
     carryforwards  which can be used.  The  potential  tax  benefit  of the net
     operating loss carryforwards  have been offset by a valuation  allowance of
     the same amount.
Results of Operation

          For the year ended  December  31,  2001 the  Company had a net loss of
     $577,453 compared to a net loss of $1,594,908 for 2000. Contributing to the
     net  loss  as  of  December   31,   2001  were   $396,278  in  general  and
     administrative   expenses,   $121,280  in  management   fees,   $37,053  in
     depreciation  and  amortization,  $3,643 in  advertising,  and  $19,199  in
     interest  expense.  The $1,594,908 net loss for the year ended December 31,
     2000 was all  attributed  to  discontinued  operations  (See  Note 8 of the
     annexed financial statements).
Recent Accounting Pronouncements

          The  Financial  Accounting  Standards  Board has issued  Statement  of
     Financial  Accounting   (SFAS),   No.  133, Accounting  for  Derivative
     Instruments.  SFAS No. 133 provides a different  method for accounting for
     derivative  instruments embedded in other contracts and hedging activities.
     Derivative  instruments  represent  rights  or  obligations  that  meet the
     definition of assets or liabilities and should be reported in the financial
     statements.   Fair  value  is  the  most  relevant  measure  for  financial
     statements  and the  only  relevant  measure  for  derivative  instruments.
     Derivative  instruments should be measured at fair value and adjustments to
     the CompanyS  derivative of hedging items should reflect  changes in their
     fair value that are  attributable  to the risk being  hedged and that arise
     while the hedge is in effect.  SFAS.  No. 133 is  effective  for  financial
     statements ending after June 15, 1999. SFAS No. 133  implementation did not
     have  a  material  effect  on  the  financial  statements.   The  Financial
     Accounting Standards Board has also issued 44PB Opinion No. 25). APN No. 25
     APB  Opinion  No. 25 APB Opinion  No. 25,  Accounting  for Stock  Issued to
     Employees,  was issued in October 1972. Since its issuance,  questions have
     been raised about its  application and diversity in practice has developed.
     During its  consideration  of the accounting for stock-based  compensation,
     which lead to the  issuance  of SFAS No.  123,  Accounting  for Stock Based
     Compensation,  the Board decided not to address  practice issues related to
     Opinion 25 because the Board had planned to supersede  Opinion 25. However,
     Statement  123 permits  entities to continue  applying  Opinion 25 to stock
     compensation involving employees. Consequently,  questions remain about the
     application  of Opinion  25 in a number of  different  circumstances.  This
     Interpretation  clarifies  the  application  of Opinion 25 for only certain
     issues.  It does not address any issued  related to the  application of the
     fair value  method in  Statement  123.  The issues  addressed  herein  were
     selected  after  receiving  input from  members  of both the FASB  Emerging
     Issues Task Force and the task force on stock compensation that assisted in
     the development of Statement 123. Among other issues,  this  Interpretation
     clarifies (a) the  definition of employee for purposes of applying  Opinion
     25,  (b)  the  criteria  for  determining  whether  a plan  qualified  as a
     noncompensatory   plan,  (c  )  the   accounting   consequence  of  various
     modifications to the terms of a previously fixed stock option or award, and
     (d) the  accounting  for an  exchange  of stock  compensation  awards  in a
     business  combination.  FIN44 is effective for financial  statements issued
     for periods ending after July 1, 2000. The implementation of FIN 44 did not
     have a material affect on the financial statement.

Inflation

          In the  opinion  of  management,  inflation  will not have a  material
     effect on the operations of the Company.
Risk Factors and Cautionary Statements

Forward-looking statements in this report are made pursuant to the safe harbor
provisions of the Private Securities  Litigation Reform Act of 1995. The Company
wished to advise readers that actual result may differ  substantially  from such
forward-looking   statements,   Forward-looking  statements  involve  risks  and
uncertainties  that could cause actual results to differ  materially  from those
expressed in or implied by the  statements,  including,  but not limited to, the
following:  the ability of the Company to  complete  development  of its primary
products  and its  ability  to  successfully  market  its  product  if and  when
developed and other risks detailed in the Companys periodic report filings with
the Securities and Exchange Commission.

Item 7.  Financial Statements

         See the financial statements annexed to this report.

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

         Not applicable.
Item 9. Directors, Executive Officers, Promoters and Control Persons; Compliance
with Section 16(a) of the
Exchange Act.

         The executive officers and directors of the Company are as follows:

                  Name                      Age      Position

                  Antal Markus              44      President (Interim)/Director





          All   directors   hold  office  until  the  next  annual   meeting  of
     stockholders or until their successors have been duly qualified.  There are
     no agreements  with respect to the election of  directors.  The Company has
     not  compensated its directors for service on the Board of Directors or any
     committee  thereof.  Any  non-employee  director  of the  Company  shall be
     reimbursed for expenses incurred for attendance at meetings of the Board of
     Directors  and any  committee  of the  Board of  Directors.  The  executive
     committee of the Board of Directors  to the extent  permitted  under Nevada
     law,  consists of three directors and exercises all the power and authority
     of the  Board of  Directors  in the  management  of the  management  of the
     business  and  affairs  of the  Company  between  meetings  of the Board of
     Directors.  Each  executive  officer  is  appointed  by and  serves  at the
     discretion of the Board of Directors.

None of the officers and/or  directors of the Company are officers and directors
of any other publicly traded  corporation,  nor have any of the directors and/or
officers,  nor any of the  affiliates  or  promoters  of the  Company  filed any
bankruptcy  petition,  been  convicted  in or been the  subject  of any  pending
criminal proceedings, or the subject to any order, judgment, or decree involving
the  violation  of any state or  federal  securities  laws  within the past five
years.

