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, 2000

     [ ]    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 0-29435

                           Future Carz, Inc.
        (Exact Name of Registrant as Specified in its Charter)

          Nevada                   88-0431029
     (State or other            (I.R.S. employer
     jurisdiction of         identification number)
     incorporation or
      organization)

8930 East Raintree, Suite 300
      Scottsdale, AZ                 85260
  (Address of principal            (Zip code)
    executive offices)

  Registrant's Telephone Number, Including Area Code: (480) 444-0080

   Securities Registered Pursuant to Section 12(b) of the Act: NONE

      Securities Registered Pursuant to Section 12(g) of the Act:
      Common Stock, $0.001 par value per share, 20,000,000 shares
 authorized, 6,652,087 issued and outstanding as of December 31, 2000.

Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such
shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90
days.  Yes [X]  No [ ]

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

/1/

The approximate aggregate market value of the Common Stock held by non-
affiliates of the registrant, based upon the closing price of the
Common Stock reported on OTCBB, was $1,197,376 as of April 13, 2001.
(1)  For the purposes of this computation, all executive officers,
directors and 5% shareholders of the Company have been assumed to be
affiliates.  Certain of such persons may disclaim that they are
affiliates of the Company.  The number of shares of Common Stock
outstanding as of December 31, 2000 was 6,652,087.

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

                  DOCUMENTS INCORPORATED BY REFERENCE

Sections of the registrant's definitive Proxy Statement for the
registrant's Annual Meeting of Stockholders, which will be filed with
the Securities and Exchange Commission, are incorporated by reference
into Part III of this Report to the extent stated herein.

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

The following discussion contains, in addition to historical
information, forward-looking statements that involve risks and
uncertainties.  The Company's actual results could differ
significantly from the results discussed in the forward-looking
statements.  Factors that could cause or contribute to such
differences include, but are not limited to, those discussed below and
in Item 6, "Management's Discussion and Analysis of Financial
Condition or Plan of Operation."


                                PART I

ITEM 1.  BUSINESS.

Overview and History

Future Carz, Inc. ("Future Carz" or the "Company"), a Nevada
corporation incorporated on July 13, 1999, is a developmental stage
company in the used automobile leasing industry with a principal
business objective to offer financial alternatives to qualified
individuals who do not meet traditional financing terms.  Through our
wholly-owned subsidiary formed in January 2001, AutoCarz, Inc., we
have launched a dealer network positioned to service the sub-prime
credit segment of the auto leasing market.  AutoCarz, Inc. applies a
proven formula with rigorous controls.  The result is a new type of
leasing organization capable of building highly profitable brand-name
stores in a largely untapped market within the used automobile
industry.

Industry Background

The sub-prime lending segment of the auto loan industry, which is a
growing and vibrant part of the used car market, is estimated to be
worth over $50 billion dollars annually in retail installment
contracts in North America.  We intend to participate in the sub-prime
segment of the independent used car sales, financing and leasing
market.  Numerous small, independent used car dealerships currently
service this segment of the used car sales industry.  These
dealerships generally sell and finance used cars to borrowers ("Buy
here-Pay here dealers").  Buy here-Pay here dealers typically offer
their customers certain advantages over more traditional financing
sources.  These advantages may include but are not limited to expanded
credit opportunities, flexible payment terms (including pro-rating
customer payments due within one month into several smaller payments
and scheduling payments to coincide with a customer's paydays), and
the ability to make payments in person.  Payment in Person is an
important feature to many sub-prime borrowers who may not have
checking accounts or are unable to make payments by the due date
through use of the mail because of the timing of paychecks.

/2/

The United States has experienced an unprecedented growth in its
economy.  At the same time, its citizens' wealth has increased
dramatically, with personal incomes rising well beyond economic
projections.  Ironically, one of the outcomes of this bolstered
economy is a dramatic increase in personal bankruptcy and credit
problems.  It would seem that, in such a prosperous economy, personal
bankruptcy would decrease.  But the average consumer continues to
spend more than they make.  This situation has lead to an increasing
number of consumers in the market in which we service.  Management
believes that by giving consumers with less-than-perfect credit
history an opportunity to rebuild their credit experience, we will
enhance consumer confidence and build a strong referral base.
As recently as ten years ago, most automobile consumers were not aware
of the availability of leasing. Now, approximately one- third of all
new cars are leased, and the numbers are increasing every year.  This
is evidenced by the increasing number of leasing advertisements found
in local newspapers and on Television.
Automobile leases come in two types: closed-end and open-end.  Federal
regulations require that the type of lease be clearly indicated on all
lease contracts:

       1.   Closed-end leases - sometimes called "walk-away" leases, are the
          most common consumer leases.  This type of lease allows consumers to
          simply return a vehicle at the end of the lease and have no other
          responsibilities.  At the time of leasing, the leasing company
          estimates the vehicle's lease-end residual value.  If the vehicle is
          actually worth less than the predetermined residual value when the
          vehicle is returned, the leasing company realizes the loss.  On the
          other hand, if the vehicle is worth more than the predetermined
          residual value, the lessee has the option of purchasing the vehicle,
          selling it, and realizing profit.  This happens frequently.
       2.   Open-end leases are used primarily for commercial business
          leasing.  In this case the consumer, not the leasing company, takes
          all the risks. The consumer is responsible for paying any difference
          between estimated and actual market value at the end of the lease.
          This could amount to a significant sum of money if the market value of
          the vehicle has dropped.

Two key factors have caused the big shift from purchasing to leasing.
First, the cost of new cars has rapidly spiraled upward in the last
few years, often putting prices out of reach of average buyers.
Second, tax law changes in the late 1980s eliminated interest
deductions on car loans, which further increased the cost of
ownership.  The net effect was that consumers became more eager to
find ways to make car purchases more affordable.
Auto manufacturers and finance companies began offering consumer
leasing programs to address this concern.  These new programs were
modified versions of business leases, which had been in existance for
many years prior.  The leasing industry has become popular because it
offers people a way to drive the vehicles they want - often better
vehicles than they could afford to buy - for a smaller monthly payment
and with less hassle as most lease packages include the cost of
preventative and minor maintance expenses.

