<PAGE>




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

                                   FORM 10-KSB

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
    OF 1934 For the fiscal year ended December 31, 2002

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

For the transition period from ____________ to ____________ .

                         Commission File Number: 0-29935

                              20/20 NETWORKS, INC.
                 (Name of Small Business Issuer in its charter)

          Nevada                                         33-0677140
          ------                                         ----------
(State or other jurisdiction of                         (IRS Employer
 incorporation or organization)                      Identification Number)

       21800 Oxnard Street Suite 440, Woodland Hills CA     91367
       ------------------------------------------------     -----
           (Address of principal executive offices)       (Zip Code)

Issuer's telephone number:  (818) 598-6780

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

Name of each exchange on which registered: None.

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

Check  whether  the Issuer  (1) has filed all  reports  required  to be filed by
Section 13 or 15(d) of the Exchange Act during the  preceding 12 months (or such
shorter period of 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 to Item 405 of Regulation
S-B contained in this form, and if no disclosure will be contained,  to the best
of the Registrant=s  knowledge,  in definitive  proxy or information  statements
incorporated by reference in Part III of this Form 10-K. [ ]

State Issuer's Revenues for its most recent fiscal year: $0

The number of shares  outstanding of the Company=s $.001 Par Value Common Stock,
as of December  31, 2002 were  430,991  (post-split).  The  aggregate  number of
shares of the voting stock held by  non-affiliates  on April 12, 2003 was 86,192
(post-split).  The market  value of these  shares,  computed by reference to the
market  closing  price on April 11, 2002 was  $87,054.  For the  purposes of the
foregoing  calculation  only,  all  directors  and  executive  officers  of  the
registrant have been deemed affiliates.

                   DOCUMENTS INCORPORATED BY REFERENCE: None.


                                       1
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PART I

ITEM 1.  BUSINESS

A) General

20/20 Networks,  Inc.  formerly known as 20/20 Web Design,  Inc. (the "Company")
was incorporated on August 31, 1995 as "Visioneering Corporation" under the laws
of the  State  of  Nevada,  to  engage  in  any  lawful  corporate  undertaking,
including,  but not limited to, selected mergers and  acquisitions.  The Company
subsequently  changed its name to "Asiamerica Energy Group, Inc." on January 12,
1996 when it entered into an  agreement  to acquire an oil and gas  company.  No
stock was  issued  and no  assets  were  acquired  as this  acquisition  was not
consummated.

The Company then changed its name to "Care Financial  Group,  Inc." on April 29,
1996.  At that time,  the Company had agreed to form a wholly owned  subsidiary,
Care Concepts, Inc., a Nevada corporation ("Care Concepts").  The Company issued
3,700,000  shares of its common stock to Care Concepts  which shares were valued
at  $25,000.  Care  Concepts  was in the  business  of  designing  and  building
specialized  motor vehicles for physically  handicapped  drivers and passengers.
Ultimately,  this acquisition did not succeed and the Company paid Care Concepts
$80,000 to terminate the  agreement  between Care Concepts and the Company while
the shareholders of Care Concepts  retained their shares of the Company's common
stock.  The Company  subsequently  approved a 250-to-1 reverse stock split after
this transaction was terminated.

On May 15,  1997,  the  Company  changed  its name to  "Trump  Oil  Corporation"
("Trump").  Trump  proposed  to merge with  Fenway  Resources  Ltd.,  a Canadian
company  involved in natural  resource  development  which wanted to develop and
construct a cement  manufacturing  facility in the  Philippines.  This  proposed
merger  was  never  consummated  and no  shares  were  issued  pursuant  to this
agreement.

None of the  proposed  business  activities  for  which the  Company's  name was
changed produced any revenues or created any appreciable business activities for
the Company. On March 10, 1999, the Company entered into a letter of intent with
20/20 Web Design,  Inc.  ("20/20 Web"), a Colorado  corporation,  a wholly owned
subsidiary of Multi-Source  Capital,  Ltd. ("MSC"), also a Colorado corporation.
The Company entered into an Agreement and Plan of  Reorganization  and completed
its acquisition of 20/20 Web, with the Company changing its name as a result. As
a  result  of the  merger,  MSC  became  the  owner  of 80%  of the  issued  and
outstanding shares of the Company.  The Company recorded the 8,620,000 shares of
stock issued to MSC at par value for a total of $8,620.  MSC was later  acquired
by TeleMall Communications,  Inc. ("TeleMall"),  a publicly traded company which
subsequently changed its name to Crown Partners, Inc. ("Crown").

In 1999,  the Company  continued  the  business of the Colorado  corporation  it
acquired  and  continued  to design and  maintain  web sites for small,  private
companies. The Company's clients included a jewelry store, a gift basket company
and certain other small companies.  The revenues  received from these operations
were minimal.