          The directors will initially  devote time to the Company affairs on an
     as needed basis.

          All of the working  officers and  employees  are on a full time basis.
     There is one other full time employee.

          At present  the Company  does not have any  employment  agreements  in
     place with any directors,  executive  officer or employee.  The Company may
     enter into an agreement with certain qualified executive officers if deemed
     appropriate  by the Board of Directors  to be in the best  interests of the
     Company. No agreement has been effected as of the date hereof.

          The business experience of each of the persons listed below during the
     past five years is as follows:

          Mr. Tony (Antal) Markus,  President (Interim),  Director Mr. Markus is
     an expert  in  capital  financing  and  merger/acquisitions.  He acts as an
     investment  banker  for the  Companys  development  as  well as  Corporate
     Finance. Currently he is the Chief Executive Officer of Mara Ventures, Inc.
     since December 13, 1996. Mr. Markus has been involved in Oasis  Information
     Systems,  Inc.  (formerly 1st Genx.Com,  Inc.), since February 10, 1999. In
     the  past  20  years  Mr.  Markus  has   successfully   run  merged  public
     corporations on the Vancouver Stock Exchange and NASDAQ and capitalized all
     companies  with  over  $100  million.  Mr.  Markus  was  the  President  of
     Fundamental Financial Corporation from 1995 to 1996.
Section 16(a) Beneficial Ownership Reporting Compliance

          Each of the  Companys  officers and  directors are required to file a
     Form 3, Annual  Statement of Changes in  Beneficial  Ownership on or before
     the 45th day after the end of the fiscal year.  These reports have not been
     filed in a timely basis and have recently been filed.

Item 10.  Executive Compensation

          Mr.  Markus,  the  interim  President  receives  $30,000 per year plus
     related business expenses.
          There are no annuity,  pension or retirement  benefits proposed to pay
     to officers,  directors or  employees  of the  Corporation  in the event of
     retirement  date  pursuant  to any  presently  existing  plan  provided  or
     contributed to by the Corporation or any of its subsidiaries.
          No remuneration other than that reported in paragraph (a) of this item
     it proposed to be in the future  directly or indirectly by the  corporation
     to any officer or director under any plan which is presently existing.




Item 11.  Security Ownership of Certain Beneficial Owners and Management

          The following table sets forth  information,  to the best knowledge of
     the  Company as of  December  31, 2000 with  respect to each  director  and
     officer and management as a group and any holder owning more than 5% of the
     outstanding common stock.
Name and             Position    Title of    Amount of
                                                        Percentage of
 Address                        Class        Shares           Ownership*
------------------------------------------------------------------------------
Antal Markus (1)     President   Common   890,625      .07%
565 Bernard Ave
Kelowna, BC V1Y8R4


          Management as a Group        890,625                   .07%

  Others of record own 5% or more

HE Capital S.A                     3,000,000          22%
MJ19 Paseo Del Soperia
Marina Sousa, Dominican Republic

Tab Larson (2)                     1,845,395          14%
P.O. Box 221 RR2
Stromsburg, NB 68566

Marvin Palmer (3)                  1,370,206          10%
2427 West Falls Ave
Kennewick, WA 99336

Neil Palmer (3)                      785,083           6%
2427 West Falls Ave
Kennewick, WA 99336

          *The above  percentages are based on 13,621,158 shares of common stock
     outstanding as of December 31, 2001.
          (1) The total shares owned by Antal Markus include  indirect  holdings
     which are held by his  immediate  family.  (2) The  holdings  of Tab Larson
     include  indirect  holdings of his mother Marilyn Larson.  (3) It should be
     noted that Marvin Palmer is the father of Neil Palmer.


Item 12.  Certain Relationships and Related Transactions

          The  Companys  officers and  directors are subject to the doctrine of
     corporate   opportunities   only   insofar  as  it   applies  to   business
     opportunities  in which the  Company  has  indicated  an  interest,  either
     through its  proposed  business  plan or by way of an express  statement of
     interest  contained in the  Companys  minutes.  If directors are presented
     with  business  opportunities  that may conflict  with  business  interests
     identified by the Company, such opportunities must be promptly disclosed to
     the Board of Directors and made available to the Company.  In the event the
     Board shall reject an opportunity to presented and only in that event,  any
     of the Companys  officers and  directors  may avail  themselves of such an
     opportunity.  Every effort will be made to resolve any  conflicts  that may
     arise in favor of the Company.  There can be no  assurance,  however,  that
     these efforts will be successful.
                                                     PART V

Item 13. Exhibits and Reports on From 8-K

(a)      Exhibits

          Articles of Incorporation, filed as reference to Exhibit in Form 10-SB
     By Laws, filed as reference to Exhibit in Form 10-SB Subsidiaries  Articles
     of Incorporation filed as reference to Exhibit in Form 10-SB

27       Financial Data Schedule
                  .

(b)      Reports  on Form 8-K
          Dated  November 15, 1999.  Annual Meeting with Proxy  Information  and
     Proxy filed as reference to Exhibit in DEF 14A.

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

                                     Oasis Information Systems, Inc.



                                        By:___________________
                                           Antal Markus
                                           President


Dated:  May 16, 2002

          In accordance with the Exchange Act, this report has been signed below
     by the following  persons on behalf of the Registrant and in the capacities
     and on the dates indicated.
Signature                           Title                              Date

                                    President (Interim), Director   May 16, 2002
Antal Markus



                         OASIS INFORMATION SYSTEMS, INC.
                            (Formerly 1st GENX, Inc.)