/3/

Principal Products and Services

Through our wholly-owned subsidiary, AutoCarz, Inc., we are able to
offer the following products:
Leasing - Our non-traditional leases offer sub-prime borrowers the
opportunity to drive a quality, pre-owned vehicle for a low down
payment and affordable monthly fees.  AutoCarz, Inc. handles all
aspects of leasing on a select group of used cars.
Financing - AutoCarz, Inc. has the financial leverage of its parent
company, Future Carz, to seek non-traditional capital resources to
obtain the cars it leases.
Inventory Supply Control - Providing for a consistently adequate
supply of cars suited to the AutoCarz, Inc. formula.  Management has
built this pipeline into the infrastructure of AutoCarz, Inc.
Collections - Under the auspices of Future Carz, we maintain our own
in-house collection service specially trained to handle the AutoCarz,
Inc. customer.

New Product Offerings

Insurance - In the near future, Future Carz plans to enable its
AutoCarz, Inc. dealers with the capacity to offer insurance services
along with new leases.  This service would further simplify the lease
process.

Product Presentation - The product offering made available by
AutoCarz, Inc. is completely unique within the automobile leasing
industry.  To understand this new approach to leasing, we are
preparing a Powerpointr presentation.  The Product Presentation will
be made available in Phase II of our website, which is planned for
early 2001. This presentation will take approximately five minutes to
view and will require the free Microsoft PowerPoint Viewer.

Document Library - Allows customers to download documentation in Word
Document (.DOC) and Adobe Acrobat (.PDF) formats while browsing the
various sections of our databases online.  This will be made available
in Phase II of our web site.

Distribution, Marketing and Customer Relations

We seek to provide sub-prime borrowers with non-traditional auto
leases and services.  We are currently distributing and marketing our
products and services through the use of:

  1.   the Internet (www.futurecarz.com) - Visitors to our web site will
     be given the opportunity to search for information regarding leasing
     quality used vehicles.  We intend to utilize the unique efficiencies
     of the Internet to (a) personalize the non-traditional auto lease
     experience by delivering information the consumer desires, (b) educate
     consumers about various vehicle makes and models available for lease
     and (c) capitalize on the economic advantages of lower overhead and
     increased geographic coverage relative to traditional automobile lease
     providers.

  2.   Commercial magazines such as the Penny Saver -  This is a bi-
     monthly publication that caters to our target customer market through
     the advertising of pre-owned vehicles.

  3.   Word of mouth /Sales Representatives - We hope to obtain a large
     number of our future customers by having satisfied customers recommend
     our products and services to others (i.e. family, friends, co-workers,
     etc.), and through the use of trained Sales Representatives.

We may also pursue additional strategic alliances with partners who
have established operations.  We believe that these joint venture
relationships, if successful, will allow us to gain additional
insight, expertise and penetration in markets where joint venture

/4/

partners already operate, and may increase our revenue and income
growth.  No additional specific joint venture agreements have been
signed, and no assurance can be given that any agreements will be
effected, or if effected, will be successful.

We hope to establish positive, long-term relationships with our
customers.  We plan to accomplish this through the use of our web
site, which allows the customer the ability to contact our management,
and trained Sales Representatives.  No single customer accounts for a
material portion of our revenues.

Competition

We compete against a variety of Internet and traditional automotive
lending businesses.  Our business is characterized by minimal barriers
to entry, and new competitors can launch a competitive service at
relatively low cost.  To compete successfully as an Internet-based
commercial entity, Management must significantly increase awareness of
the services Future Carz provides and the AutoCarz, Inc. brand name.
Failure to achieve these objectives could cause our revenues to
decline and would have a material adverse effect on our business,
results of operations and financial condition.

We compete with other entities, which maintain similar commercial Web
sites including Autoweb.com, Cendant Membership Service, Inc. and
AutoVantage.  Republic Industries, Inc., a large consolidator of
dealers, previously announced its intention to launch a Web site for
marketing vehicles.  We also compete indirectly against vehicle
brokerage firms and affinity program offered by several companies,
including Costco Wholesale Corporation and Wal-Mart Stores, Inc.  In
addition, all major vehicle manufacturers have their own Web sites and
many have recently launched or announced plans to launch online buying
services, such as General Motors Corporation's BuyPower.  We also
compete with vehicle insurers, lenders and lessors as well as other
dealers that are not expected to be part of our dealer network.  Such
companies may already maintain or may introduce Web sites, which
compete with ours.

Management believes that the principal competitive factors in the
online market are: brand recognition, speed and quality of
fulfillment, variety of value-added services, ease of use, customer
satisfaction, quality of service and technical expertise.

There can be no assurance that we will be able to compete successfully
against current or future competitors, many of which have
substantially more capital, existing brand recognition, resources and
access to additional financing.  In addition, competitive pressures
may result in increased marketing costs, decreased Web site traffic or
loss of market share or otherwise may materially and adversely affect
the Company's business, results of operations and financial condition.

Government Regulation

A number of legislative and regulatory proposals under consideration
by federal, state, local and foreign governmental organizations may
lead to laws or regulations concerning various aspects of the
Internet, including, but not limited to, online content, user privacy,
taxation, access charges, liability for third-party activities and
jurisdiction.  The adoption of new laws or the application of existing
laws may decrease the growth in the use of the Internet, which could
in turn decrease the demand for our products and services, increase
our cost of doing business or otherwise have a material adverse effect
on our business, results of operations and financial condition.
Prohibition and restriction of Internet content could dampen the
growth of Internet use, decrease the acceptance of the Internet as a
communications and commercial medium, expose us to liability, and/or
require substantial modification of our products and services, and
thereby have a material adverse effect on our business, results of
operations and financial condition.