In December,  1999, the Company formed a wholly owned  subsidiary,  Stein's Cake
Box ("Cake Box"),  a Nevada  corporation.  The Company  entered into a letter of
intent with a bakery operation in Lewisville,  Texas controlled by the Company's
president,  Randy  Sutton.  The Company lent  $195,000 to Cake Box in connection
with the  letter  of  intent.  Cake Box  used  the  $195,000  to pay some of the
construction costs of a proposed bakery operation estimated to ultimately cost a
total of $750,000.  The proposed  construction project was to expand an existing
bakery  operation  located at the same location,  College  Connection,  Inc. dba
Stein's Bakery (the "Bakery"),  also run by Mr. Sutton. In late February,  2000,
the  Company and the Bakery  mutually  agreed to cancel  their  letter of intent
concerning  Cake Box,  although the Bakery remained liable to repay the $195,000
it acquired from Cake Box. Due to the subsequent  filing of a petition under the
U.S. Bankruptcy Code, the Company was unable to collect this debt.


                                       2

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In  February   2001,   the  Company   entered  into  a  letter  of  intent  with
BentleyTel.com, Inc. ("BentleyTel"), a Nevada corporation, to acquire BentleyTel
in a statutory  merger.  The terms of the proposed  acquisition  require,  among
other things,  that the Company to increase its  authorized  capital from twenty
five million  shares of common stock to one hundred  million  shares,  approve a
forward-split  of  one-for-four  and change its name to  "BentleyTel,  Inc." The
transaction was not completed and the Company changed its name back to 20/20 Web
Design, Inc.

The Company is presently inactive and seeking suitable  acquisition  candidates.
The Company can be defined as a shell company whose sole purpose at this time is
to locate and consummate a merger or acquisition with a private entity.

The Company presently has no office space.

As of December 31, 2002, the Company had no employees.

Item 2. Properties.

The Company presently has no office space.

Item 3. Legal Proceedings.

None.

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

In January, 2003, the Company sought and received approval from its shareholders
to change its name to "20/20  Networks,  Inc." and also received  approval for a
one-hundred-for-one reverse stock split.

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

The Company's  common stock is currently  traded on the OTC Electronic  Bulletin
Board in the United  States,  having the  trading  symbol  "TWNK"  although  its
trading symbol was "TWBD" for most of 2002. The common stock  commenced  trading
in  April,  1997 and is  traded  on the OTC  Electronic  Bulletin  Board.  As of
December 31, 2002, the Company had 430,991 shares of its common stock issued and
outstanding (post-split), of which 86,192 were held by non-affiliates.

   The  following  table  reflects the high and low quarterly bid prices for the
fiscal year ended December 31, 2002.

Period               High Bid           Low Bid
-------------------- ------------------ -------------------


1st Qtr 2002         .35                 .14
-------------------- ------------------ -------------------


2nd Qtr 2002         .20                 .10
-------------------- ------------------ -------------------


3rd Qtr 2002         .04                 .12
-------------------- ------------------ -------------------

                                         .12
4th Qtr 2002         .06
-------------------- ------------------ -------------------

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The NASD and the Internet provided the above  information to the Company.  These
quotations     may    reflect     inter-dealer     prices     without     retail
mark-up/mark-down/commission   and  may  not  reflect  actual  transactions.  In
January,  2003, the Company  approved and  instituted a 100-for-1  reverse stock
spit. The table above is pre-split.

As of December 31, 2002, the Company  estimates there are 75 "holders of record"
of its common stock and estimates  that there are  approximately  125 beneficial
shareholders of its common stock. The Company has authorized  100,000,000 shares
of common stock, par value $.001.

Item 6.  Management's Discussion and Analysis or Plan of Operation.

FORWARD-LOOKING STATEMENTS MAY NOT PROVE ACCURATE

When used in this Form 10-KSB, the words  "anticipated",  "estimate",  "expect",
and similar  expressions  are intended to identify  forward-looking  statements.
Such  statements are subject to certain  risks,  uncertainties  and  assumptions
including the  possibility  that the Company's  will fail to generate  projected
revenues.  Should one or more of these risks or  uncertainties  materialize,  or
should  underlying   assumptions  prove  incorrect,   actual  results  may  vary
materially from those anticipated, estimated or projected.

LIQUIDITY AND CAPITAL RESOURCES

Since inception,  the Company has experienced no significant change in liquidity
or capital  resources or  stockholders'  equity other than  receipts of proceeds
from  offerings of its capital  stock.  The Company  received  $230,000  from an
offering  conducted  under Rule 504 of  Regulation  D in 1999.  The Company also
raised  $158,354 from the issuance of 7,200,000  shares of the Company's  common
stock prior to 1997. In 1997, the Company raised an additional $345,000 from the
sale of its common stock.  The  Company's  balance sheet as of December 31, 2002
reflects  no  assets  but  significant  liabilities.  Further,  there  exists no
agreements  or  understandings  with  regard to loan  agreements  by or with the
Officers, Directors, principals, affiliates or shareholders of the Company.