                              FINANCIAL STATEMENTS

                                December 31, 2001





                                                            C O N T E N T S


Independent Auditors Report                                                   3

Balance Sheet                                                                  4

Statement of Operations and Other Comprehensive Loss                           6

Statement of Stockholders Equity (Deficit)                                    7

Statement of Cash Flows                                                        9

Notes to the Financial Statements                                             11




                                                   INDEPENDENT AUDITORS REPORT


To the Board of Directors
Oasis Information Systems, Inc.
(Formerly 1st GenX, Inc.)
(A Development Stage Company)
Kelowna, Canada


We have audited the  accompanying  balance sheet of Oasis  Information  Systems,
Inc.  (formerly 1st GenX, Inc.) (a development stage company) as of December 31,
2001 and the related  statements of operations,  stockholders  equity (deficit)
and cash flows for the years ended December 31, 2001 and 2000 and from inception
of the  development  stage on January 1, 2001 through  December 31, 2001.  These
financial  statements are the  responsibility of the Companys  management.  Our
responsibility  is to express an opinion on these financial  statements based on
our audits. We conducted our audits in accordance with auditing standards in the
United States of America  generally  accepted.  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
audits provide a reasonable basis for our opinion. In our opinion, the financial
statements  referred  to above  present  fairly in all  material  respects,  the
financial position of Oasis Information Systems,  Inc. (formerly 1st GenX, Inc.)
(a  development  stage  company) as of December  31, 2001 and the results of its
operations and its cash flows for the years ended December 31, 2001 and 2000 and
from inception of the development  stage on January 1, 2001 through December 31,
2001 in conformity with accounting  principles  generally accepted in the United
States of America.  The  accompanying  financial  statements  have been prepared
assuming that the Company will continue as a going concern. As discussed in Note
7 to the financial  statements,  the Company has generated  losses for the years
ended  December  31,  2001 and 2000,  and has current  liabilities  in excess of
current assets of $355,807 at December 31, 2001 which together raise substantial
doubt about its ability to continue as a going  concern.  Managements  plans in
regard to these matters are also  described in Note 7. The financial  statements
do not  include  any  adjustments  that might  result  from the  outcome of this
uncertainty.



HJ & Associates, LLC
Salt Lake City, Utah
May 15, 2002
                         OASIS INFORMATION SYSTEMS, INC.
                            (Formerly 1st GenX, Inc.)
                                  Balance Sheet
   The accompanying notes are an integral part of these financial statements.



                                                                ASSETS
                                2001

CURRENT ASSETS

Cash$                                                                     5,988
Total Current Assets                                                      5,988
FIXED ASSETS (Note 1)

Telecommunications equipment                                             13,862
Software                                                                 76,783
Office furniture and equipment                                           19,210
Accumulated depreciation                                                (35,090)

Total Fixed Assets                                                       74,765

OTHER ASSETS

Intangibles                                                                   -
Investments, net (Note 3)                                                     -

Total Other Assets                                                            -

TOTAL ASSETS                                                           $ 80,753

                         OASIS INFORMATION SYSTEMS, INC.
                            (Formerly 1st GenX, Inc.)
                            Balance Sheet (Continued)


                  LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)

                                                              December 31,
                                                                  2001

CURRENT LIABILITIES

Accounts payable                                                    $   111,270
Notes payable - related party (Note 4)                                   85,239
Line of credit (Note 10)                                                 60,000
Current portion of notes payable (Note 6)                                68,030
Accrued expenses                                                         37,256

Total Current Liabilities                                               361,795

STOCKHOLDERS EQUITY (DEFICIT)

Common stock; $0.001 par value
, 200,000,000 shares
authorized, 13,621,158 shares
issued and outstanding                                                   13,622
Additional paid-in capital                                            4,987,089
Subscription receivable                                                 (15,000)
Other comprehensive loss                                                (30,000)
Deficit accumulated prior
to the development stage                                             (4,659,300)
Deficit accumulated during
the development stage                                                  (577,453)

Total Stockholders
Equity (Deficit)                                                       (281,042)

TOTAL LIABILITIES AND
STOCKHOLDERS EQUITY (DEFICIT)                                       $    80,753
                         OASIS INFORMATION SYSTEMS, INC.
                            (Formerly 1st GenX, Inc.)
              Statements of Operations and Other Comprehensive Loss


                                                                  From
                                                               Inception of
                                                              Development
                                                              Stage on
                                     For the                  January 1,
                                    Year Ended                2001 Through
                                  December 31,               December 31,
                                    2001             2000              2001

REVENUES               $               - $           $               -

OPERATING EXPENSES

Management
fees                             121,280              -        121,280
Advertising
and promotion                      3,643              -          3,643
Depreciation
and amortization                  37,053              -         37,053
General and
administrative                   396,278              -        396,278

Total Operating
Expenses                         558,254              -        558,254

OPERATING LOSS                  (558,254)             -       (558,254)


OTHER INCOME (EXPENSE)

Interest
expense                          (19,199)             -        (19,199)

Total Other
Income (Expense)                 (19,199)             -        (19,199)

LOSS FROM CONTINUING
OPERATIONS                      (577,453)             -       (577,453)

LOSS FROM DISCONTINUED
OPERATIONS                             -     (1,594,908)             -

NET LOSS                        (577,453)    (1,594,908)      (577,453)

OTHER COMPREHENSIVE
LOSS

Loss on valuation of
marketable securities            (30,000)             -        (30,000)

Total Other Comprehensive
Loss                             (30,000)             -        (30,000)

NET COMPREHENSIVE
LOSS                         $  (607,453)  $    (1,554,908) $     (607,453)

BASIC LOSS PER
SHARE

Continuing
operations                  $     (0.07)$            -
Discontinued
operations                           -           (0.49)

Total Loss Per
Share                        $     (0.07)   $     (0.49)