/5/

It is unclear how the various states will interpret the existing laws
regarding our business.  In the event that individual states'
regulatory requirements change or additional requirements are imposed
on us, Management may be required to modify aspects of our business in
those states in a manner that might undermine the attractiveness of
the Future Carz lease purchase process to consumers, automotive-
related vendors or advertisers or require us to terminate operations
in that state, either of which could have a material adverse effect on
our business, results of operations and financial condition.

Proprietary Rights

We currently do not possess trademarks, patents, or copyrights, in
relation to our products and services.  However, we do maintain our
proprietary rights to the information contained our our web site.
Policing unauthorized use of our proprietary and other intellectual
property rights could entail significant expense.  In addition, there
can be no assurance that third parties will not bring claims of
copyright or trademark infringement against us or claim that certain
aspects of our processes or features violates a patent they hold.
There can be no assurance that third parties will not claim that we
have misappropriated their creative ideas or formats or otherwise
infringed upon their proprietary rights.  Any claims of infringement,
with or without merit, could be time consuming to defend, result in
costly litigation, divert management attention, require us to enter
into costly royalty or licensing arrangements to prevent us from using
important technologies or methods, any of which could have a material
adverse effect on our business, financial condition or operating
results.

Employees

At present, we have 5 full-time employees 2 of which are the officers
and directors of the Company.  Our employees are currently not
represented by a collective bargaining agreement, and we believe that
our relations with our employees are good.  Our wholly-owned
subsidiary, Auto Carz, Inc., has 6 full-time employees none of which
is represented by a collective bargaining agreement, and we believe
our relations with these employees also to be good.

RISK FACTORS

The following discussion contains, in addition to historical
information, forward-looking statements that involve risks and
uncertainties.  Our actual results could differ significantly from the
results discussed in the forward-looking statements.  Factors that
could cause or contribute to such differences include, but are not
limited to, those discussed below and in Item 6, "Management's
Discussion and Analysis of Financial Condition or Plan of Operation."

Limited Operating History

We were incorporated on July 13, 1999, with a principal business
objective to offer financial alternatives to qualified individuals who
do not meet traditional financing terms.  We have a limited operating
history on which to base an evaluation of our business and prospects.
Our prospects must be considered in light of the risks, expenses and
difficulties frequently encountered by companies in their early stage
of development, particularly companies in evolving markets such as
ours.  These risks include, but are not limited to, an evolving and
unpredictable business model, dependence on the growth in use of the
products and services we provide, the acceptance of the our products
and services, the ability to attract and retain a suitable user base,
the ability to establish a large dealer network while maintaining high
quality customer service, rapid technological change and the
management of growth.  To address these risks, we must, among other
things, generate increased vehicle buyer traffic to our web site, send
new and pre-owned vehicle lease requests to dealers that result in

/6/

sufficient dealer transactions to justify our fees, expand the number
of dealers in our network and enhance the quality of dealers, respond
to competitive developments, increase the Future Carz brand name
visibility, successfully introduce new services, continue to attract,
retain and motivate qualified personnel, and upgrade and enhance our
technologies to accommodate expanded service offerings and increased
consumer traffic.  In view of the rapidly evolving nature of our
business and our limited operating history, we believe that period-to-
period comparisons of our operating results are not necessarily
meaningful and should not be relied upon as an indication of future
performance.

Unpredictability of Future Revenues; Potential Fluctuations in
Quarterly Operating Results; Seasonality

As a result of our limited operating history and the nature of the
market in which we compete, we are unable to accurately forecast our
revenues.  We anticipate that we may experience significant
fluctuations in our future quarterly operating results due to a
variety of factors, many of which are outside our control.  Factors
that may adversely affect our quarterly operating results include (i)
our ability to attract a sizeable network of automobile dealers; (ii)
our ability to provide dealers with a steady stream of lease requests;
(iii) our ability to maintain adequate gross margins; (iv) the level
of use of the Internet and online services and increasing consumer
acceptance of the Internet and other online services for the
fulfillment of automobile leasing products and services such as those
we provide; (v) our ability to upgrade and develop our systems and
infrastructure; and (vi) the amount and timing of operating costs and
capital expenditures relating to expansion of our business, operations
and infrastructure.

Due to the foregoing factors, in one or more future quarters our
operating results may fall below the expectations of securities
analysts and investors.  In such event, the trading price of the
Common Stock would likely be materially adversely affected.

Competition

Our vehicle leasing services compete against a variety of Internet and
traditional vehicle purchasing services and automotive brokers.
Therefore, we are affected by the competitive factors faced by both
Internet commerce companies as well as traditional, offline companies
within the automotive and automotive-related industries.  The market
for Internet-based commercial services is new, and competition among
commercial Web sites is expected to increase significantly in the
future (see Item 1. "Competition").

E-commerce Security Risks

A requirement of the continued growth of e-commerce is the secure
transmission of confidential information over public networks.  We
intend to rely on public key cryptography and digital certificate
technology to provide the security and authentication necessary for
secure transmission of confidential information.  Various regulatory
and export restrictions may prohibit us from using the strongest and
most secure cryptographic protection available and there by expose our
products and services to a risk of data interception.  A party who is
able to circumvent our security measures could misappropriate
proprietary information or interrupt our operations.  Any such
compromise or elimination of our security could reduce demand for our
services.  We may be required to expend significant capital and other
resources to protect against such security breaches or to address
problems caused by such breaches.

Concerns over the security of the Internet and other online
transactions and the privacy of users may also inhibit the growth of
the Internet and other online services generally, and the Web in
particular, especially as a means of conducting commercial
transactions.  Because our activities involve the storage and

/7/

transmission of proprietary information, such as personal information,
security breaches could damage our reputation and expose Future Carz
to a risk of loss or litigation and possible liability.  Security
measures may not prevent security breaches and failure to prevent such
security breaches may disrupt our operations.

