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

                                   FORM 10-KSB

(Mark One)
[X]  ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
     1934

     For the fiscal year ended December 31, 2001

[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
     OF 1934

     For the transition period from ___________ to ___________

                      Commission file number: 000-28445

                    Global Boulevard International, Inc.
             ---------------------------------------------------
               (Name of Small Business Issuer in its charter)


             Nevada                             88-0392153
 -------------------------------   ---------------------------------------
 (State or other jurisdiction of   (I.R.S. Employer Identification Number)
  incorporation or organization)

         355 Cambridge Shore, Afton, OK                      34331
   ------------------------------------------------     -------------
    (Address of principal executive offices)               (zip code)

               918-782-9408 (Phone)       918-782-9452  (FAX)
       ---------------------------------------------------------
                      Issuer's Telephone Number

Securities registered under Section 12(b) of the Exchange Act:

Title of each class registered: None       Name of each exchange on which
                                           registered:  None

Securities registered under Section 12(g) of the Exchange Act:

                          Common Stock, par value $.001
                          -----------------------------
                                (Title of class)

     Check whether the issuer (1) filed all reports required to be filed
by 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 [ ]

                                       1


<PAGE>

     Check if no disclosure of delinquent filers in response to Item 405
of Regulation S-B is contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-KSB or any amendment to this Form 10-KSB. [ ]

     The issuer is a developmental stage company, and as such has yet to
generate any revenues.

     Based on the average if the closing bid and asked prices of the issuer's
common stock on December 31, 2000, the aggregate market value of the voting
stock held by non-affiliates of the registrant on that date was $209,800.

     The issuer had 5,524,500 shares of common stock issued and outstanding,
par value $.001 per share as of December 31, 2001.

     Documents incorporated by reference:  None

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



                                       2


<PAGE>

                                    CONTENTS

                                                                          PAGE
PART I

    Item 1.  Description of Business........................................4
    Item 2.  Description of Property.......................................12
    Item 3.  Legal Proceedings.............................................12
    Item 4.  Submission of Matters to a Vote of Security Holders...........12

PART II

    Item 5.  Market for Common Equity and Related Stockholder Matters......13
    Item 6.  Management's Discussion and Analysis or Plan of Operation.....15
    Item 7.  Financial Statements..........................................18
    Item 8.  Changes in and Disagreements with Accountants on
                Accounting and Financial Disclosure........................20

PART III

    Item 9.  Directors, Executive Officers, Promoters and Control
                Persons; Compliance with Section 16(a) of the
                Exchange Act...............................................21
    Item 10. Executive Compensation........................................23
    Item 11. Security Ownership of Certain Beneficial Owners and
                Management.................................................24
    Item 12. Certain Relationships and Related Transactions................25
    Item 13. Exhibits and Reports on Form 8-K..............................25

SIGNATURES   ..............................................................26



                           Forward-Looking Statements

This report contains forward-looking statements. The forward-looking statements
include all statements that are not statements of historical fact.  The
forward-looking  statements are often identifiable by their use of words such
as "may," "expect," "believe," "anticipate," "intend," "could," "estimate," or
"continue," "Plans" or the negative or other variations of those or comparable
terms.  Our actual results could differ materially from the anticipated results
described in the forward-looking statements.  Factors that could affect our
results include, but are not limited to, those discussed in Item 6,
"Management's Discussion and Analysis or Plan of Operation" and included
elsewhere in this report.


                                       3

<PAGE>


                                     PART I

ITEM 1.  DESCRIPTION OF BUSINESS.

(a) BUSINESS DEVELOPMENT

(i) Business Development, Organization and Acquisition Activities
-----------------------------------------------------------------

Global Boulevard International, Inc., originally an Internet e-Commerce
company, hereinafter referred to as "GBBV" or the "Company" or the
"Registrant", was organized by the filing of Articles of Incorporation
with the Secretary of State of the State of Nevada on April 16, 1998
(Date of Inception) under the name Registered Agents of Southern Nevada,
Inc.  The Company amended its Articles on March 25, 2000 changing its
name to Global Boulevard International, Inc.

The Amended Articles of the Company authorized the issuance of one hundred
million (100,000,000) shares of Common stock at par value of $0.001 per share
and no shares of Preferred stock.

The Company has no revenue history, at this time, it does not anticipate any
revenues in the near future.  The Company faces all of the risks inherent in
any new business.  These risks include, but are not limited to, competition,
changing laws and regulations, the need for additional capital, and the
possible inability to adapt to various economic changes inherent in a market
economy.  The likelihood of success of the Company must be considered in
light of these problems and expenses that are frequently incurred in the
operation of a new business venture.


(b) Business of Issuer

Principal Products, Services and Principal Markets
--------------------------------------------------

GLOBAL BOULEVARD INTERNATIONAL, Inc. ("GBBV" or the "Company"), a Nevada
Corporation, with an original principal business strategy to establish a
network of Transaction Centers throughout tax-neutral domiciles planned to
host and facilitate the implementation of international e-commerce
activities on behalf of client companies.  The Company wanted to bring
these facilities together, in one location, utilizing the essential
technological solutions available for conducting international business
through the Internet e-commerce platform.  Based on adverse market
conditions and the failure of many Internet "dot.com" companies, GBBV
has reconsidered its original business plan, and is currently developing
other business strategies.






                                       4


<PAGE>

B. Business of Issuer

1)  Principal Products, Services and Principal Markets.

The original business of GBBV was to establish a network of Transaction
Centers throughout tax-neutral domiciles planned to host and facilitate the
implementation of international e-commerce activities on behalf of client
companies.  The Company wanted to bring these facilities together, in one
location, utilizing the essential technological solutions available for
conducting international business through the Internet e-commerce platform.
Since the inception of this business strategy, government regulations have
limited the establishment of tax-neutral domiciles, as such, in order to
stay compliant with government regulations, the Company abandoned it
original business plan.  The Company is now in the process of developing a
new business strategy.  The Company is currently assessing various options
and strategies to become a profitable corporation.

The Company has a limited operating history upon which an evaluation of
the Company, its current business and its prospects can be based, each
of which must be considered in light of the risks, expenses and
problems frequently encountered by all companies in the early stages
of development, and particularly by such companies entering new and
rapidly developing markets like the Internet.  The Company's prospects
must be considered in light of the risks, uncertainties, expenses and
difficulties frequently encountered by companies in their early stages
of development, particularly companies in new and rapidly evolving
markets such as online commerce.  Based on adverse market conditions and
the failure of many Internet "dot.com" companies, GBBV is currently
developing other business strategies.

(a)  Limited Operating History

The Company was first incorporated in the State of Nevada on April 16, 1998.
Accordingly, the Company has a limited operating history upon which an
evaluation of the Company, its current business and its prospects can be
based, each of which must be considered in light of the risks, expenses and
problems frequently encountered by all companies in the early stages of
development, and particularly by such companies entering new and rapidly
developing markets like the Internet.  The Company's prospects must be
considered in light of the risks, uncertainties, expenses and difficulties
frequently encountered by companies in their early stages of development.

The ability of the Company to manage its operations, including the amount and
timing of capital expenditures and other costs relating to the expansion of
the company's operations, the introduction and development of different or
more extensive communities by direct and indirect competitors of the Company,
including those with greater financial, technical and marketing resources,
the inability of the Company to attract, retain and motivate qualified
personnel and general economic conditions.