At December 31, 2002, the Company had negative  working capital of approximately
($126,000) which consisted of no assets and current liabilities of approximately
$126,000.  At December 31, 2001,  the Company had  negative  working  capital of
approximately ($102,000) which consisted of no assets and current liabilities of
approximately ($102,000). The current liabilities of the Company at December 31,
2002 are  composed  primarily  of  accounts  payable  for legal  and  accounting
expenses and monies due to its principal  shareholder,  Crown, as  reimbursement
for expenses paid on its behalf by Crown.

The Company will  attempt to carry out its plan of business as discussed  above.
The  Company  cannot  predict to what extent its lack of  liquidity  and capital
resources will hinder its business plan prior to the  consummation of a business
combination.

RESULTS OF OPERATIONS

During the period from August 31, 1995  (inception)  through  December 31, 2002,
the Company engaged in limited  operations and attempted to commence  operations
in a number of different  fields,  none of which was  ultimately  successful  or
resulted

                                       4

<PAGE>

in any  appreciable  revenues  for the  Company.  The  Company had no revenue or
income  during the period  ended  December  31, 2002 and  recorded a net loss of
($24,122) for this period. For the year ended December 31, 2001, the Company had
no revenue or income and recorded a net loss of ($61,738) resulting from general
and  administrative  expenses.  The net loss per  share  was  ($.06)and  ($.14),
respectively, for the years ended December 31, 2002 and 2001.

For the year ended  December  31,  2002,  the  Company had no assets and current
liabilities of approximately $126,000. For the year ended December 31, 2001, the
Company  had no  assets  and  current  liabilities  of  approximately  $102,000.
Shareholders'  deficit for the year ended  December  31, 2002 was  approximately
($126,000)  compared to  shareholders'  deficit of  approximately  ($102,000) at
December 31, 2001. The difference between the year end figures from 2001 to 2002
is  attributable  to the costs incurred by the Company in complying with its SEC
reporting obligations and its inability to pay such expenses.

The Company  anticipates that until a business  combination is completed with an
acquisition  candidate,  it will not generate revenues and may operate at a loss
after completing a business  combination,  depending upon the performance of the
acquired business.

MANAGEMENT'S  DISCUSSION  AND  ANALYSIS OF  FINANCIAL  CONDITION  AND RESULTS OF
OPERATIONS

The  following  discussion  of the  financial  condition,  changes in  financial
condition  and results of  operations  of the Company for the fiscal years ended
December 31, 2002 and December 31, 2001 should be read in  conjunction  with the
financial statements of the Company and related notes included therein.

The Company was incorporated on August 31, 1995 as Visioneering Corporation.  On
January 12, 1996, the Company  amended its Articles of  Incorporation  to change
its name to Asiamerica  Energy  Corporation,  to Care  Financial  Corporation in
April 29, 1996 and to Trump Oil Corporation on May 15, 1997. In March, 1999, the
Company  entered  into a letter of intent to acquire  20/20 Web Design,  Inc., a
Colorado corporation wholly owned by Crown Partners,  Inc. fka Stein's Holdings,
Inc. fka Multi-Source  Capital,  Ltd. As part of that  transaction,  the Company
issued  8,620,000 shares of its common stock to Crown with the result that Crown
owns 80% of the issued and outstanding  shares of the Company.  The Company also
approved a ten-for-one reverse stock split as part of that transaction.
The Company approved a one-for-four stock split in 2001.

Since the agreements  described  above,  the Company has financed its activities
through the distribution of equity capital,  including private placements of its
common stock  resulting in the Company  raising capital of $749,494 from 1995 to
the  present.  The Company used the  proceeds  from these  offerings to fund its
proposed operations, to pay salaries, to pay general and administrative expenses
and any necessary expenses.

The Company will attempt to carry out its business plan as discussed  above. The
Company  cannot  predict  to what  extent  its  lack of  liquidity  and  capital
resources will hinder its business plan prior to the  consummation of a business
combination.

NEED FOR ADDITIONAL FINANCING

The Company has no existing capital with which to meet the Company's cash needs,
including the costs of compliance with the continuing reporting  requirements of
the Securities Exchange Act of 1934, as amended.  Once a business combination is

                                       5

<PAGE>

completed,  the Company's needs for additional  financing are likely to increase
substantially.  It is  anticipated  that Crown  will  likely  advance  any funds
necessary to insure that the Company is able to meet its  reporting  obligations
under the 1934 Act and that these  loans will be repaid  either when the Company
merges or  acquires  a  business.  However,  Crown has not  agreed in writing to
provide  these funds and can only provide  these funds to the extent that it has
available funds to loan to the Company.