WEIGHTED AVERAGE NUMBER OF
SHARES
OUTSTANDING                    8,137,225      3,275,826
                         OASIS INFORMATION SYSTEMS, INC.
                            (Formerly 1st GenX, Inc.)
                  Statements of Stockholders Equity (Deficit)


                                                               Additional
                                         Common Stock          Paid-In
                                  Shares         Amount           Capital

Balance, December
31, 1999                              2,960,103   $    2,961   $2,956,262

March 31, 2000, common stock
issued for cash at
$2.00 per share                          60,000           60      119,940

March 31, 2000, common stock
issued for services at $2.00
per share                                62,500           63            -

April 1, 2000, common stock issued
for services at $2.00
per share                               125,000          125      249,875

May 16, 2000, common stock issued
for cash at $2.00
per share                                30,000           30       59,970

July 1, 2000, common stock issued
for services at
$2.00 per share                         137,500          137      274,863

July 27, 2000, common stock issued
for services at
$2.00 per share                          93,750           94      187,406

December 31, 2000, common stock
issued for cash at
$2.00 per share                          26,250           26       42,474

Additional paid-in
capital                                       -            -       90,000

Net loss for the year ended
December
31, 2000                                      -            -            -
Balance, December
31, 2000                              3,495,103   $    3,496   $4,105,727





                                                        Other
                                                        Comprehensive
                                        Subscription    Income      Accumulated
                                        receivable      (loss)       deficit





Balance, December 31, 1999        $            -    $            -  $(3,064,392)

March 31, 2000, common stock
issued for cash at $2.00 per share             -                 -             -

March 31, 2000, common stock
issued for services at $2.00
per share                                      -                 -             -

April 1, 2000, common stock issued
for services at $2.00 per share                -                 -             -

May 16, 2000, common stock issued
for cash at $2.00 per share                    -                 -             -

July 1, 2000, common stock issued
for services at $2.00 per share                -                 -             -

July 27, 2000, common stock issued
for services at $2.00 per share                -                 -             -

December 31, 2000, common stock
issued for cash at $2.00 per share       (10,000)                -             -

Additional paid-in capital                     -                 -             -

Net loss for the year ended
December 31, 2000                              -                 -   (1,594,908)

Balance, December 31, 2000           $   (10,000)   $            -  $(4,659,300)









                         OASIS INFORMATION SYSTEMS, INC.
                            (Formerly 1st GenX, Inc.)
             Statements of Stockholders Equity (Deficit) (Continued)


                                                                    Additional
                                         Common Stock               Paid-In
Bacance, December 31, 2000            3,495,103   $    3,496   $4,105,727

January 10, 2001, common stock
issued for debt reduction at
$0.20 per share                       1,876,055        1,876      364,612

January 23, 2001, common stock
issued for debt reduction valued
at $0.20 per share                      125,000          125       24,875

January 31, 2001, common stock
issued for investment valued at
$0.20 per share                          62,500           63       12,437

January 31, 2001, common stock
issued for debt reduction valued
at $0.20 per share                      437,500          437       87,063

April 26, 2001, common stock
issued for services valued at
$0.20 per share                         125,000          125       24,875

Subscription receivable received              -            -            -

September 17, 2001, common stock
issued for cash valued at $0.05
per share                             5,500,000        5,500      269,500

September 17, 2001, common stock
issued for debt reduction valued
at $0.05 per share                      500,000          500       24,500

September 17, 2001, common stock
issued for services valued
at $0.05 per share                      500,000          500       24,500

September 17, 2001, common stock
issued for subscription receivable
valued at $0.05 per share             1,000,000        1,000       49,000

Subscription receivable received              -            -            -

Unrealized loss on securities                 -            -            -

Net loss for the year ended
December 30, 2001                             -            -            -

Balance, December 31, 2001           13,621,158   $   13,622   $4,987,089



















                                                           Other
                                      Subscription   Comprehensive  Accumulated
                                        Receivable     Income (Loss)     Deficit
Balance, December 31, 2000           $   (10,000)$            -    $(4,659,300)

January 10, 2001, common stock
issued for debt reduction at
$0.20 per share                                -              -              -

January 23, 2001, common stock
issued for debt reduction valued
at $0.20 per share                             -              -              -

January 31, 2001, common stock
issued for investment valued at
$0.20 per share                                -              -              -

January 31, 2001, common stock
issued for debt reduction valued
at $0.20 per share                             -              -              -

April 26, 2001, common stock
issued for services valued at
$0.20 per share                                -              -              -

Subscription receivable received          10,000              -              -

September 17, 2001, common stock
issued for cash valued at $0.05
per share                                      -              -              -

September 17, 2001, common stock
issued for debt reduction valued
at $0.05 per share                             -              -              -

September 17, 2001, common stock
issued for services valued
at $0.05 per share                             -              -              -

September 17, 2001, common stock
issued for subscription receivable
valued at $0.05 per share                (50,000)             -              -

Subscription receivable received          35,000              -              -

Unrealized loss on securities                  -        (30,000)             -

Net loss for the year ended
December 30, 2001                              -              -       (577,453)

Balance, December 31, 2001           $   (15,000) $     (30,000) $   (5,236,753)



                         OASIS INFORMATION SYSTEMS, INC.
                            (Formerly 1st GenX, Inc.)
                            Statements of Cash Flows


                                                                    From
                                                                Inception of
                                                                   Development
                                                                      Stage on
                                            For the                  January 1,
                                           Year Ended              2001 Through
                                         December 31,             December 31,
                                      2001            2000              2001