                                       5

<PAGE>


(b)  Anticipated Losses for the Foreseeable Future

The Company has not achieved profitability to date, and the Company
anticipates that it will continue to incur net losses for the foreseeable
future.  The extent of these losses will depend, in part, on the amount of
general and administrative expenses the company will incur to remain
reporting company with the U.S. Securities and Exchange Commission.  Since
the Company's inception on April 16, 1999 through December 31, 2001, the
Company had an accumulated deficit of $(157,150) dollars.  The Company
expects that its operating expenses will increase significantly during the
next several years, especially as it further develops its business plan.
Thus, the Company will need to generate increased revenues to achieve
profitability.  To the extent that increases in its operating expenses
precede or are not subsequently followed by commensurate increases in
revenues, or that the Company is unable to adjust operating expense levels
accordingly, the Company's business, results of operations and financial
condition would be materially and adversely affected.  There can be no
assurances that the Company can achieve or sustain profitability or that
the Company's operating losses will not increase in the future.

(c)  Developing New Business Strategies

The Company is currently assessing various options and strategies to become
a profitable corporation.  The analysis of new businesses opportunities and
evaluating new business strategies will be undertaken by or under the
supervision of James McCabe, Jr., the Company's President.  In analyzing
prospective businesses opportunities, James McCabe, Jr. will consider, to the
extent applicable, the available technical, financial and managerial resources
of any given business  venture.  Management will also consider the nature of
present and expected competition; potential advances in research and
development or exploration; the potential for growth and expansion; the
likelihood of sustaining a profit within given time frames; the perceived
public recognition or acceptance of products, services, trade or service
marks; name identification; and other relevant factors.  The Company
anticipates that the results of operations of a specific business venture
may not necessarily be indicative of the potential for future earnings,
which may be impacted by a change in marketing strategies, business
expansion, modifying product emphasis, changing or substantially augmenting
management, and other factors.

The Company will analyze all relevant factors and make a determination based
On a composite of available information, without reliance on any single factor.
The period within which the Company will decide to participate in a given
business venture cannot be predicted and will depend on certain factors,
including the time involved in identifying businesses, the time required for
the Company to complete its analysis of such  businesses, the time required
to prepare appropriate documentation and other circumstances.



                                       6

<PAGE>





(d)  Evaluating a Business Combination

The Company has not yet determined if it plans to seek or identify a business
combination with a private entity whose business presents an opportunity for
Company shareholders.  Before this decision can be made the Company's
management needs to review and evaluate business ventures for possible
mergers or acquisitions. The Company has not entered into any agreement,
nor does it have any commitment or understanding to enter into or become
engaged in a transaction, as of the date of this filing.  Further, the
business objectives discussed herein are extremely general and are not
intended to restrict the discretion of the Company's management.

A decision to participate in a specific business opportunity will be made
Based upon a Company analysis of the quality of the prospective business
opportunity's management and personnel, asset base, the anticipated
acceptability of business' products or marketing concepts, the merit of a
business plan, and numerous other factors which are difficult, if not
impossible, to analyze using any objective criteria.

(e)  Selection of a Business Opportunity

Should the company pursue other potential business opportunities, it
Anticipates they will be referred from various sources, including its
officers and directors, professional advisors, and its shareholders, who
may present unsolicited proposals.  The Company does not plan to engage
in any general solicitation or advertising for a business opportunity,
and would rely upon personal contacts of its officers, as well as indirect
associations with other business and professional people.  Management's
reliance on "word of mouth" may limit the number of potential business
opportunities identified.  While it is not presently anticipated that the
Company will engage unaffiliated professional  firms specializing in
business acquisitions or reorganizations, such firms may be retained if
management deems it in the best interest of the Company.  As of the filing
date there have been no discussions, agreements or understandings with any
professional advisors, financial consultants, broker-dealers or venture
capitalists.  The Company's present intentions are to rely upon its president
to effect those services normally provided by professional advisors or
financial consultants.

The Company will not restrict its search to any particular business, industry,
or geographical location.  Management reserves the right to evaluate and enter
into any type of business in any location.  In seeking a business venture, the
decision of management will not be controlled by an attempt to take advantage
of any anticipated or perceived appeal of a specific industry, management
group, product, or industry, but will be based on the business objective of
seeking long-term capital appreciation.  The Company may participate in a
newly organized business venture  or in a more  established business.
Participation in a new business venture entails greater risks since, in many
instances, management of such a venture may not have a proven track record;
the eventual market for such venture's product or services will likely not
be established; and the profitability of the venture will be untested and
impossible to accurately forecast.  Should the Company participate in a
more established venture that is experiencing financial difficulty, risks
may stem from the Company's inability to generate sufficient funds to manage
or reverse the circumstances causing such financial problems.


                                       7
<PAGE>

(f)  Operation of Business After Acquisition

If management decides to pursue a merger or acquisition, the Company will
be dependent on the nature of the business and the interest acquired.  The
Company is unable to determine at this time whether the Company will be in
control of the business or whether present management will be in control of
the Company following the acquisition.  It may be expected that the business
will present various risks, which cannot be predicted at the present time.

(g)  Risks Associated with Acquisitions

If appropriate opportunities present themselves, the Company would acquire
businesses, technologies, services or product(s) that the Company believes
are strategic.

The Company currently has no understandings, commitments or agreements with
respect to any other material acquisition and no other material acquisition
is currently being pursued.  There can be no assurance that the Company will
be able to identify, negotiate or finance future acquisitions successfully,
or to integrate such acquisitions with its current business.  The process of
integrating an acquired business, technology, service or product(s) into the
Company may result in unforeseen operating difficulties and expenditures and
may absorb significant management attention that would otherwise be available
for ongoing development of the Company's business.  Moreover, there can be no
assurance that the anticipated benefits of any acquisition will be realized.
Future acquisitions could result in potentially dilutive issuances of equity
securities, the incurrence of debt, contingent liabilities and/or
amortization expenses related to goodwill and other intangible assets, which
could materially adversely affect the Company's business, results of
operations and financial condition.  Any future acquisitions of other
businesses, technologies, services or product(s) might require the Company to
obtain additional equity or debt financing, which might not be available on
terms favorable to the Company, or at all, and such financing, if available,
might be dilutive.

(h)  Competition

The Company will be involved in intense competition with other business
entities, many of which will have a competitive edge over the Company by
virtue of their stronger financial resources and prior experience in business.
There is no assurance that the Company will be successful in identifying and
executing suitable business opportunities.

(i)  Risks Associated With New Services, Features and Functions

As the Company develops its new business strategies, there can be no assurance
that the Company would be able to expand its operations in a cost-effective or
timely manner or that any such efforts would maintain or increase overall
market acceptance.  Furthermore, any new business launched by the Company that
is not favorably received by consumers could damage the Company's reputation.
Expansion of the Company's operations in this manner would also
require significant additional expenses and development, Company's management,


                                       8

<PAGE>

financial and operational resources.  The lack of market acceptance of the
Company's products would result in the Company's inability to generate
satisfactory revenues and its inability to offset their costs could have a
material adverse effect on the Company's business, results of operations
and financial condition.

(j) Potential Fluctuations in Operating Results; Quarterly Fluctuations

The Company's operating results may fluctuate significantly in the future
as a result of a variety of factors, many of which are outside the Company's
control.  See "Limited Operating History."   As a strategic response to
changes in the competitive environment, the Company may from time to time
have to make certain pricing, marketing decisions or acquisitions that could
have a material short-term or long-term adverse effect on the Company's
business, results of operations and financial condition.

There can be no assurance that such patterns will not have a material adverse
effect on the Company's business, results of operations and financial
condition.  There can be no assurance that the Company will receive any
material amount of revenue as it pursues new business strategies in the
future.  The foregoing factors, in some future quarters, may lead the
Company's operating results to fall below the expectations.


2) Status of Any Announced New Product or Service

The Company does not have any announced new product or service.  As stated,
the company abandoned its original business plan to build a network of
Transaction Centers throughout tax-neutral domiciles.  The Company is
evaluating other business opportunities.