No commitments to provide additional funds have been made by management or other
stockholders.  Accordingly,  there can be no  assurance  that any funds  will be
available to the Company to allow it to cover its expenses.

The Company might seek to compensate providers of services by issuances of stock
in lieu of cash.

The  Company is  presently  inactive  and since  inception  has  experienced  no
significant  change in liquidity or capital  resources or  stockholders'  equity
other than the receipt of proceeds from  offerings  conducted  under Rule 504 of
Regulation  D. The  Company's  balance sheet as of December 31, 2002 reflects no
assets and  significant  liabilities.  Further,  there exists no  agreements  or
understandings  with  regard  to  loan  agreements  by  or  with  the  Officers,
Directors, principals, affiliates or shareholders of the Company.

Effect of Inflation

Inflation did not have any  significant  effect on the operations of the Company
during the year ended December 31, 2002.  Further,  inflation is not expected to
have any significant effect on future operations of the Company.

Item 7.  Financial Statements.

Financial  statements  are audited and included  herein  beginning on Exhibit 1,
page 1 and are incorporated herein by this reference.

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


There  were no  disagreements  with  accountants  on  accounting  and  financial
disclosure during the relevant period.

Part III

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

Identification of Directors and Executive Officers of the Company

The following table sets forth the names and ages of all directors and executive
officers  of the  Company  and all  persons  nominated  or  chosen  to  become a
director,  indicating  all  positions  and offices with the Company held by each
such person and the period during which he has served as a director:

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


                                       6
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Name                       Age      Positions Held and Tenure
----                       ---      -------------------------

Charles Smith              51       CEO, CFO and Director since May 15, 2000

Mehrdad Alborz             30       Director since April, 2002

Steven Onoue               45       Director since July, 2002

The  Directors  named  above will  serve  until the next  annual  meeting of the
Company's stockholders. Thereafter, Directors will be elected for one-year terms
at the annual stockholders'  meeting.  Officers will hold their positions at the
pleasure of the Board of Directors,  absent any employment  agreement,  of which
none  currently   exist  or  is   contemplated.   There  is  no  arrangement  or
understanding  between the  Directors  and Officers of the Company and any other
person  pursuant to which any  Director or Officer was or is to be selected as a
Director or Officer of the Company.

There is no family relationship between or among any Officer and Director.

The  Directors  and  Officers  of the  Company  will  devote  their  time to the
Company's  affairs on an "as needed"  basis.  As a result,  the actual amount of
time which each will devote to the Company's affairs is unknown and is likely to
vary substantially from month to month.

The Company has no audit or compensation committee.

Business Experience. The following is a brief account of the business experience
during at the least the last five years of the directors and executive officers,
indicating their principal  occupations and employment  during that period,  and
the  names  and  principal   businesses  of  the  organizations  in  which  such
occupations and employment were carried out.


CHARLES SMITH. Mr. Smith graduated from Boston University, Boston, Massachusetts
in 1979 and since that time has been a Certified Public  Accountant  involved in
all phases of business,  including the audit of companies and tax matters. He is
a consultant to various companies ranging from an art distribution  company to a
junior  resource  company which is developing a gold property in Sinaloa  State,
Mexico.  Mr. Smith has  significant  experience  in  accounting  and  securities
matters.

Mr.  Smith's  business  affiliations  during  the last five years are as follow:
Chairman - Dynacap Group,  Ltd. - a consulting and management firm - 1992 to the
present. Sole proprietor as a Certified Public Accountant - 1983 to the present.
Sole officer and Director - MC Cambridge,  Inc. - a financial  consulting firm -
1997 to present.  Sole officer and director - Asset  Servicing  Corporation  - a
leasing  company - 1998 to  present.  Chief  Financial  Officer  and  Director -
Electrical Generation Technology Corporation - April 2000 to present.

Mr.  Smith is an officer and  director of Crown  Partners,  Inc.,  the  majority
shareholder of the Company,  and a director of National  Healthcare  Technology,
Inc., both companies publicly traded on the OTC Electronic  Bulletin Board under
the symbols "CRWP" and "NHKT", respectively.

MEHRDAD ALBORZ. Mr. Alborz has been an attorney in private practice for the last
four years.  Prior to being an attorney,  Mr. Alborz was chief financial officer
of Ravissant Corporation in Pasadena, California were he increased the company's
revenues  from  $500,000 to  $1,000,000.  Mr.  Alborz had similar  success while
employed at Micro Tree Systems.