Risks Typical of E-commerce Companies

The possible slow adoption of Internet and Intranet solutions by
businesses may harm our prospects.  In order for us to be successful,
the Internet must continue to be adopted by businesses as a means of
making information and electronic services available to individuals
and other businesses.  In addition, the Internet must continue to be
adopted as an important means of buying and selling products and
services.  Because Internet usage is continuing to evolve, it is
difficult to estimate with any assurance the size of this market and
its growth rate, if any.  To date, many businesses and consumers have
been deterred from utilizing Intranets and the Internet for a number
of reasons, including: security concerns; limited access to the
Internet; lack of availability of cost-effective, high-speed service;
inconsistent quality of service; potentially inadequate development of
network infrastructure; the inability to integrate business
applications on these networks; and the need to operate with multiple
and frequently incompatible products.  Consumers may not broadly
accept the electronic procurement of automobile leases, which could
limit possible growth in our revenues.

Dependence on Key Personnel; Need for Additional Personnel

Our performance is substantially dependent on the services and on the
performance of our President, Edward Heisler.  Our performance also
depends on our ability to attract, hire, retain and motivate our
officers and key employees.  The loss of the services of any of our
executive officers or other key employees could have a material
adverse effect on our business, prospects, financial condition and
results of operations.  We have not entered into long-term employment
agreements with any of our key personnel and currently have no "Key
Man" life insurance policies.  Our future success may also depend on
our ability to identify, attract, hire, train, retain and motivate
other highly skilled technical, managerial, marketing and customer
service personnel.  Competition for such personnel is intense, and
there can be no assurance that we will be able to successfully
attract, assimilate or retain sufficiently qualified personnel.  The
failure to attract and retain the necessary technical, managerial,
marketing and customer service personnel could have a material adverse
effect on our business, prospects, financial condition and results of
operations.

Establishment of a Brand Name

We believe that establishing and maintaining the goodwill associated
with a brand name is a critical aspect of attracting and expanding a
client base.  Future Carz has not yet developed a strong brand name
and if we fail to do so it could have a material adverse impact on our
business.  It is for this reason we purchased AutoCarz, Inc as they
are a known entity in the auto lease market.  The importance of brand
recognition will increase with competition.  Promotion and enhancement
of this brand name will depend largely on the success in providing
high quality services, which cannot be assured.  If users do not
perceive our products to be comprehensive and of high quality, or if
Future Carz introduces new features, or enters into new business
ventures that are not favorably received by the public, we will risk
diluting the value of our brand name.  If we fail to provide high
quality services, or otherwise to promote and maintain a brand name,
or if we incur excessive expenses in an attempt to improve services,
or promote and maintain a brand name, future results of operations and
financial condition could be materially and adversely affected.

/8/

Growth Strategy Implementation; Ability to Manage Growth

We anticipate that significant expansion will be required to address
potential growth in our customer base and market opportunities.  Our
expansion is expected to place a significant strain on our management,
operational and financial resources.  To manage any material growth of
our operations and personnel, we may be required to improve existing
operational and financial systems, procedures and controls and to
expand, train and manage our employee base.  Further, our management
may be required to develop relationships with various automobile
dealerships, Internet search engines, other Web sites and other
automobile related companies necessary to our business.  There can be
no assurance that our planned personnel, systems, procedures and
controls will be adequate to support our future operations, that
management will be able to hire, train, retain, motivate and manage
required personnel or that our management will be able to successfully
identify, manage and exploit existing and potential market
opportunities.  If we are unable to manage growth effectively, our
business, prospects, financial condition and results of operations may
be materially adversely affected.

Possible Future Issuance of Common Stock

The Company is authorized to issue up to 20,000,000 Shares of Common
Stock.  Presently, there are 6,652,087 shares of Common Stock issued
and outstanding.  Additional issuances of Common Stock may be required
to raise capital, to acquire stock or assets of other companies, to
compensate employees or to undertake other activities without
stockholder approval.  These additional issuances of Common Stock will
increase outstanding shares and further dilute stockholders'
interests.  Because our Common Stock is currently subject to the
existing rules on penny stocks, the market liquidity for and value of
our securities can be severely adversely affected.

ITEM 2.  PROPERTIES.

Our corporate headquarters were located at 12624 Carmel Country Road,
#82, San Diego, California 92130.  On November 1, 2000, we relocated
our corporate headquarters to 8930 E. Raintree, Suite 300, Scottsdale,
AZ 85260.  The dimension of the new office space is approximately
4,000 square feet.  The space is rented on a monthly basis on a 36
month lease at $7,666.67 per month.  In addition to housing our
operations, this space also services as the office for our wholly-
owned subsidiary, Auto Carz, Inc.  This space is provided to our
subsidiary at no cost.  We do not have any additional facilities, nor
are there proposed programs for the renovation, improvement or
development of the properties currently being utilized by us.

ITEM 3.  LEGAL PROCEEDINGS.

We were not subject in the year 2000, nor are we currently subject to
any legal proceedings.

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

A definitive proxy statement (Form 14A) was filed with the Securities
and Exchange Commission on October 30, 2000 to announce our Annual
Meeting of Stockholders.  This meeting was held at the Gold Coast
Hotel and Casino at 4000 West Flamingo Rd, Las Vegas, Nevada 89103, on
November 6, 2000, at 10:00 a.m., Pacific daylight time.  At this
meeting the following business was conducted:

     1.  A Board of Directors consisting of two directors, was elected
       to serve until the next annual meeting of stockholders and
       until their successor(s) have been duly elected and qualified
       or until their earlier resignation or removal.