3) Customers

The Company believes that establishing and maintaining brand identity is a
critical aspect of its efforts to attract new customers.  Once the Company
identifies a brand opportunity, it intends to make a commitment to the
creation and maintenance of brand loyalty.

There can be no assurance that brand promotion activities will yield
increased revenues or that any such revenues would offset the expenses
incurred by the Company in building its brands.  Further, there can be no
assurance that any new users attracted to GBBV will conduct transactions
with GBBV on a regular basis.  If the Company fails to promote and
maintain its brand or incurs substantial expenses in an attempt to promote
and maintain its brand or if the Company's existing or future strategic
relationships fail to promote the Company's brand or increase brand
awareness, the Company's business, results of operations and financial
condition would be materially adversely affected.

                                    9
<PAGE>



4)  Patents, Trademarks, Licenses, Franchises, Concessions, Royalty
    Agreements, or Labor Contracts

The Company regards substantial elements of its former Web site and
underlying infrastructure and technology as proprietary and attempts to
protect them by relying on trademark, service mark, copyright and trade
secret laws and restrictions on disclosure and transferring title and other
methods.  The Company plans to enter into confidentiality agreements with its
future employees, future suppliers and future consultants and in connection
with its license agreements with third parties and generally seeks to control
access to and distribution of its technology, documentation and other
proprietary information.  Despite these precautions, it may be possible for a
third party to copy or otherwise obtain and use the Company's proprietary
information without authorization or to develop similar technology
independently.

Legal standards relating to the validity, enforceability and scope of
protection of certain proprietary rights in Internet-related businesses are
uncertain and still evolving, and no assurance can be given as to the future
viability or value of any of the Company's proprietary rights.  There can be
no assurance that the steps taken by the Company will prevent misappropriation
or infringement of its proprietary information, which could have a material
adverse effect on the Company's business, results of operations and financial
condition. Litigation may be necessary in the future to enforce the Company's
intellectual property rights, to protect the Company's trade secrets or to
determine the validity and scope of the proprietary rights of others. Such
litigation might result in substantial costs and diversion of resources and
management attention.  Moreover, from time to time, the Company may be
subject to claims of alleged infringement by the Company or service marks
and other intellectual property rights of third parties.  Such claims and
any resultant litigation, should it occur, might subject the Company to
significant liability for damages, might result in invalidation of the
Company's proprietary rights and, even if not meritorious, could result in
substantial costs and diversion of resources and management attention and
could have a material adverse effect on the Company's business, results of
operations and financial condition.

5)  Government Regulation

It is impossible to anticipate government regulations, if any, to which the
Company may be subject until it defines its business strategies.  The use of
assets to conduct a business which the Company may acquire could subject it
to environmental, public health and safety, land use, trade, or other
governmental regulations and state or local taxation.  In selecting a business
in which to acquire an interest, management will endeavor to ascertain, to the
extent of the limited resources of the Company, the effects of such government
regulation on the prospective business of the Company.  In certain





                                       10

<PAGE>


circumstances, however, such as the acquisition of an interest in a new or
start-up business activity, it may not be possible to predict with any degree
of accuracy the impact of government regulation.  The inability to ascertain
the effect of government regulation on a prospective business activity
presents a risk to the Company.


6) Research and Development Activities

The Company needs to develop and identify products that achieve market
acceptance by its users.  There can be no assurances that GBBV, will
be able to identify such products or achieve market acceptance.
Accordingly, no assurance can be given that the Company's future business
model will be successful or that it can sustain revenue growth or be
profitable.  The market for Internet products has been very difficult, as
many "dot.com" companies have ceased operations.  Therefore, if the Company
develops a product line which does not achieve or sustain market acceptance,
the Company's business, results of operation may be materially and adversely
affected.

There can be no assurances the Company will be successful in accomplishing
all of these things, and the failure to do so could have a material adverse
effect on the company's business, results of operations and financial
condition.

7)  Employees

The Company currently has one (1) employee who serves as the sole officer
and director of the Company.  Until the Company can further develop its
business plan, the Company has no intention at this time to add employees.

(i) The Company's performance is substantially dependent on the performance of
its president, James McCabe, Jr.  In particular, the Company's success
depends on his ability to develop a business strategy which will be successful
for the Company.

(ii) The Company does not carry key person life insurance on any of its
personnel.  The loss of the services of any of its executive officers or other
key employees could have a material adverse effect on the business, results of
operations and financial condition of the Company.  The Company's future
success also depends on its ability to retain and attract highly qualified
technical and managerial personnel.

(iii)  There can be no assurance that the Company will be able to retain its
key managerial and technical personnel or that it will be able to attract and
retain additional highly qualified technical and managerial personnel in the
future.   The inability to attract and retain the technical and managerial
personnel necessary to support the growth of the Company's business, due to,
among other things, a large increase in the wages demanded by such personnel,
could have a material adverse effect upon the Company's business, results of
operations and financial condition.


                                    11

<PAGE>

ITEM 2.  DESCRIPTION OF PROPERTY.

The Company's corporate headquarters are located at: 355 Cambridge Shore,
Afton, OK  34331.  Phone:  918-782-9408.  The office space is provided by
one of the former Officers of the Company at no cost to the Company.

ITEM 3.  LEGAL PROCEEDINGS.

The Company from time to time may be involved in litigation incident to the
conduct of its business.  Certain litigation with third parties and
present and former shareholders of the Company are routine and incidental.

The Company closed its litigation against two shareholders who received
common stock on or about September 10, 1999.  These individuals were issued
stock erroneously, as they never paid for their shares with monies nor
services.

On October 9, 2001, after on-going court proceedings, the District Court
of Clark County, Nevada, issued a "Judgment by Default" to the Company and
ordered a declaratory judgment against these shareholders; and, the Court
ordered that these shareholders are not entitled to the shares of Global
Boulevard International, Inc. issued to them on or about September 10, 1999;
and they further ordered that said shares be cancelled from the shareholder
list of the Company.

This represents 500,000 common shares which will be returned to the Company's
treasury.  This will reduce the number of outstanding shares from 6,024,500
to 5,524,500.

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

No matter were submitted to the shareholders during the calendar year
ending December 31, 2001.


                                   12

<PAGE>



                                PART II

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

(i) Market Information
----------------------

The Company's Common Stock is traded on the OTC Bulletin Board under the
symbol "GBBV" and commenced its trading under that symbol on December 15,
1998, under the original trading symbol "RGAG".  When the Company adopted the
name change of Global Boulevard Management, Inc., it was given the trading
symbol "GOBO"  This trading symbol was changed to "GBBV" in October, 2000,
when the Company initiated its two-for-one reverse stock split.  The following
table sets forth the high and low bid quotations for the Common Stock for the
periods indicated.  These quotations reflect prices between dealers, do not
include retail mark-ups, mark-downs, and commissions and may not necessarily
represent actual transactions.  These bid quotations have been adjusted
retroactively to reflect the two-for-one reverse stock split which took place
in October, 2000.

<TABLE>
<CAPTION>
                                         Common Stock
                                         ------------
PERIOD                              HIGH             LOW
------                              ----             ---
<S>                                 <C>              <C>
Calendar Year 1998
------------------
Fourth Quarter ended 12/31/99       $0.00            $0.00

Calendar Year 1999
------------------
First Quarter ended 3/31/99         $0.37            $0.02
Second Quarter ended 6/30/99        $0.25            $0.02
Third Quarter ended 9/30/99         $0.31            $0.02
Fourth Quarter ended 12/31/99       $0.31            $0.02

Calendar Year 2000
------------------
First Quarter ended 3/31/00         $0.62            $0.31
Second Quarter ended 6/30/00        $1.50            $0.19
Third Quarter ended 9/30/00         $1.25            $0.34
Fourth Quarter ended 12/31/00       $1.00            $0.34

Calendar Year 2001
------------------
First Quarter ended 3/31/01         $0.75            $0.31
Second Quarter ended 6/30/01        $0.32            $0.25
Third Quarter ended 9/30/01         $0.30            $0.25
Fourth Quarter ended 12/31/01       $0.30            $0.24

</TABLE>

                                       13

<PAGE>

(ii) Holders
------------

The approximate number of holders of record of common stock as of December
31, 2001 was approximately thirty-four (34), this number includes the
Company's sole Director/Officer.  The Company has 5,524,500 common shares
issued and outstanding as of December 31, 2001.