                                       7

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Mr. Alborz received his Juris Doctor from West Los Angeles School of Law and his
Bachelor of Science in Computer Science and Automation Engineering, with a minor
in Math, from California State University at Northridge.

Mr.  Alborz is an officer and  director of Crown  Partners,  Inc.,  the majority
shareholder of the Company,  and a director of National  Healthcare  Technology,
Inc., both companies publicly traded on the OTC Electronic  Bulletin Board under
the symbols "CRWP" and "NHKT", respectively.

STEVEN  ONOUE.  Mr.  Onoue has been  employed as vice  president  and manager of
Sanitec(TM)  Services  of  Hawaii,  Inc.,  a  wholly-owned  subsidiary  of Crown
Partners, Inc., since 2000. Prior to that, Mr. Onoue was the president of Cathay
Atlantic  Trading Company in Honolulu,  Hawaii which traded in hard  commodities
and acted as consultant to many construction and renovation projects.  Mr. Onoue
acts as a community liaison and legislative  analyst to Rep. Suzuki of the State
of Hawaii. Mr. Onoue has been a registered securities  professional as well as a
being involved in real estate in Hawaii for more than 15 years.

Mr.  Onoue is an officer and  director of Crown  Partners,  Inc.,  the  majority
shareholder of the Company,  and a director of National  Healthcare  Technology,
Inc., both companies publicly traded on the OTC Electronic  Bulletin Board under
the symbols "CRWP" and "NHKT", respectively.

CONFLICTS OF INTEREST


The  Officers and  Directors of the Company will devote only a small  portion of
their  time  to the  affairs  of  the  Company,  estimated  to be no  more  than
approximately  5  hours  per  month.  There  will be  occasions  when  the  time
requirements of the Company's  business conflict with the demands of their other
business and investment activities.  Such conflicts may require that the Company
attempt to employ additional personnel.  There is no assurance that the services
of such  persons  will be  available  or that they can be  obtained  upon  terms
favorable to the Company.

There is no procedure  in place which would allow the Officers and  Directors to
resolve potential conflicts in an arms-length fashion. Accordingly, they will be
required to use their discretion to resolve them in a manner which they consider
appropriate.

The Company's Officers and Directors may actively negotiate or otherwise consent
to the  purchase of a portion of their  common  stock as a  condition  to, or in
connection with, a proposed merger or acquisition transaction. It is anticipated
that a  substantial  premium over the initial cost of such shares may be paid by
the purchaser in conjunction  with any sale of shares by the Company's  Officers
and Directors which is made as a condition to, or in connection with, a proposed
merger or acquisition  transaction.  The fact that a substantial  premium may be
paid to the Company's  Officers and Directors to acquire their shares  creates a
potential  conflict of interest for them in satisfying their fiduciary duties to
the Company and its other shareholders.  Even though such a sale could result in
a  substantial  profit  to them,  they  would be  legally  required  to make the
decision  based upon the best  interests of the Company and the Company's  other
shareholders, rather than their own personal pecuniary benefit.

                                       8

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Identification of Certain Significant Employees. The Company does not employ any
persons  who  make or are  expected  to make  significant  contributions  to the
business of the Company.

Item 10. Executive Compensation.

During fiscal 2002, and as of the date of the filing of this report, none of the
Company's officers were paid any compensation by the Company.

Directors  are  entitled  to  reimbursement  for  reasonable  travel  and  other
out-of-pocket  expenses incurred in connection with attendance at meeting of the
Board of Directors.

The Company has no material bonus or profit-sharing plans pursuant to which cash
or  non-cash  compensation  is or may be  paid  to the  Company's  directors  or
executive officers.

The Company has no compensatory plan or arrangements,  including  payments to be
received from the Company,  with respect to any  executive  officer or director,
where such plan or arrangement  would result in any compensation or remuneration
being paid resulting from the resignation,  retirement or any other  termination
of  such  executive  officer's  employment  or from a  change-in-control  of the
Company or a change in such  executive  officer's  responsibilities  following a
change-in-control   and  the  amount,   including   all  periodic   payments  or
installments  where  the  value of such  compensation  or  remuneration  exceeds
$100,000 per executive officer.

During the last completed fiscal year, no funds were set aside or accrued by the
Company to provide  pension,  retirement  or similar  benefits for  Directors or
Executive Officers.

The Company has no written employment agreements.

Termination  of Employment  and Change of Control  Arrangement.  Except as noted
herein, the Company has no compensatory plan or arrangements, including payments
to be received from the Company, with respect to any individual names above from
the latest or next preceding fiscal year, if such plan or arrangement results or
will result from the  resignation,  retirement or any other  termination of such
individual=s  employment  with the  Company,  or from a change in control of the
Company or a change in the individual=s  responsibilities  following a change in
control.