/9/

          The following nominees were elected:

NAME OF NOMINEE   DIRECTOR SINCE      AGE           POSITION
Hal B. Crawford*    July, 1999        42         President/CEO/
                                                 Treasurer and
                                                    Director

Denise Crawford*    July, 1999        40         Secretary and
                                                    Director

* however, on November 11, 2000, Hal B. Crawford and Denise Crawford
resigned from the Board of Directors and left the Company.  At the
same time Ed Heisler was appointed to the Board or Directors, and
named President, Secretary and Treasurer of Future Carz, Inc. On April
2, 2001, Terry Neild was appointed as Chairman of the Board and CEO.

     2.  To change the name of the company from FutureCarz.com, Inc.
     to Future Carz, Inc.

          This item was approved unanimously.

     3.  To transact such other business as may properly come before
       the Annual Meeting and any adjournment or adjournments
       thereof.

          No other business was transacted.

/10/


                                PART II

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

Our common stock, par value $0.001 per share (the "Common Stock"), is
traded on the Over the Counter Bulletin Board ("OTCBB") under the
symbol "FCZI".  There was no active trading market for the Common
Stock before September 29, 2000.

                                            HIGH          LOW
     2000
     For the period (Sep 29, 2000 to        1.95          .25
     Dec 31, 2000)

HOLDERS

As of December 31, 2000 there were 60 stockholders of record of our
Common Stock.

DIVIDEND POLICY

We have not paid cash dividends on our Common Stock and do not intend
to pay any cash dividends in the foreseeable future.

SALES OF UNREGISTERED SECURITIES

On  July 16, 1999, the Company issued 4,000,000 shares to Hal
Crawford, the President of Company.  The shares were fully paid for
and non-assessable.  Mr. Crawford paid $4,000.00, or $0.001 per share,
for  his shares.  As this was a private transaction, only offered to
the founder of the Company, it was a transaction by an issuer not
involving any public offering.  These shares issued by the Company
were issued under Section 4(2) of the Securities Act of 1933.

On November 30, 1999, the Company completed an offering of shares of
common stock of the Company pursuant to Regulation D, Rule 504 of the
Securities Act of 1933, as amended, whereby it sold 1,122,900 shares
of Common Stock to approximately 75 unaffiliated shareholders of
record. These shares sold were sold at the price of $0.05 per share.
This offering was registered with the State of Nevada, and said
registration was granted by the State of Nevada on October 5, 1999.
The offering was sold exclusively in said state in which it was
registered.  The Company sold less than $1 million in a twelve month
period.  The Company has a specific business plan, is not an open
ended investment company, and, at the time of the 504 offering, was
not subject to the  reporting requirements of Sections 13 or 15(d) of
the Act.  In addition, the Company issued 205,187 shares of its $0.001
par value common stock for services valued at $0.05 per share for a
total of $10,259.

On November 1, 2000 the Company completed an offering of shares of
restricted common stock of the Company pursuant to Regulation D, Rule
505 of the Securities Act of 1933, as amended, whereby it sold
1,264,000 shares of Restricted Common Stock to 5 accredited
shareholders of record.  These shares were sold at the price of $0.25
per share for cash of $316,000.  The company filed notice filings in
New York, Arizona, and Texas.  The offering was sold exclusively in
the states in which notice was given.

On  December 11, 2000, the Company issued 60,000 shares of its  $0.001
par  value common stock at a price of $0.25 per share to 3 noteholders
to extinguish warrants.

/11/

There are 1,264,000 warrants outstanding sold in conjunction with the
Rule 505 offering.  The warrants are exercisable at $0.50 per common
share on a 1-for-1 basis after one year from the date of issuance and
any outstanding warrants are redeemable by the Company after two years
from the date of issuance.  The warrants have no fixed redemption
price and no expiration date.

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

                      FORWARD LOOKING STATEMENTS

The statements contained in this report that are not historical facts
are forward-looking statements within the meaning of the Private
Securities Litigation Reform Act.  Forward-looking statements are made
based upon management's current expectations and beliefs concerning
future developments and their potential effects upon the Company.
There can be no assurance that future developments affecting the
Company will be those anticipated by management.  Actual results may
differ materially from those included in the forward-looking
statements.

Readers are also directed to other risks and uncertainties discussed
in other documents filed by the Company with the Securities and
Exchange Commission.  The Company undertakes no obligation to update
or revise any forward-looking information, whether as a result of new
information, future developments or otherwise.

General

We were organized in July 13, 1999, and are considered to be a
developmental stage company engaged in the business of offering
financial alternatives to qualified individuals who do not meet
traditional financing terms.  Through our wholly-owned subsidiary,
AutoCarz, Inc., we have launched a dealer network positioned to
service the sub-prime credit segment of the auto leasing market.
AutoCarz is the retail brand name applied by Future Carz to its
network of auto leasing dealerships.  More than just a group of auto
dealers, AutoCarz is a network of corporately-owned operations sharing
a proprietary system for leasing used cars to buyers who fall outside
conventional credit lending guidelines.

The reasons for consumers having distressed credit are as varied as
the people who buy cars.  A previous bankruptcy, change in marital
status, new employment or change in living situation can all leave an
otherwise credit-worthy individual without the means to meet rigid
consumer lending guidelines.  The AutoCarz system is aimed at
providing these individuals with an affordable lease on a quality pre-
owned vehicle.  While consumers are using the AutoCarz system, they
work towards building back good credit, as the company reports
regularly to credit bureaus.

In order to achieve this unique formula, the company has developed a
strict system.  It's a tried and tested formula, used by its
predecessor in a family-owned and operated business over a period of
five years.  Experience has shown that as long as the existing system
is adhered to, the potential default ratio is held to a minimum.

We have a limited operating history and have yet to generated revenues
from our operations.  Our activities have been limited to start-up
procedures.  Consequently, we have incurred the expenses of such
procedures.  Future operating results will depend on many factors,
including our ability to generate demand for our services, the level
of competition and our ability to deliver our products and services
while maintaining quality and controlling costs.  We depend on the
growing use and acceptance of the Internet as an effective medium of
commerce by merchants and customers.  Decreased levels of e-commerce
transactions and the lack of acceptance of the Internet as a medium of
commerce could have a material adverse effect on our operations.