(iii) Dividends
---------------

Holders of common stock are entitled to receive such dividends as the board of
directors may from time to time declare out of funds legally available for the
payment of dividends.  No dividends have been paid on our common stock, and we
do not anticipate paying any dividends on our common stock in the foreseeable
future.

(iv) Recent Sales of Unregistered Securities
--------------------------------------------

On April 18, 2000, the Company issued 700,000 shares of its $.001 par value
common stock for cash of $700.

On June 1, 1998, the Company completed a public offering that was exempt from
federal registration pursuant to Regulation D, Rule 504 of the Securities Act
of 1933 as amended, and exemptions from state registration pursuant to various
state security transactional exemptions.  The Company sold 199,000 shares of
common stock at for a total amount of $9,950.  Of the total proceeds, $199.00
is considered common stock, and $9,751 is considered additional paid-in
capital.

On January 13, 1999, the Company issued 11,100,000 shares of common stock
for a total amount of $141,500.  Of the total proceeds, $11,100 is
considered common stock, and $130,400 is considered additional paid-in
capital.  The Company also issued 5,000,000 shares of its $.001 par value
common stock for services.  The Company then purchased 5,000,000 shares of
its $.001 par value common stock for $5,000 to be held in treasury stock.
On October 4, 2000, per shareholder approval at its annual shareholder
meeting, the shareholders approved a 2-for-1 reverse split.  On October 6,
2000 the sole Director/Officer of the Company purchased 25,000 shares of
the Company's common stock for $10,000.

On October 9, 2001, the Company obtained a Court Order against shareholders
who were not entitled to the shares of GBBV issued to them on or about
September 10, 1999; and, the Court further ordered that said shares be
cancelled from the shareholder list of the Company.  This represents 500,000
common shares which will be returned to the Company's treasury.  This
reduces the number of outstanding shares from 6,024,500 to 5,524,500.

There have been no other issuances of common or preferred stock.




                                    14


<PAGE>

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

(i) General
-----------

The Company has devoted the major portion of its resources to the
development and research of an interactive website.

The Company has a limited operating history upon which an evaluation of the
Company, its current business and its prospects can be based.  The Company's
prospects must be considered in light of the risks, uncertainties, expenses
and difficulties frequently encountered by companies in their early stages
of development, particularly companies in new and rapidly evolving markets.
Such risks include, without limitation, the lack of broad acceptance of the
company's products or services, the company's inability to anticipate and
adapt to a developing market, the failure of the company's infrastructure,
changes in laws that adversely affect the company's business, the ability of
the Company to manage its operations, including the amount and timing of
capital expenditures and other costs relating to the expansion of the
company's operations, the introduction and development of different or more
extensive communities by direct and indirect competitors of the Company,
including those with greater financial, technical and marketing resources,
the inability of the Company to attract, retain and motivate qualified
personnel and general economic conditions.

The Company has not achieved revenues or profitability to date, and the
Company anticipates that it will continue to incur net losses for the
foreseeable future.  The extent of these losses will depend, in part, on
the amount of growth in the Company's revenues from sales of its products
or services.  As of December 31, 2001, the Company had an accumulated
deficit of one hundred fifty-seven thousand one hundred fifty ($157,150)
dollars.

The Company expects that its operating expenses will increase significantly,
especially as it fine tunes its business plan.  Thus, the Company will need
to generate increased revenues to achieve any profitability.  To the extent
that increases in its operating expenses precede or are not subsequently
followed by commensurate increases in revenues, or that the Company is unable
to adjust operating expense levels accordingly, the Company's business,
results of operations and financial condition would be materially and
adversely affected.  There can be no assurances that the Company can achieve
or sustain profitability or that the Company's operating losses will not
increase in the future.

The Company's independent auditor has issued the following Going Concern
Comment, "The Company's financial statements are prepared using the
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.  However, the Company has not commenced
its planned principal operations and it has not generated any revenues.  In
order to obtain the necessary capital, the Company intends to raise funds



                                   15
<PAGE>

via an offering of its securities registered with the US Securities and
Exchange Commission.  The Company is dependent upon its ability to secure
equity and/or debt financing and  there  are no assurances that the Company
will be successful, without sufficient financing it would be unlikely for
the Company to continue as a going concern." (See Financial Note #2.)

(ii) Results of Operations
--------------------------

As a developmental stage Company, the Company has yet to generate any
revenues.  In addition, the Company does not expect to generate any revenues
over the next approximately to twelve (12) months.  During calendar year,
2001, the Company experienced net losses $3,646, as compared to a net loss of
6,354 for the same period last year.  The bulk of these expenses were for
general and administrative costs.  Since the Company's inception of April
16, 1998 through December 31, 2001, the company has loss $157,150.  The
Company does not have any material commitments for capital expenditures.

(iii) Liquidity and Capital Resources
-------------------------------------

The Company's primary sources of liquidity since its inception have been the
sale of shares of common stock from shareholders, which were used during the
period from inception through December 31, 2000.  On April 14, 1998, the
Company's founding shareholder purchased 700,000 shares of its $.001 par
value common stock for cash of $700.

On June 1, 1998, the Company completed a public offering that was exempt from
federal registration pursuant to Regulation D, Rule 504 of the Securities Act
of 1933 as amended, and exemptions from state registration pursuant to various
state security transactional exemptions.  The Company sold 199,000 shares of
common stock at for a total amount of $9,950.  Of the total proceeds, $199.00
is considered common stock, and $9,751 is considered additional paid-in capital.

On January 13, 1999, the Company issued 11,100,000 shares of common stock for a
total amount of $141,500.  Of the total proceeds, $11,100 is considered common
stock, and $130,400 is considered additional paid-in capital.  The Company also
issued 5,000,000 shares of its $.001 par value common stock for services.  The
Company then purchased 5,000,000 shares of its $.001 par value common stock for
$5,000 to be held in treasury stock.

On October 4, 2000, per shareholder approval at its annual shareholder
meeting, the shareholders approved a 2-for-1 reverse split.  On October 6,
2000, the sole Director/Officer of the Company purchased 25,000 shares of
the Company's common stock for $10,000.

On October 9, 2001, the Company obtained a Court Order against shareholders
who were not entitled to the shares of GBBV issued to them on or about
September 10, 1999; and, the Court further ordered that said shares be
cancelled from the shareholder list of the Company.  This represents 500,000
common shares which will be returned to the Company's treasury.  This
reduces the number of outstanding shares from 6,024,500 to 5,524,500.

                                      16
<PAGE>


There have been no other issuances of common or preferred stock.

The Company has limited financial resources available, which has had an
adverse impact on the Company's liquidity, activities and operations.  These
limitations have adversely affected the Company's ability to obtain certain
projects and pursue additional business. There is no assurance that the
proceeds of the Company will be able to raise sufficient funding to enhance
the Company's financial resources sufficiently to generate volume for the
Company.

                                      17


<PAGE>

ITEM 7.  FINANCIAL STATEMENTS.