CASH FLOWS FROM OPERATING ACTIVITIES

Net Loss                               $(577,453) $  (1,594,908) $ (577,453)
Adjustments to reconcile loss
to net cash used
by operating activities:
Depreciation and
amortization                              37,052       95,221       37,052
Bad debt expense                          42,066      145,340       42,066
Loss on disposition
of assets                                      -      105,843            -
Common stock issued
for services                              50,000      837,500       50,000
Changes in operating assets
and liabilities:
(Increase) in accounts receivable
related party                            (42,066)           -      (42,066)
(Increase) decrease in
deposits                                       -      147,830            -
Increase (decrease) in
accounts payable                          51,955      163,595       51,955
Increase (decrease) in
gaming loss reserve                            -     (213,648)           -
Increase (decrease) in
accrued expenses                         (35,698)      57,595      (35,698)
(Increase) decrease in
reserve for discontinued
operations                                     -     (379,458)           -

Net Cash Used by Operating
Activities                              (474,144)    (635,090)    (474,144)

CASH FLOWS FROM INVESTING ACTIVITIES

Equipment
purchased                                (29,660)     (24,877)     (29,660)
Investments
purchased                                      -            -            -

Net Cash Used by Investing
Activities                               (29,660)     (24,877)     (29,660)

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from related party
notes payable                             98,325            -       98,325
Subscription
receivable                                     -      (10,000)           -
Advances to
hareholder                                     -     (140,446)           -
Payments on related party
notes payable                            (12,078)           -      (12,078)
Payments on notes
payable                                 (256,667)    (132,724)    (256,667)
Proceeds from notes
payable                                  359,406      681,881      359,406
Contributed
capital                                        -       30,000            -
Proceeds from common
stock                                    320,000      222,500      320,000

Net Cash Provided by Financing
Activities                               508,986      654,211      508,986

INCREASE IN
CASH                                       5,182       (8,756)       5,182

CASH AT BEGINNING
OF YEAR                                      808        9,562          808

CASH AT END OF
YEAR                                   $   5,988    $     806    $   5,988


                         OASIS INFORMATION SYSTEMS, INC.
                            (Formerly 1st GenX, Inc.)
                      Statements of Cash Flows (Continued)


                                                               From
                                                                 Inception of
                                                                  Development
                                                                    Stage on
                                           For the                  January 1,
                                        Year Ended                2001 Through
                                         December 31,             December 31,
                                   2001            2000              2001

CASH PAID FOR:

   Interest                       $          -   $            -  $    -
   Income taxes                 $            -   $            -  $    -
NON-CASH INVESTING AND FINANCING
 ACTIVITIES

   Common stock issued for investments
, software
    and licenses                   $    12,500   $        -  $          12,500
   Common stock issued for
 services                         $  50,000   $      120,000  $     50,000
   Common stock issued for d
ebt reduction                     $ 503,988   $            -  $    503,988


                         OASIS INFORMATION SYSTEMS, INC.
                            (Formerly 1st GenX, Inc.)
                        Notes to the Financial Statements
                           December 31, 2001 and 2000
                                       20


NOTE 1 -      ORGANIZATION AND DESCRIPTION OF BUSINESS

     On February 10, 1997, 1st Genx.com, Inc. (formerly E-Vegas.Com, Inc..) (the
Company) was incorporated  under the laws of Nevada to engage in the exploration
and mining business.

     On  February  5, 1999,  the  Companys  directors  entered  into a purchase
agreement with E-Casino Gaming  Corporation to purchase  proprietary  rights and
software  for  Internet  Casino and Sports  Book,  a Costa  Rican  International
license to operate the same, and the companys trade style for 2,000,000  shares
of  authorized,  but unissued,  common stock.  The  acquisition  was ratified by
shareholders  at a special  meeting held March 5, 1999. At the same  shareholder
meeting,  the  shareholders  approved  changing the  corporate  name to E-Casino
Gaming  Corporation.  Said amendment was filed with the State of Nevada on March
11, 1999. On June 1, 1999, the Companys name was changed to  E-Vegas.Com,  Inc.
On July 20, 2000, the Companys name was changed to 1st Genx.com, Inc.

     During March 1999, the Company sold its wholly-owned subsidiary, True Vista
Mining de Mexico,  Inc.,  to True Vista Mining,  Inc. for $30,000,  a 10% equity
interest in True Vista Mining,  Inc. and a 5%  production  royalty on the mining
claims sold once the properties  begin producing and selling.  Should True Vista
Mining,  Inc. sell or negotiate any of the properties,  the Company will receive
5% of the consideration.  The Company was considered a development stage company
until August 1999 when it began sales.

     On October 2, 1999,  the Company  formed a Costa Rican  Corporation  called
Global   E-Comm,   Inc.   and   became   a   wholly-owned   subsidiary   in  the
telecommunications business in Latin America.

     On May 15,  2000,  the  Company  entered  into a Recission  Agreement  with
Presidents  Telecom,  Inc.  (Presidents)  whereby  the Company  reacquired  100%
ownership in Global E-Com, S.A. (Global).  The consolidated financial statements
have been retroactively  restated to show the transaction as if the sale did not
occur in October 1999.
     On May 10, 2001, the Company enacted a one-for-four  reverse stock split of
its  outstanding  common  stock and on October 16,  2001 the  Company  enacted a
one-for-two  reverse split of its  outstanding  common  stock.  Shares have been
retroactively stated for these reverse stock splits.

     On October  18,  2001,  the Company  changed its name to Oasis  Information
Systems, Inc. in conjunction with a failed reverse merger. (See Note 9).