/12/

Results of Operation

Subseqent to December 31, 2000, we have completed the acquisition of
all assets of American Automotive Group, Inc. of Phoenix, AZ and, Auto
Central Discount, Inc. of San Diego, CA.  The acquisition of these
assets and business operations will give immediate revenue and assets
in the form of business equipment and current pre-owned auto leases to
the company.  The company's web site has been remodeled to reflect the
expanded business operations.

Revenues.  Since inception we have not generated any revenues.  In the
past several months, management's efforts were focused on the
extensive research necessary to complete the acquisition of the afore
mentioned companies.  We believe that our initial revenues will be
primarily dependent upon our ability to cost effectively and
efficiently develop our automotive leasing products and services  Our
priorities for the next 12 months of operations are to continue to
develope and market these newly acquired products and  services to
establish our business through the use of the internet and bricks and
morter locations throughout the southwest.  Realization of sales of
our products and services during the next fiscal year is vital to our
plan of operations.  There are no guarantees that we will be able to
compete successfully or that the competitive pressures we may face
will not have a material adverse effect on our business, results of
operations and financial condition.  Additionally, a superior
competitive service could force us out of business.

Expenses.  We incurred expenses for the year 2000 totaling $147,446
and $37,557 for the period July 13, 1999 (Inception) to December 31,
1999.  Expenditures were primarily due to costs incurred for
professional fees, marketing, services and general and administrative
expenses.  Our professional and service expenses were incurred from
our public listing process on the NASD's OTC-BB which included the
process of the public offering in the State of Nevada, state Blue Sky
registrations, attorneys' fees, escrow and EDGARization costs related
to the offering, and audits and public filing costs.

Loss on Writedown of Assets.  During 2000 we abandoned our web site
development purchased in November 1999.  A loss on writedown of
$19,667 was recognized in 2000.

Future Business

Over the next year we plan to solidify the over all structure of the
business plan.  This will include keeping key employee's obtained in
the acquisitions as well as marketing our Auto Carz, Inc. brand
through various ad campaign's i.e. news paper, internet, etc. Our goal
is to become the leading alternative pre-owned auto- leasing source in
the nation.

For various reasons, there will always be people with credit problems.
We believe that an opportunity exists to capitalize on this built in
segment of the automotive leasing industry.  As we attempt to capture
the market for leased used vehicles in a target price range of $5,000
to $8,000, we face the uncertainty of the availability of these
vehicles.  Our focus will be on developing and maintaining a
consistent inventory of used vehicles both in terms of cost and
quality.

Liquidity and Capital Resources

Net Loss.  Due to the significant operating expenses, we experienced a
net loss of $168,680 in 2000 and $37,557 in the period July 13, 1999
(Inception) to December 31, 1999.  We anticipated incurring this loss
during our initial commencement of operations until such time as we
will realize revenues from our services in the fiscal year 2001.

/13/

Liquidity.  At December 31, 2000, we have working capital of $164,240.
Since inception net cash used in operating activities were $167,946
and net cash used in investing activities were $193,317.  Thus we are
dependent upon cash flows provided by financing activities, through
the issuance of common stock and borrowings from stockholders.  Net
cash provided by financing activities since inception were $438,520.

We estimate our capital requirements to total approximately $68,000
per month for the next 12 to 24 months.  We are currently in the
process of conducting a $1,000,000 Private Placement Offering to raise
additional cash.  It is expected that the proceeds from this offering
will be sufficient to continue existing operations over this period.

The impact of the acquisitions of Auto Central Discount and American
Automotive Group has been accretive to revenues at a rate of
approximately $7,000 per month.

We have generated no revenues during this reporting period and it is
unknown when we will generate significant revenues.  It is anticipated
that we will realize revenues from our products and services during
the next 12 months, of which we cannot guarantee.  The receipt of
funds from subsequent Private Placement Offerings or additional loans
obtained through private and public sources may be anticipated to
offset our near term capital requirements for the next 12 months.  We
have financed our cash flow requirements through issuance of common
stock, a private offering, and the issuance of debt securities.
During our normal course of business, we will experience net negative
cash flows from operations, pending receipt of revenues.  Further, we
may be required to obtain financing to fund operations through
additional common stock offerings and bank borrowings, to the extent
available, or to obtain additional financing to the extent necessary
to augment our available working capital.

/14/

ITEM 7.  FINANCIAL STATEMENTS.


                           TABLE OF CONTENTS


                                                           PAGE

REPORT OF INDEPENDENT AUDITORS (Stark, Tinter &            F-1
 Associates, LLC)

REPORT OF INDEPENDENT AUDITORS (G. BradBeckstead, CPA)     F-2

BALANCE SHEET                                              F-3

STATEMENTS OF OPERATIONS                                   F-4

STATEMENT OF STOCKHOLDERS' EQUITY                          F-5

STATEMENTS OF CASH FLOWS                                   F-6

NOTES TO FINANCIAL STATEMENTS                            F-7 to F-14


<PAGE>

          STARK TINTER & ASSOCIATES, LLC

                                          Certified Public Accountants
                                                 Financial Consultants


                    REPORT OF INDEPENDENT AUDITORS


Shareholders and Board of Directors
Future Carz, Inc.

We have audited the accompanying balance sheet of Future Carz, Inc. (a
development stage company) as of December 31, 2000, and the related
statements of operations, stockholders' equity, and cash flows for the
year ended December 31, 2000.  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 audit.

We conducted our audit in accordance with auditing standards generally
accepted in the United States of America. Those standards require that
we plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material 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 by management, as well as evaluating the overall financial
statement presentation.  We believe that our audit 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 Future
Carz, Inc. (a development stage company) as of December 31, 2000, and
the results of its operations, and its cash flows for the year ended
December 31, 2000, in conformity with accounting principles generally
accepted in the United States of America.