                     GLOBAL BOULEVARD INTERNATIONAL, INC.
                         (A DEVELOPMENT STAGE COMPANY)

                                BALANCE SHEETS
                                     AS OF
                          DECEMBER 31, 2001 AND 2000

                                      AND

                             STATEMENTS OF INCOME,
                           STOCKHOLDERS' EQUITY, AND
                                  CASH FLOWS
                   FOR THE PERIOD APRIL 16, 1998 (INCEPTION
                             TO DECEMBER 31, 2001
                              AND THE YEARS ENDED
                          DECEMBER 31, 2001 AND 2000


                                       18


<PAGE>



                               TABLE OF CONTENTS


<TABLE>
<CAPTION>

TABLE OF CONTENTS


                                                                   PAGE
<S>                                                                <C>
Independent Auditor's Report                                       F-1

Balance sheets                                                     F-2

Income Statement                                                   F-3

Statement of Stockholders' Equity                                  F-4

Statement of Cash Flows                                            F-5

Footnotes                                                          F-6-11

</TABLE>


                                     19

<PAGE>

G. BRAD BECKSTEAD
---------------------------
CERTIFIED PUBLIC ACCOUNTANT
                                                          330 E. Warm Springs
                                                          Las Vegas, NV 89119
                                                                 702.257.1984
                                                           702.362.0540 (fax)

                         INDEPENDENT AUDITOR'S REPORT


March 22, 2002

Board of Directors
Global Boulevard International, Inc.
Las Vegas, NV

I have audited the Balance sheets of Global Boulevard International, Inc.
(the "Company") (A Development Stage Company), as of December 31, 2001 and
2000, and the related Statements of Operations, Stockholders' Equity, and
Cash Flows for the years then ended, and for the period April 16, 1998 (Date
of Inception) to December 31, 2001.  These financial statements are the
responsibility of the Company's management.  My responsibility is to express
an opinion on these financial statements based on my audit.

I conducted my audit in accordance with generally accepted auditing standards
in the United  States.  Those standards require that I 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
statement presentation.  An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation.  I believe that my
audit provides a reasonable basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Global Boulevard
International, Inc., (A Development Stage Company), as of December 31, 2001
and 2000, and the results of its operations and its cash flows for the years
the ended, and for the period April 16, 1998 (Date of Inception) to December
31, 2001 in conformity with generally accepted accounting principles.

The accompanying financial statements have been prepared assuming the Company
will continue as a going concern.  As discussed in Note 2 to the financial
statements, the Company has had limited operations and have not commenced
planned principal operations.  This raises substantial doubt about its
ability
to continue as a going concern.  Management's plan in regard to these matters
are also described in Note 2.  The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.


/s/  G. Beckstead
----------------------
G. Brad Beckstead, CPA

                                       F-1

<PAGE>

                        GLOBAL BOULEVARD INTERNATIONAL, INC.
                           (A DEVELOPMENT STAGE COMPANY)
                                   BALANCE SHEET

<TABLE>
<CAPTION>

BALANCE SHEET

                                                  DECEMBER 31,   DECEMBER 31,
                                                      2001           2000
                                                  ------------   ------------
<S>                                               <C>            <C>
ASSETS
Current assets:
   Cash                                           $          -   $      3,646
                                                  ------------   ------------

       Total current assets                                  -          3,646
                                                  ------------   ------------


                                                  $          -   $      3,646
                                                  ============   ============


LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities                               $          -   $          -
                                                  ------------   ------------

   Total current liabilities                                 -              -
                                                  ------------   ------------


Long-term liabilities                                        -              -
                                                  ------------   ------------

   Total liabilities                                         -              -
                                                  ------------   ------------


Stockholders' Equity:
   Preferred stock, $0.001 par value, 10,000,000
      shares authorized, zero shares issued and
      outstanding                                            -             -

   Common stock, $0.001 par value, 100,000,000
      shares authorized, 5,524,500 and
      6,024,500 shares issued and outstanding at
      12/31/01 and 12/31/00, respectively                5,524          6,024
   Additional paid-in capital                          156,126        156,126
   (Deficit) accumulated during development stage    (167,150)      (163,504)
   Less:  Treasury stock                                 5,500          5,000
                                                  ------------   ------------

                                                             -          3,646
                                                  ------------   ------------

                                                  $          -   $      3,646

</TABLE>

                See accompanying notes to financial statements.

                                     F-2

<PAGE>


                       GLOBAL BOULEVARD INTERNATIONAL, INC.
                           (A DEVELOPMENT STAGE COMPANY)
                              STATEMENT OF OPERATIONS
                  FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000
       AND FOR THE PERIOD APRIL 16, 1998 (INCEPTION) TO DECEMBER 31, 2001


<TABLE>
<CAPTION>

STATEMENT OF OPERATIONS

                                                               APRIL 16, 1998
                                           YEARS ENDED         (INCEPTION) TO
                                           DECEMBER 31,         DECEMBER 31,
                                     -----------------------
                                        2001         2000           2001
                                     ----------   ----------   --------------
<S>                                  <C>          <C>          <C>
Revenue                              $        -   $        -   $            -

Expenses:
   General and administrative             3,646        6,354          167,150
                                     ----------   ----------   --------------
      Total expenses                      3,646        6,354          167,150
                                     ----------   ----------   --------------

Other income:
      Interest income                         -            -                -
                                     ----------   ----------   --------------
         Total other income                   -            -                -
                                     ----------   ----------   --------------

Net (loss)                           $  (3,646)   $  (6,354)   $    (167,150)

Weighted average number of
   common shares outstanding -
      basic and fully diluted         5,524,500    6,024,500
                                     ==========   ==========

Net (loss) per share -
   Basic and fully diluted           $   (0.00)   $   (0.00)
                                     ==========   ==========


</TABLE>


                See accompanying notes to financial statements.

                                    F-3


<PAGE>

                     GLOBAL BOULEVARD INTERNATIONAL, INC.
                         (a Development Stage Company)
                  Statement of Changes in Stockholders' Equity
    For the Period April 19, 1998 (Date of Inception) to December 31, 2001

<TABLE>
<CAPTION>

STATEMENT OF STOCKHOLDERS' EQUITY


                                                          Deficit
                                                        Accumulated
                                    Additional          During the    Total
                 Common Stock        Paid-In   Treasury Development Stkhldrs'
                  Shares    Amount   Capital    Stock      Stage     Equity
                ----------- ------- ---------- -------- ----------- ---------
<S>             <C>         <C>     <C>        <C>      <C>         <C>
April 19,1998
Shares issued
 to founders
 for cash           700,000 $   700 $        - $      - $         - $     700

June 1,1998
Shares issued
 for cash           199,000     199      9,751                          9,950

Net (loss),
 April 19,1998
 (inception) to
 Dec 31,1998                                               (10,250)  (10,250)
                ----------- ------- ---------- -------- ----------- ---------
Balance,
 Dec 31,1998        899,000     899      9,751        -    (10,250)       400

Jan 13, 1999
Shares issued
 for cash        11,100,000  11,100    130,400                        141,500

Jan 13, 1999
Shares issued
 for services     5,000,000     500      4,500                          5,000

Jan 13, 1999
Cash issued
 for treasury
 stock          (5,000,000)   (500)    (4,500)    5,000                     -

Net (loss),
 Year ended
 Dec 31,1999                                              (146,900) (146,900)
                ----------- ------- ---------- -------- ----------- ---------
Balance,
 Dec 31,1999     11,999,000  11,999    140,151    5,000   (157,150)         -

October 2000
2-for-1
reverse split   (5,999,500) (6,000)      6,000                              -

October 2000
Shares issued
 for cash            25,000      25      9,975                         10,000

Net (loss)
 Year ended
 Dec 31,2000                                                (6,354)   (6,354)
                ----------- ------- ---------- -------- ----------- ---------
Balance,
 Dec 31,2000      6,024,500    6024    156,126    5,000     163,504     3,646


Oct 9,2001
Returned shares
 to treasury      (500,000)   (500)                 500                     -

Net (loss)
 Year ended
 Dec 31,2001                                                (3,646)   (3,646)
                ----------- ------- ---------- -------- ----------- ---------
Balance,
 Dec 31,2001       552,4500   5,524.   156,126    5,500   (167,150)         -
                =========== ======= ========== ======== =========== =========


</TABLE>

                See accompanying notes to financial statements.