NOTE 2 -      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

              a.  Accounting Method

     The Companys  consolidated  financial  statements  are  prepared  using the
accrual method of accounting. The Company has elected a December 31 year end.

              b.  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  liabilities  and  disclosure of contingent
assets and liabilities at the date of the financial  statements and the reported
amounts of revenues and expenses  during the reporting  period.  Actual  results
could differ from those estimates.

              c.  Basic Loss Per Common Share

     Basic  loss per  common  share has been  calculated  based on the  weighted
average number of shares of common stock outstanding during the period.

              d.  Income Taxes

At   December 31, 2001,  the Company had net  operating  loss  carryforwards  of
     approximately  $3,400,000  that may be offset against future taxable income
     through  2021.  No tax  benefit  has  been  reported  in  the  consolidated
     financial  statements as the Company believes that the  carryforwards  will
     expire unused. Accordingly, the potential tax benefits of the net operating
     loss carryforwards are offset by a valuation  allowance of the same amount.
     The  income  tax  benefit  differs  from the  amount  computed  at  federal
     statutory rates of approximately 38% as follows:
                                             For the Years Ended
                                           December 31,
                                        2001                2000

Income tax benefit at statutory rate   $ 183,454    $ 130,744
Change in valuation allowance           (183,454)    (130,744)

                              $            $                -


NOTE 2 -      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

              d.  Income Taxes (Continued)

              Deferred tax assets (liabilities) are comprised of the following:

                                        For the Years Ended
                                          December 31,
                                   2001                2000

Income tax benefit at statutory rate   $ 1,300,939    $ 1,117,485
Change in valuation allowance           (1,300,939)    (1,117,485)

                                $              $                -

     Due to the change in  ownership  provisions  of the Tax Reform Act of 1986,
net operating loss  carryforwards for Federal income tax reporting  purposes are
subject to annual limitations. Should a change in ownership occur, net operating
loss carryforwards may be limited as to use in future years.

              e.  Fixed Assets

     Fixed   assets  are  stated  at  cost,   less   accumulated   depreciation.
Depreciation  is computed  using the  straight-line  method  over the  estimated
useful lives of the assets ranging from 3 to 5 years.  Expenditures for property
additions and betterments  are capitalized at cost.  Maintenance and repairs are
charged to expense when incurred.
              f.  Revenue Recognition
     The Company operated in one industry which was internet gaming. The Company
recognized  revenues from its gaming  activities upon completion of the activity
upon which the wager was placed. Winnings were recorded as revenues. Losses were
recorded as gaming  payouts.  Funds held for  customers but not yet wagered were
carried as a  liability  known as gaming loss  reserve.  These  operations  were
discontinued  during the year ended  December 31, 2000.  When the Company begins
new operations, new revenue recognition policies will be described.




NOTE 2 -      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

              g. Recent Accounting Pronouncements
     SFAS No.s 141 and 142 -- In June 2001, the Financial  Accounting  Standards
Board (FASB) adopted Statement of Financial  Accounting  Standards SFAS No. 141,
Business Combinations, and SFAS No. 142, Goodwill and Other Intangible Assets.
SFAS No. 141 is effective as to any business  combination  occurring  after June
30, 2001 and certain  transition  provisions that affect accounting for business
combinations  prior to June 30, 2001 are  effective as of the date that SFAS No.
142 is applied in its  entirety,  which will be January 1, 2002 for the Company.
SFAS No. 142 is effective,  generally,  in fiscal years beginning after December
15,  2001,  which will be the  fiscal  year  ending  December  31,  2002 for the
Company.
     SFAS No. 141 provides  standards for accounting for business  combinations.
Among other things,  it requires that only the purchase  method of accounting be
used and that certain intangible assets acquired in a business combination (i.e.
those that result from  contractual  or other legal rights or are  separable) be
recorded as an asset apart from goodwill. The transition provisions require that
an assessment be made of previous  business  combinations  and, if  appropriate,
reclassifications  be  made to or from  goodwill  to  adjust  the  recording  of
intangible  assets such that the criteria for recording  intangible assets apart
from goodwill is applied to the previous business combinations.

     SFAS No. 142  provides,  among other things,  that goodwill and  intangible
assets  with  indeterminate  lives  shall not be  amortized.  Goodwill  shall be
assigned to a reporting unit and annually  assessed for  impairment.  Intangible
assets with  determinate  lives shall be amortized over their  estimated  useful
lives, with the useful lives reassessed continuously,  and shall be assessed for
impairment under the provisions of SFAS No. 121,  Accounting for the Impairment
of Long-Lived  Assets and for Long-Lived  Assets to be Disposed Of. Goodwill is
also assessed for  impairment on an interim basis when events and  circumstances
warrant.  Upon  adoption of SFAS No. 142,  the  Company  will assess  whether an
impairment loss should be recognized and measured by comparing the fair value of
the reporting unit to the carrying value,  including goodwill. If the carrying
value  exceeds fair value,  then the Company will compare the implied fair value
of the  goodwill  (as  defined in SFAS No. 142) to the  carrying  amount of the
goodwill. If the carrying amount of the goodwill exceeds the implied fair value,
then the goodwill will be adjusted to the implied fair value.

     While the Company has not completed the process of  determining  the effect
of these new accounting pronouncements on its consolidated financial statements,
the  Company  currently  expects  that  there  will  be no  reclassification  in
connection   with  the   transition   provisions   of  SFAS  No.  141  based  on
clarifications of the transition  provisions issued by the FASB in October 2001.
Accordingly, the Company expects that, after implementation of SFAS No. 142, all
intangible assets will be amortizable and the goodwill will not be amortizable.