The accompanying financial statements have been prepared assuming that
the Company will continue as a going concern.  As discussed in Note 10
to the financial statements, the Company has suffered recurring losses
in the development stage.  This factor raises substantial doubt about
the Company's ability to continue as a going concern.  Management's
plans in regard to these matters are also discussed in Note 10. The
financial statements do not include any adjustments that might result
from the outcome of this uncertainty.



Stark Tinter & Associates, LLC
Denver, Colorado
April 13, 2001

     7535 East Hampden Avenue, Suite 109   Denver, Colorado 80231
                    (303)694-6700 Fax (303)694-6761

                                  F-1

G. BRAD BECKSTEAD
Certified Public Accountant
                                                   330 E. Warm Springs
                                                   Las Vegas, NV 89119
                                                          702.528.1984
                                                      425.928.2877efax

                     INDEPENDENT AUDITOR'S REPORT


April 13, 2001

Board of Directors
Future Carz, Inc.
8930 E. Raintree, Ste. 300
Scottsdale, AZ 85260

I have audited the Statement of Operations, Stockholders' Equity, and
Cash Flows of Future Carz, Inc. (the "Company") (A Development Stage
Company) for the period July 13, 1999 (Date of Inception) to December
31, 1999.  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.  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 results of operations, equity
and cash flows of Future Carz, Inc., (A Development Stage Company),
for the year ending December 31, 1999, and the related statements of
income, equity and cash flows for the period July 13, 1999 (Date of
Inception) to December 31, 1999, 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 3 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 3.  The financial statements do not include any adjustments that
might result from the outcome of this uncertainty.



/s/  G. Brad Beckstead

                                  F-2

                           Future Carz, Inc.
                     (A Development Stage Company)
                             Balance Sheet
                           December 31, 2000



Assets

Current assets:
Cash                                               $       77,257
Inventory                                                  15,550
Interest receivable - affiliates                            1,273
Notes receivable - affiliates                             138,000
                                                   --------------
Total current assets                                      232,080
                                                   --------------
Fixed assets, net                                          33,302
                                                   --------------
                                                   $      265,382
                                                   ==============

Liabilities and Stockholders' Equity

Current liabilities:
Accounts payable                                   $        5,000
Accrued interest - stockholders                             2,840
Notes payable - stockholders                               60,000
                                                   --------------
Total current liabilities                                  67,840
                                                   --------------
Stockholders' equity:
Preferred stock, $0.001 par value, 5,000,000
shares authorized, no shares issued and
outstanding                                                     -
Common stock, $0.001 par value, 20,000,000
shares authorized, 6,652,087 shares issued and
outstanding                                                 6,652
Additional paid-in capital                                397,127
Defict accumulated during the development stage         (206,237)
                                                   -------------
                                                          197,542
                                                   --------------
                                                   $      265,382
                                                   ==============


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

                                  F-3

                           Future Carz, Inc.
                     (A Development Stage Company)
                       Statements of Operations
  Years Ended December 31, 2000, the Period From Inception (July 13,
                      1999) to December 31, 1999
  and the Period From Inception (July 13, 1999) to December 31, 2000





                                                  July        July
                                                13, 1999    13, 1999
                                      Year    (inception)  (inception)
                                     ended         to          to
                                    December    December     December
                                       31,         31,          31,
                                      2000        1999         2000
                                   ----------   ---------   ----------

Revenue                            $        -   $       -   $        -
                                   ----------   ---------   ----------
Expenses:
 General and administrative            69,448      37,224      106,672
 Fees paid to affiliates               75,983           -       75,983
 Depreciation and amortization          2,015         333        2,348
                                   ----------   ---------   ----------
                                      147,446      37,557      185,003
                                   ----------   ---------   ----------
Net operating (loss)                 (147,446)    (37,557)    (185,003)
                                   ----------   ---------   ----------
Other income (expenses):
Interest income                         1,273           -        1,273
Interest expense                       (2,840)          -       (2,840)
(Loss) on writedown of assets         (19,667)          -      (19,667)
                                   ----------   ---------   ----------
Net (loss)                         $ (168,680)  $ (37,557)  $ (206,237)
                                   ==========   =========   ==========
Weighted average number of
common shares outstanding - basic
and fully diluted                   5,543,836   4,265,617    5,163,560
                                   ==========   =========   ==========
Net (loss) per share - basic and   $    (0.03)  $   (0.01)  $    (0.04)
fully diluted                      ==========   =========   ==========



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

                                  F-4

                           Future Carz, Inc.
                     (A Development Stage Company)
             Statement of Changes in Stockholders' Equity
      Period From Inception (July 13, 1999) to Decitmber 31, 2000

<TABLE>
<CAPTION>

                                              Deficit
                                             Accumulated
                         Common Stock        Additional  During the    Total
                     ----------------------   Paid-in   Development Stockholders'
                       Shares      Amount     Capital      Stage       Equity
                     ----------  ----------  ----------  ----------  ----------
<S>                 <C>         <C>         <C>         <C>         <C>
Beginning Balance,
July 13, 1999                 -  $        -  $        -  $        -  $        -

Founders shares
issued for cash       4,000,000       4,000           -           -       4,000

Shares issued for
cash pursuant to
Rule 504 offering     1,122,900       1,123      55,397           -      56,520

Shares issued for
services                205,187         205      10,054           -      10,259

Net (loss) for the
period ended
December 31, 1999             -           -           -     (37,557)    (37,557)
                     ----------  ----------  ----------  ----------  ----------
Balance, December
31, 1999              5,328,087       5,328      65,451     (37,557)     33,222

Shares issued for
cash pursuant to
Rule 505 offering     1,264,000       1,264     314,736           -     316,000

Shares issued to
extinguish warrants      60,000          60      14,940           -      15,000

Shareholder advance
converted to captial          -           -       2,000           -       2,000