                                     F-4

<PAGE>

                       GLOBAL BOULEVARD INTERNATIONAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                             STATEMENT OF CASH FLOWS
                  FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000
        AND FOR THE PERIOD APRIL 16, 1998 (INCEPTION) TO DECEMBER 31, 2001

<TABLE>
<CAPTION>

STATEMENT OF CASH FLOWS

                                                                April 16,1998
                                               Years ended      (inception)to
                                               December 31,      December 31,
                                           --------------------
                                             2001       2000        2001
                                           ---------  --------- -------------
<S>                                        <C>        <C>       <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss)                                 $ (3,646)  $ (6,354) $   (167,150)
 Shares issued for services                        -          -         5,000
                                           ---------  --------- -------------
Net cash (used) by operating activities      (3,646)    (6,354)     (162,150)
                                           ---------  --------- -------------

CASH FLOWS FROM INVESTING ACTIVITIES               -          -             -
                                           ---------  --------- -------------
                                                   -          -             -
                                           ---------  --------- -------------

CASH FLOWS FROM FINANCING ACTIVITIES
   Issuance of common stock                        -          -       162,150
                                           ---------  --------- -------------
Net cash provided by financing activities          -          -       162,150
                                           ---------  --------- -------------

Net (decrease) increase in cash              (3,646)    (6,354)             -

Cash - beginning                               3,646     10,000             -
                                           ---------  --------- -------------
Cash - ending                              $       -  $   3,646 $           -
                                           =========  ========= =============

Supplemental disclosures:
   Interest paid                           $       -  $       - $           -
                                           =========  ========= =============
   Income taxes paid                       $       -  $       - $           -
                                           =========  ========= =============
   Non-cash transactions:
      Shares issued for services           $       -  $       - $       5,000
                                           =========  ========= =============
      Number of shares issued for services         -          -     5,000,000
                                           =========  ========= =============

</TABLE>


                See accompanying notes to financial statements.

                                   F-5

<PAGE>




                     GLOBAL BOULEVARD INTERNATIONAL, INC.
                         (A DEVELOPMENT STAGE COMPANY)
                                     NOTES


NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES AND PROCEDURES

Organization
------------
The Company was organized April 16, 1998 (Date of Inception) under the laws
of the State of Nevada, as Registered Agents of Southern Nevada, Inc.  The
Company amended its articles in March of 1999 changing its name to Global
Boulevard International, Inc.

The Company has had limited operations since its inception, and in accordance
with SFAS #7, the Company is considered a development stage company.

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

Cash and cash equivalents
-------------------------
The  Company  maintains a cash balance in a non-interest-bearing  account
that currently does  not  exceed  federally  insured limits.  For the purpose
of the statements  of  cash  flows, all highly liquid  investments  with  an
original maturity of three months or less are considered to be cash
equivalents.

Revenue recognition
-------------------
The Company recognizes revenue on an accrual basis as it invoices for
services.

Reporting on the costs of start-up activities
---------------------------------------------
Statement of Position 98-5  (SOP  98-5),  "Reporting  on  the Costs of Start-
Up Activities,"  which  provides guidance on the financial reporting  of
start-up costs and organizational  costs, requires most costs of start-up
activities and organizational costs to be  expensed  as  incurred.   SOP 98-5
is effective for fiscal years beginning after December 15, 1998.  With the
adoption of SOP 98-5, there has been little or no effect on the Company's
financial statements.




                                   F-6

<PAGE>

                     GLOBAL BOULEVARD INTERNATIONAL, INC.
                         (A DEVELOPMENT STAGE COMPANY)
                                     NOTES


Loss per share
--------------
Net  loss  per  share  is  provided in accordance with Statement  of
Financial Accounting Standards No. 128  (SFAS #128) "Earnings Per Share".
Basic loss pershare is computed by dividing losses  available  to  common
stockholders by the weighted average number of common shares outstanding
during  the  period.   The Company  had  no  dilutive  common  stock
equivalents, such as stock options or warrants as of December 31, 2001 and
2000.

Advertising Costs
-----------------
The  Company expenses all costs of advertising  as  incurred.   There  were
no advertising  costs included in selling, general and administrative
expenses for the years ended December 31, 2001 and 2000.

Fair value of financial instruments
-----------------------------------
Fair value estimates discussed herein are based upon certain market
assumptions and pertinent  information available to management as of
December 31, 2001 and 2000.  The respective  carrying  value  of  certain
on-balance-sheet financial instruments approximated their fair values. These
financial instruments include cash  and  accounts payable. Fair values were
assumed to  approximate  carrying values for cash  and  payables  because
they are short term in nature and their carrying amounts approximate fair
values or they are payable on demand.

Impairment of long lived assets
-------------------------------
Long  lived assets held and used by  the  Company  are  reviewed  for
possible impairment  whenever events or circumstances indicate the carrying
amount of an asset may not  be  recoverable  or  is impaired.  No such
impairments have been identified by management at  December 31, 2001 and
2000.

                                  F-7


<PAGE>




                     GLOBAL BOULEVARD INTERNATIONAL, INC.
                         (A DEVELOPMENT STAGE COMPANY)
                                     NOTES


Stock-Based Compensation:
-------------------------
The Company accounts for stock-based  awards  to  employees  in accordance
with Accounting  Principles  Board Opinion No. 25, "Accounting for Stock
Issued  to Employees" and related interpretations  and  has  adopted  the
disclosure-only alternative of FAS No. 123, "Accounting for Stock-Based
Compensation."  Options granted to consultants, independent representatives
and other non-employees are accounted for using the fair value method as
prescribed by FAS No. 123.

Segment reporting
-----------------
The  Company  follows  Statement  of  Financial  Accounting  Standards No.
130, "Disclosures  About  Segments  of  an Enterprise and Related
Information".  The Company  operates as a single segment  and  will  evaluate
additional  segment disclosure requirements as it expands its operations.

Dividends
---------
The Company  has not yet adopted any policy regarding payment of dividends.
No dividends have been paid or declared since inception.

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

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


                                   F-8

<PAGE>

                     GLOBAL BOULEVARD INTERNATIONAL, INC.
                         (A DEVELOPMENT STAGE COMPANY)
                                     NOTES

Recent pronouncements
---------------------
The  FASB  recently  issued  Statement  No.  137,  "Accounting  for
Derivative Instruments and Hedging Activities-Deferral of Effective Date
of FASB Statement No.  133".   The  Statement  defers  for  one  year  the
effective date of FASB Statement  No.  133,  "Accounting  for  Derivative
Instruments   and   Hedging Activities".   The  rule  now  will  apply to
all fiscal quarters of all fiscal years beginning after June 15, 2000.
In June 1998, the FASB issued SFAS No. 133,  "Accounting  for  Derivative
Instruments and Hedging  Activities."   The Statement will require the
company to  recognize all derivatives on the balance sheet at fair value.
Derivatives that are  not hedges must be adjusted to fair value through
income, if the derivative is a  hedge, depending on the nature of the
hedge,  changes in the fair value of derivatives  will  either  be
offset against the change  in  fair  value  of the hedged assets,
liabilities, or firm commitments through earnings or recognized in other
comprehensive income until the hedged  item  is recognized in earnings.
The  ineffective  portion  of  a derivative's change  in  fair value
will be immediately recognized in earnings. The company does not
expect SFAS No. 133 to have a material impact on earning s and financial
position.