Section 16(a) Beneficial Ownership Reporting  Compliance.  During the year ended
December 31, 2002, the following persons were officers,  directors and more than
ten-percent shareholders of the Company=s common stock:

Name                             Filed Reports    Position
----                             -------------    --------

Crown Partners, Inc.             Yes              Shareholder

Charles Smith                    No               Director, CEO, CFO

Mehrdad Alborz                   No               Director

Steven Onoue                     No               Director


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

There were 430,991 shares of the Company's  common stock issued and  outstanding
(post-split) on December 31, 2002. There are no preferred shares authorized. The
following  tabulates  holdings  of shares of the  Company  by each  person  who,
subject to the above, at the date of this Report, holds or record or is known by
Management to own beneficially  more than five percent (5%) of the Common Shares
of the Company and, in addition,  by all  directors  and officers of the Company
individually and as a group.


                                       9
<PAGE>

Names and Addresses                       Number of Shares      Percent of
Owned Beneficially                        Beneficially          Owned Shares

Cede and Co.(1)                           73,589                  17.07%
P.O. Box 22 New York NY 10274

Charles Smith (2)                              0                    0.0%
21800 Oxnard Street Ste. 440
Woodland Hills CA  91367

Mehrdad Alborz (2)                             0                    0.0%
21800 Oxnard Street Ste. 440
Woodland Hills CA  91367

Steven Onoue (2)                               0                    0.0%
21800 Oxnard Street Ste. 440
Woodland Hills CA 91367

Crown Partners, Inc.(3)                  317,800                   73.74%
21800 Oxnard Street Ste 440
Woodland Hills CA  91367

All officers and directors
 as a group (3 persons)                        0                    0.00%

(1) Cede owns the shares as nominee for the  shareholders  who have placed their
shares in street name.  Cede does not have  investment  power for the shares nor
voting power of the shares.

(2) Denotes  officer or director.  All officers and  directors are also officers
and directors of Crown Partners,  Inc. which is the majority  shareholder of the
Company.  All officers and  directors  disclaim any  beneficial  interest in the
shares owned by Crown Partners, Inc.

(3) The control  persons of Crown are the officers and directors of the Company:
Mehrdad  Alborz,  Steven  Onoue  and  Charles  Smith.  These  persons  have both
investment and voting power for the 317,800 shares  beneficially  owned by Crown
but disclaim any beneficial ownership in these shares.

Changes in Control.  There are no arrangements  known to the Company,  including
any pledge by any person of  securities  of the Company,  the operation of which
may at a subsequent date result in a change of control of the Company.

Item 12. Certain Relationships and Related Transactions.

The Company's  majority  shareholder,  Crown  Partners,  Inc.,  has paid certain
expenses on behalf of the Company and is currently owed approximately $22,000 by
the Company.


                                       10
<PAGE>


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

(1)      Financial Statements and Schedules

The  following  financial  statements  and  schedules  are filed as part of this
report:

Independent Auditors' Report dated April 11, 2003
Balance Sheet for December 31, 2002
Statement of Operations for the Years Ended December 31, 2002 and 2001
Statements of Stockholders' Equity (Deficit)
Statements of Cash Flows
Notes to Financial Statements

List of Exhibits

The following exhibits are filed with this report.

Financial Statements.

(b) There  were no Reports  filed on Form 8-K  during the fourth  quarter of the
Company's fiscal year ended December 31, 2002.

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


April 14, 2003             20/20 NETWORKS, INC.
                           /s/ Charles Smith
                           Charles Smith, CEO, CFO, Director

April 14, 2003             /s/ Mehrdad Alborz
                           Mehrdad Alborz, Director


April 14, 2003             /s/ Steven Onoue
                           Steven Onoue, Director


                                       11
<PAGE>


                              FORM OF CERTIFICATION
                       PURSUANT TO RULE 13a-14 AND 15d-14
              UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

                                  CERTIFICATION

         I, Charles Smith, certify that:

         1. I have reviewed this annual report on Form 10-KSB of 20/20 Networks,
Inc.;

         2. Based on my  knowledge,  this  annual  report  does not  contain any
untrue  statement of material fact or omit to state a material fact necessary to
make the  statements  made,  in  light of the  circumstances  under  which  such
statements  were made, not misleading with respect to the period covered by this
quarterly report;

         3. Based on my knowledge, the financial statements, and other financial
information  included  in this annual  report,  fairly  present in all  material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this annual report;

         4. The registrant's  other certifying officer and I are responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

         (a)      designed  such  disclosure  controls and  procedures to ensure
                  that  material   information   relating  to  the   registrant,
                  including its consolidated  subsidiaries,  is made known to us
                  by others  within  those  entities,  particularly  during  the
                  period in which this annual report is being prepared;