NOTE 2 -      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

              g. Recent Accounting Pronouncements (Continued)

     SFAS No.  143 -- On  August  16,  2001,  the  FASB  issued  SFAS  No.  143,
Accounting  for Asset  Retirement  Obligations,  which is effective for fiscal
years  beginning  after June 15, 2002. It requires that  obligations  associated
with the  retirement of a tangible  long-lived  asset be recorded as a liability
when those obligations are incurred,  with the amount of the liability initially
measured at fair value.  Upon  initially  recognizing a liability for an accrued
retirement  obligation,  an entity must  capitalize  the cost by  recognizing an
increase in the carrying amount of the related  long-lived asset. Over time, the
liability is accreted to its present value each period, and the capitalized cost
is depreciated over the useful life of the related asset. Upon settlement of the
liability,  an entity either settles the  obligation for its recorded  amount or
incurs a gain or loss upon  settlement.  While the Company has not completed the
process of determining  the effect of this new accounting  pronouncement  on its
consolidated financial statements, the Company currently expects that the effect
of SFAS No. 143 on the  Companys  consolidated  financial  statements,  when it
becomes effective, will not be significant.

     SFAS No. 144  On October 3, 2001, the Financial Accounting Standards Board
issued SFAS No. 144, Accounting  for the  Impairment or Disposal of Long-Lived
Assets  which is effective  for  financial  statements  issued for fiscal years
beginning  after  December 15, 2001 and,  generally,  its  provisions  are to be
applied  prospectively.  SFAS 144  supercedes  SFAS Statement No. 121 (FAS 121),
Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to
Be  Disposed  Of.  SFAS  144  applies  to  all  long-lived   assets  (including
discontinued  operations) and consequently  amends  Accounting  Principles Board
Opinion No. 30 (APB 30), Reporting Results of Operations  Reporting the Effects
of Disposal of a Segment of a Business.

     SFAS 144 develops one accounting model (based on the model in SFAS 121) for
long-lived  assets that are to be disposed of by sale,  as well as addresses the
principal  implementation  issues. SFAS 144 requires that long-lived assets that
are to be  disposed  of by sale be  measured  at the lower of book value or fair
value less cost to sell. That  requirement  eliminates the requirement of APB 30
that  discontinued  operations  be  measured  at net  realizable  value  or that
entities  include under  discontinued  operations in the financial  statements
amounts for operating losses that have not yet occurred.

     Additionally,  FAS 144  expands  the scope of  discontinued  operations  to
include  all  components  of  an  entity  with   operations   that  (1)  can  be
distinguished  from the rest of the entity and (2) will be  eliminated  from the
ongoing operations of the entity in a disposal transaction.


NOTE 2 -      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

              g. Recent Accounting Pronouncements (Continued)

     While the Company has not completed the process of  determining  the effect
of this new accounting  pronouncement on its consolidated  financial statements,
the Company  currently  expects that the effect of SFAS No. 144 on the Companys
consolidated  financial  statements,  when it  becomes  effective,  will  not be
significant.

NOTE 3 -      INVESTMENTS
                                                       December 31,
                                                          2001

At December 31, 2000, the Company held 150,000 shares
in Hussongs America, Inc. for a total cost of $30,000.
This investment has been recorded at cost.               $30,000

On June 30, 1999, the Company acquired 2,193,750
shares of E-Betta Bunch.Com, Inc. (Betta Bunch)
which was approximately 24% of the total outstanding
common stock of Betta Bunch, by issuing 1,000,000
shares of the Companys common stock valued at
$250,000 and cash invested of $46,042. The Companys
investment in Betta Bunch has been accounted for using
the equity method. Betta Bunch is an online gaming
company. The investment has been written down by a
loss of $296,042 as of December 31, 2000.                      -

Total Investments                                        $30,000

     The Company  recorded an  unrealized  loss of $30,000  associated  with the
Hussongs America, Inc. stock.

NOTE 4 -      NOTES PAYABLE - RELATED PARTY

     The Company has notes payable to  shareholders in the amount of $145,239 at
December 31, 2001.  The amounts bear  interest at 10%, are  unsecured and due on
demand.


NOTE 5 -      COMMON STOCK

     In March  2000,  60,000  shares of common  stock  were  issued at $2.00 per
share, for cash totaling $120,000.  In March 2000, 62,500 shares of common stock
were issued at $2.00 per share, for services totaling  $125,000.  In April 2000,
125,000  shares of common  stock were  issued at $2.00 per share,  for  services
totaling  $250,000.  In May 2000,  30,000  shares of common stock were issued at
$2.00 per share,  for cash totaling  $60,000.  In July 2000,  137,500  shares of
common stock were issued at $2.00 per share, for services totaling $275,000.  In
July 2000,  93,750  shares of common  stock were issued at $2.00 per share,  for
services totaling $187,500. In December 2000, 26,750 shares of common stock were
issued at $0.25 per  share,  for cash  totaling  $52,500  of which  $10,000 is a
subscription receivable.  On January 10, 2001, 15,100,000 shares of common stock
were  issued at $0.025 per  share,  for debt  reduction  totaling  $366,488.  On
January 23,  2001,  1,000,000  shares of common  stock were issued at $0.025 per
share, for debt reduction  totaling $25,000.  On January 31, 2001, 500,000 share
of common  stock were issued at $0.025 per share for the right to use the domain
name, GolfCasino.com. On January 31, 2001, 3,500,000 shares of common stock were
issued at $0.025 per share for reduction totaling $87,500.

NOTE 6 -      NOTE PAYABLE

     On June 21, 1999,  the Company  purchased  software and computer  equipment
from an  unrelated  party.  An initial  payment  of $43,957  was due in 2000 and
payments of $4,738 are due quarterly over a 24-month  period.  The note bears an
imputed interest rate of 10%, is secured by equipment,  and is past due, as such
the entire amount is presented as a current liability. At December 31, 2001, the
balance due was $68,030.