In  December  1999,  the Securities  and  Exchange  Commission  released
Staff Accounting Bulletin No.  101,  Revenue Recognition in Financial
Statements (SAB No.  101),  which  provides  guidance  on  the  recognition,
presentation  and disclosure of revenue in financial  statements.  SAB No.
101 did not impact the company's revenue recognition policies.

Year-end
--------
The Company has selected December 31 as its year-end.

NOTE 2 - GOING CONCERN

The Company's financial statements are  prepared  using  the 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.   However,  the  Company  has  not commenced
its  planned  principal operations  and it has not generated any revenues.
In  order  to  obtain  the necessary capital,  the  Company  intends to raise
funds via an offering of its securities  registered with the US Securities
and  Exchange  Commission.   The Company is dependent  upon  its  ability to
secure equity and/or debt financing and  there  are no assurances that the
Company  will  be  successful,  without sufficient financing  it  would  be
unlikely  for the Company to continue as a going concern.


                                   F-9

<PAGE>




                     GLOBAL BOULEVARD INTERNATIONAL, INC.
                         (A DEVELOPMENT STAGE COMPANY)
                                     NOTES



NOTE 3 - INCOME TAXES

The Company accounts for income taxes under Statement  of  Financial
Accounting Standards  No.  109,  "Accounting  for Income Taxes"  ("SFAS No.
109"),  which requires use of the liability method.    SFAS  No.   109
provides that deferred tax  assets and liabilities are recorded based on the
differences  between  the tax bases  of  assets  and liabilities and their
carrying amounts for financial reporting purposes, referred  to as temporary
differences.  Deferred tax assets and liabilities at the end of each  period
are  determined using the currently enacted  tax  rates  applied  to taxable
income in the  periods  in  which  the deferred tax assets and liabilities
are expected to be settled or realized.

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

                   U.S federal statutory rate      (34.0%)

                   Valuation reserve                 34.0%
                                                   -------

                   Total                                -%
                                                   =======

As of December 31, 2001, the Company  has  a net operating loss carryforward
of approximately $157,000 for tax purposes, which  will  be  available  to
offset future taxable income.  If not used, this carryforward will expire in
2021. The deferred  tax  asset relating to the operating loss carryforward
has been fully reserved at December 31, 2001.

NOTE 4 - RELATED PARTY TRANSACTIONS

The Company does  not lease or rent any property.  Office services are
provided without charge by a  director.   Such  costs  are  immaterial  to
the financial statements and, accordingly, have not been reflected therein.
The officers and directors of the Company are involved in other business
activities  and may, in the  future,  become  involved  in other business
opportunities.  If a specific business opportunity becomes available,  such
persons  may  face a conflict in selecting between the Company and their
other business interests.   The Company has not formulated a policy for the
resolution of such conflicts.


                                   F-10

<PAGE>

                     GLOBAL BOULEVARD INTERNATIONAL, INC.
                         (A DEVELOPMENT STAGE COMPANY)
                                     NOTES



NOTE 5 - STOCKHOLDERS' EQUITY

The Company is authorized to issue 100,000,000 shares of $0.001 par value
common stock.

On April 18, 1999, the Company issued 700,000 shares of its $.001 par value
common stock for cash of $700.

On  September 1, 1998, the Company completed a public offering that was
exempt from  federal registration pursuant to Regulation D, Rule 504 of the
Securities Act of  1933  as  amended,  and  exemptions from state
registration pursuant to various state security transactional  exemptions.
The  Company  sold  199,000 shares of common stock at for a total amount of
$9,950.  Of the total proceeds, $199.00 is considered common stock, and
$9,751 is considered additional paid-in capital.

On January 13, 1999, the Company issued 11,100,000 shares of common stock for
a total  amount of $141,500.  Of the total proceeds, $11,100 is considered
common stock, and $130,400 is considered additional paid-in capital.  The
Company also issued 5,000,000  shares of its $.001 par value common stock for
services.  The Company then purchased 5,000,000 shares of its $.001 par value
common stock for $5,000 to be held in treasury stock.

Effective 10/1/2000, the Company effected a 2-for-1 reverse split of its
$0.001 par value common stock  resulting  in  post-split  total issued and
outstanding shares of 5,999,500.

During October, 2000, the Company issued 25,000 shares  of its $0.001 par
value common  stock  for  a  total amount of $10,000.  Of the total,  $25
represents common stock and $11,975 represents additional paid-in capital.

On October 9, 2001, the  Company  received  into treasury 500,000 shares of
its $0.001  par  value  common  stock  pursuant  to  a court  order
directing  two shareholders to return the shares to the Company.

There have been no other issuances of common or preferred stock.

NOTE 6 - WARRANTS AND OPTIONS

There are no warrants or options outstanding to acquire any additional
shares of common stock.


                                   F-11

<PAGE>


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


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

GBBV filed a Current Report, on March 21, 2000, on Form 8-K containing
information pursuant to Item 4 ("Changes in Accountants") entitled "Changes in
Registrant's Certifying Account."

The registrant engaged G. Brad Beckstead, CPA as its principal accountant to
replace its former principal account, James E. Slayton, CPA.  The decision
to change accountant was approved by the Audit Committee of the registrant.
Neither of the reports of the former principal accountant contained an
adverse opinion nor disclaimer of opinion, nor was either qualified or
modified as to uncertainty, audit scope, or accounting principles.  During
the audited period, there were no disagreements with the former accountant
on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which disagreements, if not
resolved to the satisfaction of the former account, would have in connection
with his report.  During the audited period and the subject interim period,
the registrant has not consulted G. Brad Beckstead, CPA, regarding any
matter requiring disclosure under Regulation 8-K, Item 304(a)(2).

During the Registrant's two most recent fiscal years or subsequent interim
period, the Registrant had no disagreements between with its auditors on any
matter of accounting principles or practices, financial statement disclosure,
or auditing scope or procedure, which, if not resolved to their satisfaction
would have caused them to make reference to the subject matter of the
disagreement in connection with its report.





                                       20

<PAGE>


                                    PART III

ITEM 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
         COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT.

The following table sets forth the current officers and directors of
Global Boulevard International, Inc.


<TABLE>
<CAPTION>

Name                         Age              Position
--------                    ------           ----------
<S>                          <C>             <C>
James W. McCabe, Jr.         55              President, CEO
                                             Chief Financial Officer,
                                             Director, and Corporate
                                             Secretary
</TABLE>

B.  Work Experience

James W. McCabe, Jr. (Chairman, Chief Executive Officer, Chief Financial
Officer and Corporate Secretary)

1968-1969 Marine Corp, commissioned 2nd Lt. at graduation.
1972 - Hired by Ross Perot for Dupont upon release from Marine Corp.
1973 - Declined job with Ross Perot
1973 - Independent contractor San Salvador, Purchased and flew WWII
       fighter aircraft.
1974 - Tennis Professional, T Bar M I New Braunfels, Texas; April Sound
       in Conroe, Texas; Palmetto Dunes in Hilton Head, SC.
1975 - Tennis Professional at Sawgrass Country Club in Pointe Vedra
       Beach, Florida
1976-77 - Tennis Professional at the Bolles School and Clayhill Racquet
          Club in Jacksonville, Florida
1977-79 - Instructor Pilot for Bell Helicopter International in Esfahan,
          Iran.
1979-81 - Founded McCabe Petroleum Corporation, San Antonio, Texas.
1981 - Founded San Anco Engergy Corporation, a public corporation, and
       acquired assets of McCabe Petroleum in San Antonio, Texas.
1986 - Acquired effective control of San Anco Energy Corporation
1988 - Met with principles of Sidewinder Operating Company and acquired
       license from Sidewinder to their patented short radium drilling
       technology and formed HCM/His with partner James Hughes to
       utilize license, Tulsa, OK.
1989 - Off made by Sidewinder to Mr. McCabe and Hughes to acquire patents,
       Tulsa, OK.
1990 - Acquired patents to Sidewinder technology with loan from S.G. Warburg
       and formed Sidewinder Tools Corporation.  Changed name of HCM/HIS to
       Directional Drilling Systems, Tulsa, OK.