         (b)      evaluated the  effectiveness  of the  registrant's  disclosure
                  controls  and  procedures  as of a date  within 90 days of the
                  filing date of this annual report (the "Evaluation Date"); and

         (c)      presented  in this  annual  report our  conclusions  about the
                  effectiveness of the disclosure  controls and procedures based
                  on our evaluation as of the Evaluation Date;

         5. The  registrant's  other  certifying  officer and I have  disclosed,
based on our most recent evaluation,  to the registrant's auditors and the audit
committee of the  registrant's  board of directors  (or persons  performing  the
equivalent functions):

         (a)      all  significant  deficiencies  in the design or  operation of
                  internal   controls   which   could   adversely   affect   the
                  registrant's ability to record, process, summarize, and report
                  financial  data  and  have  identified  for  the  registrant's
                  auditors any material weaknesses in internal controls; and

         (b)      any fraud,  whether or not material,  that involves management
                  or  other  employees  who  have  a  significant  role  in  the
                  registrant's internal controls.

         6. The registrant's  other  certifying  officer and I have indicated in
this annual  report  whether or not there were  significant  changes in internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.


                                    /s/ Charles Smith
Date: April 14, 2003               --------------------------------
                                   Name:  Charles Smith
                                   Title: President and Chief Financial Officer


                                       12
<PAGE>


                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of 20/20 Networks,  Inc. on Form 10-KSB for
the period  ended  December 31, 2002 as filed with the  Securities  and Exchange
Commission on the date hereof (the "Report"),  each of the  undersigned,  in the
capacities and on the dates indicated  below,  hereby  certifies  pursuant to 18
U.S.C.  Section 1350, as adopted  pursuant to Section 906 of the  Sarbanes-Oxley
Act of 2002, that to the best of his knowledge:

1. The Report fully complies with the  requirements of Section 13(a) or 15(d) of
the Securities Exchange Act of 1934; and

2. The  information  contained in the Report  fairly  presents,  in all material
respects, the financial condition and results of operation of the Company.


                                         /s/ Charles Smith
                                        -------------------------------
                                        Charles Smith, President and Chief
                                        Financial Officer
Dated: April 14, 2003


                                       13





<PAGE>



                          INDEPENDENT AUDITORS' REPORT

To the Board of Directors
  20/20 Networks, Inc. (Formerly 20/20 Web Design, Inc.)
  Woodland Hills, California

We have audited the accompanying balance sheet of 20/20 Networks, Inc. (Formerly
20/20 Web Design, Inc.) as of December 31, 2002, and the related statements of
operations, stockholders' equity (deficit), and cash flows for each of the two
years then ended. These financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material 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 20/20 Networks, Inc. (Formerly
20/20 Web Design, Inc.) as of December 31, 2002, and the results of its
operations and its cash flows for each of the two years then ended, in
conformity with accounting principles generally accepted in the United States of
America.


Malone & Bailey, PLLC
Houston, Texas
www.malone-bailey.com


April 11, 2003




<PAGE>

                              20/20 Networks, Inc.
                        (Formerly 20/20 Web Design, Inc.)
                                  BALANCE SHEET
                                December 31, 2002


<TABLE>
<CAPTION>
                                     ASSETS

<S>                                                                          <C>
Assets                                                                       $      --

          LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Current liabilities:
  Accounts payable                                                           $ 103,419

  Accounts payable - related party                                              22,229
                                                                             ---------
    Total current liabilities                                                  125,648

STOCKHOLDERS' EQUITY (DEFICIT):
  Common stock, $.001 par value, 100,000,000 shares
  authorized, 430,991 shares issued and outstanding                                431
Additional paid in capital                                                     749,063
Accumulated deficit                                                           (875,142)
                                                                             ---------
  Total Stockholders' Equity (Deficit)                                        (125,648)
                                                                             ---------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)                         $      --
                                                                             =========
</TABLE>



                 See accompanying summary of accounting policies
                       and notes to financial statements.

<PAGE>





                              20/20 Networks, Inc.
                        (Formerly 20/20 Web Design, Inc.)
                            STATEMENTS OF OPERATIONS
                            Years Ended December 31,


                                             2002            2001
                                          ---------       ---------
Costs and Expenses:
  General and administrative              $  24,122       $  61,183
  Interest expense                               --             555
                                             24,122          61,738

Net loss                                  $ (24,122)      $ (61,738)

Net loss per share:
  Net loss basic and diluted              $    (.06)      $   (0.14)

Weighted average shares outstanding:
  Basic and diluted                         430,991         430,991


                 See accompanying summary of accounting policies
                       and notes to financial statements.