NOTE 7 -      GOING CONCERN

     The Companys consolidated financial statements are prepared using generally
accepted accounting  principles applicable to a going concern which contemplates
the realization of assets and liquidation of liabilities in the normal course of
business.  The  Company has not  established  revenues  sufficient  to cover its
operating  costs  in the  Internet  gaming  industries  and  has  changed  their
operating  focus to  software  development  to allow it to  continue  as a going
concern.  Management  believes  that the  Company  will soon be able to generate
revenues  sufficient to cover its operating costs through software  development.
In the interim,  the Company intends to raise additional capital through private
placements of its common stock.

NOTE 8 -      DISCONTINUED OPERATIONS

              Global ECom, Inc.

     Effective  December 31, 2000, Global ECom, Inc. ceased all operations.  The
following is a summary of the loss from discontinued  operations  resulting from
the  elimination  of the  operations  of  Global  ECom,  Inc.  The  consolidated
financial statements have been retroactively  restated to reflect this event. No
tax benefit has been attributed to the discontinued operations.
                                    For the Year
                                     Ended
                                   December 31,
                                        2000

REVENUES                            $ 104,603

OPERATING EXPENSES

Cost of sales                          78,690
General and administrative             59,006
Depreciation                           38,342

Total Operating Expenses              176,038

LOSS FROM OPERATIONS                  (71,435)

OTHER INCOME (EXPENSES)

Other income                               80

Total Other Income (Expense)               80

LOSS BEFORE INCOME TAXES              (71,355)

INCOME TAXES                                -

LOSS FROM DISCONTINUED OPERATIONS
 GLOBAL ECom, Inc.                 $ (71,355)


NOTE 8 -      DISCONTINUED OPERATION (Continued)

              1stGenX.Com, Inc.

          Effective  December 31, 2000,  1stGenX.Com,  Inc.  ceased all Internet
     gambling  operations  and began  operations  in software  development.  The
     following is a summary of the loss from discontinued  operations  resulting
     from elimination of the operations in the Internet gambling  business.  The
     financial  statements  have been  restated to reflect  this  event.  No tax
     benefit has been attributed to the  discontinued  operations.
                                                           For the Year
                                                 Ended December 31, 2000

 REVENUES

Gaming revenues                                       $    57,441
Other revenues                                                  -

Total Revenues                                             57,441

GAMING PAYOUTS                                             46,344

GROSS MARGIN                                               11,097

OPERATING EXPENSES

Management fees                                            62,500
Advertising and promotion                                  22,182
Depreciation and amortization                              56,879
General and administrative                              1,257,451

Total Operating Expenses                                1,399,012

OPERATING LOSS                                         (1,387,915)

OTHER INCOME (EXPENSE)

Loss on equity investment                                       -
Loss on disposition of assets                            (105,843)
Interest income                                                 -
Interest expense                                          (29,795)

Total Other Income (Expense)                             (135,638)

LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES    (1,523,553    )

INCOME TAXES                                                    -

LOSS FROM DISCONTINUED OPERATIONS  Internet Gaming   $(1,523,553)

TOTAL LOSS FROM DISCONTINUED OPERATIONS
GLOBAL Ecom, Inc. and Internet Gaming               $(1,594,908)




NOTE 9 -      MATERIAL EVENTS

          On  February  28,  2001,  the  Company  agreed  to  sell  100%  of its
     wholly-owned  subsidiary  Global ECom, Inc. to Spectrum  Ventures,  Ltd. in
     exchange for 500,000  shares of Spectrum  common  stock,  no value has been
     assigned to the sale.

          On October 16, 2001, the Company  enacted a one-for-two  reverse stock
     split of its outstanding common stock. Shares have been state retroactively
     back to inception.

          On October 16, 2001 the shareholders  approved the acquisition of 100%
     of  the  capital  stock  of  Oasis  Information  Systems,  Inc.,  a  Nevada
     corporation,  in exchange for 20,000,000  shares of authorized but unissued
     $.001 par value common stock and 3,000,000  shares of  convertible,  voting
     preferred stock.

          On March 13, 2002 the  management  and directors of Oasis  Information
     Systems,  Inc.  (formerly 1st GenX,  Inc.) sighting a lack of liquidity and
     the inability to meet the financial reporting standards of the OTC-BB voted
     to rescind  the  October 16,  2001  Agreement  and Plan of  Reorganization.
     Furthermore,  at this same meeting the  management  and directors  tendered
     their resignations.  Therefore,  all assets subject to liabilities of Oasis
     Information  Systems,  Inc. will be returned to their  shareholders,  while
     20,000,000  shares of $.001 par value common stock and 3,000,000  shares of
     voting convertible stock will be returned to the treasury of 1st GenX, Inc.
     It should be noted that this transaction  never closed due to the inability
     of the acquired company to provide audited financial statements in a timely
     manner  as per the  Agreement  and  Plan  of  Reorganization.  The  Company
     expensed $42,066 as a bad debt expense associated with the failed merger.

NOTE 10 -     LINE OF CREDIT

          Confederation Capital has committed to extended long-term financing in
     the form of a line of credit. The Company may draw up to $500,000. Advances
     will bear interest at 2% over the U.S. prime rate. As of December 31, 2001,
     the Company has drawn advances in the amount of $60,000.

NOTE 11 -     GOING CONCERN

          The  Companys  financial   statements  are  prepared  using  generally
     accepted  accounting   principles  applicable  to  a  going  concern  which
     contemplates  the  realization of assets and  liquidation of liabilities in
     the normal  course of business.  The Company has not  established  revenues
     sufficient to cover its operating costs in the Internet  gaming  industries
     and has changed their operating  focus to software  development to allow it
     to continue as a going concern.  Management  believes that the Company will
     soon be able to generate  revenues  sufficient to cover its operating costs
     through software development.  In the interim, the Company intends to raise
     additional capital through private placements of its common stock.