                                       21
<PAGE>


1990 - Warburg and his associates file a law suite against Mr. McCabe and
       Hughes three weeks after closing acquisition, in an effort to take
       Control of the ownership in Sidewinder, Tulsa, OK.
1990-94 - Federal litigation over Sidewinder as Mr. McCabe and Hughes
       operate under Directional Drilling Systems as a horizontal drilling
       service company.  Tulsa, OK.
1994 - Events bring litigation to a close with both sides releasing all
       claims and counterclaims.  Amoco found to be an additional party in
       the lawsuit.  Settlement with Amoco and Mr. McCabe and Hughes obtain
       the rights to various patented technologies of Amoco.  Patent to
       short radius horizontal drilling issued to Maverick Took Company,
       owned by Mr. McCabe, for new short radius drilling tool.
1995 - With Amoco technologies as well as Sidewinder patents change name of
       Directional Drilling Systems to Vector Drilling Company.
1996 - Mr. McCabe moves to Naples, Florida and acquires all of Mr. Hughes
       interest in Vector Drilling Company and changes name to Vector
       Horizontal Resource, LC, Naples, Florida.
1997 - Vector joint ventures with public company, Cronus Corporation.
       Cronus asks Mr. McCabe to serve as President of the Company, to
       better organize the company, and bring JV oil and gas assets in
       Louisiana on line.
1998 - Mr. McCabe resigns as President from Cronos as Louisiana project
       is completed.  Also, he move Vectors field operation from Louisiana
       to Oklahoma.
1999 - Mr. McCabe purchases Nowata, Oklahoma oil field and moves field
       office to Nowata, OK, with administrative offices in Naples, Florida.
2000 - Continues to develop the Nowata oil field, under the Vector Horizontal
       Resources.

Education:  Graduated, 1963, The Bolles School, Jacksonville, Florida
            Graduated, 1967 w/BA, Trinity University, San Antonio, Texas

SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Securities Exchange Act of 1934 requires our directors and
executive officers, and persons who beneficially own more than ten percent of a
registered class of our equity securities (referred to as "reporting persons"),
to file with the Securities and Exchange Commission initial reports of
ownership and reports of changes in ownership of common stock and other
GBBV equity securities.  Reporting persons are required by Commission
regulations to furnish us with copies of all Section 16(a) forms they file.











                                       22

<PAGE>


ITEM 10.  EXECUTIVE COMPENSATION.

As a result of our the Company's current limited available cash, no officer or
director received compensation during the fiscal year ended December 31, 2001.
GBBV intends to pay salaries when cash flow permits.  No officer or director
received stock options or other non-cash compensation during the fiscal year
ended December 31, 2001.  The Company does have employment agreements in place
with each of its officer.

<TABLE>
<CAPTION>
                                                                 Other
Name                    Position    Annual Salary    Bonus    Compensation
---------------------   ---------   -------------    -----    ------------
<S>                     <C>         <C>              <C>       <C>
James W. McCabe, Jr.    President   $ 0              $ 0       None

</TABLE>

                                   23
<PAGE>


ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth certain information concerning the beneficial
ownership of our outstanding common stock as of December 31, 2001 by each
person known by GBBV to own beneficially more than 5% of the outstanding
common stock, by each of our directors and officer and by all of our directors
and officers as a group.  Unless otherwise indicated below, to our knowledge
all persons listed below have sole voting and investment power with respect
to their shares of common stock except to the extent that authority is shared
by spouses under applicable law.


<TABLE>
<CAPTION>

Title      Name & Address                     Amount of            Percent
of         of Beneficial                      shares               of
Class      Owner of Shares       Position     held by Owner        Class
------     ---------------       --------     -------------        --------
<S>        <C>                   <C>          <C>                  <C>
Common   James W. McCabe, Jr.(1) Chairman        25,000              0.05%

Common   Global Blvd. Mag, Inc.(2)            2,250,000             40.72%

Common   Kirthney Holdings Limited(3)           500,000              9.05%

Common   Castle Partners LLP(4)                 375,000              6.78%

Common   Garnier Partners LLP(5)                375,000              6.78%

Common   International Fluid Dynamics, Inc.(6)  375,000              6.78%

Common   Sage Capital Management, Inc.(7)       375,000              6.78%

Common   Valverde Financial Corporation(8)      375,000              6.78%

---------------------------------------------------------------------------
All Executive Officers and
    Directors as a Group (1 person)              25,000              0.05%

</TABLE>

The percentages listed in the Percent of Class column are based upon 5,524,500
outstanding shares of common stock, which will be the number of outstanding
shares of common stock as of the effective date.




(1) James W. McCabe, Jr., 355 Cambridge Shore, Afton, OK  34331
(2) Global Blvd. Mag, Inc., 403 East 58th Street, Suite 4R, NY, NY  10022.
(3) Kirthney Holdings Limited, Eurofed Bank, P.O. Box W528 High Street. St.
    Johns, Antigua, West Indies.
(4) Castle Partners LLP, 5433 Westheimer, Houston, TX  77056.
(5) Garnier Partners LLP, 30 Old Rudwick Lane, Dover, DE  19901.
(6) International Fluid Dynamics, Inc. 5433 Westheimer, Houston, TX  77056.
(7) Sage Capital Management, Inc., One Riverway, Ste. 2550, Houston, TX  77056.
(8) Valverde Financial Corporation, General Willie Strasse 10, Zurich,
    Switzerland  8027.


                                   24
<PAGE>

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

By Board Resolution, the Company hired the professional services of G. Brad
Beckstead, Certified Public Accountants, to perform audited financials for
the Company.  G. Brad Beckstead, CPA owns no stock in the Company.  The
company has no formal contracts with its accountant, he is paid on a fee for
service basis.

The officers and directors of the Company are involved in other business
activities and may, in the future, become involved in other business
opportunities.  If a specific business opportunity becomes available, such
persons may face a conflict in selecting between the Company and their
other business interests.  The Company has not formulated a policy for the
resolution of such conflicts.


ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K.

(a)  EXHIBITS.

The following documents are included or incorporated by reference as exhibits
to this report:


EXHIBIT
  NO.                        DOCUMENT DESCRIPTION
-------  ----------------------------------------------------------------------
(3)      ARTICLES OF INCORPORATION AND BY-LAWS

  3.1    Articles of Incorporation of the Company(1)

  3.2    By-Laws of the Company(1)

(23)     CONSENT OF EXPERTS AND COUNSEL

(27)     FINANCIAL DATA SCHEDULE

--------------------------
(1)  Previously filed as an exhibit to our registration statement on Form 10-SB
     (the "Registration Statement"), which was originally filed on December 10,
     1999, and incorporated herein by reference.


(b)  REPORTS ON FORM 8-K

GBBV filed a Current Report, dated October 9, 2001, on Form 8-K containing
information pursuant to Item 5 ("Other Materially Important Events") entitled
"Court Order to cancel shares."  (See Item 3 above, entitled, "Legal
Proceedings."



                                    25

<PAGE>


                               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.

Date:  March 27, 2002                   GLOBAL BOULEVARD INTERNATIONAL, INC.

                                        By:  /s/ James W. McCabe, Jr.
                                        -----------------------------
                                        James W. McCabe, Jr.,
                                        President, Chief Executive Officer and
                                        Chief Financial Officer





                                      26
<PAGE>