<PAGE>

                              20/20 Networks, Inc.
                        (Formerly 20/20 Web Design, Inc.)
                  STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)
                          Years Ended December 31, 2002


<TABLE>
<CAPTION>
                                    Common stock
                              -------------------------       Additional paid    Accumulated
                              Shares           Amount           in capital         deficit             Total
                              -------         ---------         ---------         ---------          ---------
<S>                           <C>             <C>               <C>               <C>                <C>
Balance,
  December 31, 2000           430,991         $     431         $ 749,063         $(789,282)         $ (39,788)

Net loss                           --                --                --           (61,738)           (61,738)
                              -------         ---------         ---------         ---------          ---------

Balance,
  December 31, 2001           430,991               431           749,063          (851,020)          (101,526)

Net loss                           --                --                --           (24,122)           (24,122)
                              -------         ---------         ---------         ---------          ---------

Balance,
  December 31, 2002           430,991         $     431         $ 749,063         $(875,142)         $(125,648)
                              =======         =========         =========         =========          =========
</TABLE>

                 See accompanying summary of accounting policies
                       and notes to financial statements.

<PAGE>


                              20/20 Networks, Inc.
                        (Formerly 20/20 Web Design, Inc.)
                            STATEMENTS OF CASH FLOWS
                            Years Ended December 31,


<TABLE>
<CAPTION>
                                                            2002              2000
                                                          --------          --------
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                                       <C>               <C>
Net loss                                                  $(24,122)         $(61,738)
Adjustments to reconcile net deficit to cash used
  by operating activities:
Net change in:
  Accounts payable                                          24,122            61,679

CASH FLOWS USED IN OPERATING ACTIVITIES                         --               (59)

NET DECREASE IN CASH                                            --               (59)
Cash, beg. of period                                            --                59
Cash, end of period                                       $     --          $     --

SUPPLEMENTAL CASH FLOW INFORMATION
  Interest paid                                           $     --          $     --
  Income taxes paid                                       $     --          $     --
</TABLE>

                 See accompanying summary of accounting policies
                       and notes to financial statements.

<PAGE>





                              20/20 Networks, Inc.
                        (Formerly 20/20 Web Design, Inc.)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF ACCOUNTING POLICIES

Nature of business

20/20 Networks, Inc. (Formerly 20/20 Web Design, Inc.) referred to as "20/20
Networks" was incorporated in August 1995 in Nevada. 20/20 Networks is in the
business of managing and acquiring subsidiary corporations.

Use of Estimates

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

Basic Loss Per Share

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

Income Taxes

The asset and liability approach is used to account for income taxes by
recognizing deferred tax assets and liabilities for the expected future tax
consequences of temporary differences between the carrying amounts and the tax
bases of assets and liabilities. 20/20 Networks record a valuation allowance to
reduce the deferred tax assets to the amount that is more likely than not to be
realized.

Recent Accounting Pronouncements

20/20 Networks does not expect the adoption of recently issued accounting
pronouncements to have a significant impact on 20/20 Networks' results of
operations, financial position or cash flow.


NOTE 2 - INCOME TAXES

For the years ended December 31, 2002 and 2001, 20/20 Networks has incurred net
losses and, therefore, has no tax liability. The net deferred tax asset
generated by the loss carry-forward has been fully reserved. The cumulative net
operating loss carry-forward is approximately $450,000 at December 31, 2002, and
will expire in the years 2018 through 2022.

Deferred income taxes consist of the following at December 31:

                                2001              2000
                              --------          --------
Long-term:
  Deferred tax assets         $  6,000          $ 64,000
  Valuation allowance          (68,000)          (64,000)
                              --------          --------
                              $     --          $     --
                              ========          ========


<PAGE>

NOTE 3 - SHAREHOLDERS EQUITY

Common Stock - The initial authorized common stock of 20/20 Networks consisted
of 25,000,000 shares $.001 par value. In March 2001, the State of Nevada
approved the Company's restated articles of incorporation which increased the
authorized shares of common stock from 25,000,000 common shares to 100,000,000
common shares.

In January 2003, the Board of Directors announced a reverse split of 100 to 1
share of 20/20 Networks' common stock. All share and per share amounts have been
restated to reflect the retroactive effect of the stock split.


NOTE 4 - RELATED PARTY TRANSACTIONS

20/20 Network's neither owns nor leases any real or personal property. An
officer has provided office services without charge. Such costs are immaterial
to the financial statements and accordingly are not reflected herein. The
officers and directors are involved in other business activities and most likely
will become involved in other business activities in the future. If a specific
business opportunity becomes available, such persons may face a conflict of
interest.

Accounts payable includes $22,229 due its majority shareholder.
<PAGE>




<PAGE>