Net (loss) for the
year ended
December 31, 2000             -           -           -    (168,680)   (168,680)
                     ----------  ----------  ----------  ----------  ----------
Balance, December
31, 2000              6,652,087  $    6,652  $  397,127  $ (206,237) $  197,542
                     ==========  ==========  ==========  ==========  ==========
</TABLE>

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

                                  F-5

                           Future Carz, Inc.
                     (A Development Stage Company)
                       Statements of Cash Flows
   Year Ended December 31, 2000, the Period From Inception (July 13,
                      1999) to December 31, 1999
  and the Period From Inception (July 13, 1999) to December 31, 2000

                                                  July 13,    July 13,
                                                    1999        1999
                                         Year    (Inception)  (Inception)
                                         ended         to          to
                                        December    December    December
                                        31, 2000    31, 1999    31, 2000
                                       ----------   ----------   ----------
Cash flows from operating
activities
  Net (loss)                           $ (168,680)  $  (37,557)  $ (206,237)
  Depreciation and amortization
   expense                                  2,015          333        2,348
  Loss on writedown of assets              19,667            -       19,667
  Services paid for by issuance                 -       10,259       10,259
   of common stock
  Financing costs paid for by              15,000            -       15,000
   issuance of common stock
  Adjustments to reconcile net
   (loss) to
  Cash (used in) operating
   activities:
    (Increase) in inventory               (15,550)           -      (15,550)
    (Increase) in interest                 (1,273)           -       (1,273)
     receivable - affiliates
    Increase in accounts payable            5,000            -        5,000
    Increase in accrued interest -
     stockholders                           2,840            -        2,840
                                       ----------   ----------   ----------
Net cash (used in) operating
activities                               (140,981)     (26,965)    (167,946)
                                       ----------   ----------   ----------
Cash flows from investing
activities:
  Advances on notes receivable -
   affiliates                            (138,000)           -     (138,000)
  Purchase of fixed assets                (26,844)      (8,473)     (35,317)
  Web development costs                         -      (20,000)     (20,000)
                                       ----------   ----------   ----------
Net cash (used in) investing
  activities                            (164,844)     (28,473)    (193,317)
                                       ----------   ----------   ----------
Cash flows from financing
activities:
  Proceeds from notes payable -            60,000            -       60,000
   stockholders
  Issuance of common stock                316,000       60,520      376,520
  Advance from shareholder                  2,000            -        2,000
                                       ----------   ----------   ----------
Net cash provided by financing
  activities                              378,000       60,520      438,520
                                       ----------   ----------   ----------
Net increase in cash                       72,175        5,082       77,257
Cash - beginning                            5,082            -            -
                                       ----------   ----------   ----------
Cash - ending                          $   77,257   $    5,082   $   77,257
                                       ==========   ==========   ==========
Supplemental disclosures:
Interest paid                          $        -   $        -   $        -
                                       ==========   ==========   ==========
Income taxes paid                      $        -   $        -   $        -
                                       ==========   ==========   ==========
Non-cash investing and
financing activities:
  Advance from shareholder
    converted to capital               $    2,000   $        -   $    2,000
                                       ==========   ==========   ==========

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

                                  F-6


                           Future Carz, Inc.
                     (A Development Stage Company)
                     Notes to Financial Statements
                           December 31, 2000

Note 1 - Summary of significant accounting policies

Organization

The Company was organized on July 13, 1999 under the laws of the State
of  Nevada  as Future Carz.com, Inc. The Company's principal  business
objective  is  to be a leading consumer automotive internet  site  for
automobile  information  and  purchasing  services.  The  Company  has
limited  operations  and in accordance with SFAS #7,  the  Company  is
considered  a  development stage company.  On  November  6,  2000  the
Company's  shareholders  approved an  amendment  to  the  Articles  of
Incorporation to change the Company's name to Future Carz, Inc.

Use of Estimates

The  preparation of financial statements in conformity with  generally
accepted  accounting principles requires management to make  estimates
and  assumptions  that  affect  the reported  amounts  of  assets  and
liabilities and disclosure of contingent assets and liabilities at the
date  of  the financial statements and the reported amounts of revenue
and expenses during the reporting period.  Actual results could differ
significantly from those estimates.

Cash and Cash Equivalents

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

Inventory

Inventories are stated at the lower of cost (based on the first- in,
first-out method) or market and consists principally of autos held for
retail.

Equipment

Property  and  equipment are recorded at cost.   Minor  additions  and
renewals  are  expensed  in  the year incurred.  Major  additions  and
renewals  are capitalized and depreciated over their estimated  useful
lives.  Depreciation is calculated using the straight-line method over
the estimated useful lives as follows:

          Office equipment       5 years
          Furniture and fixtures 7 years
          Leasehold improvements 7 years

Revenue Recognition

The  Company  recognizes revenue as an auto is sold and title  passes.
Cost of goods sold represents the cost of the auto and related selling
expenses.

                                  F-7

                           Future Carz, Inc.
                     (A Development Stage Company)
                     Notes to Financial Statements
                           December 31, 2000

Advertising Costs

The Company expenses all costs of advertising as incurred. Advertising
costs included in general and administrative expenses were $0 and $550
for the year ended December 31, 2000 and the period ended December 31,
1999.

Website Development Costs

The  website  will comprise multiple features and offerings  that  are
currently  under development, and it is anticipated that the offerings
will  require  future development and refinement.  In connection  with
the  development of its website, the Company will incur external costs
for  hardware,  software, and consulting services, and internal  costs
for  payroll and related expenses of its technology employees directly
involved  in the development.  All hardware costs will be capitalized.
Purchased  software  costs  will  be capitalized  in  accordance  with
Statement  of  Position  98-1 Accounting for  the  costs  of  Computer
Software Developed or Obtained for Internal Use.  All other costs will
be  reviewed for determination of whether capitalization or expense as
product development cost is appropriate.

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,  2000.   The respective carrying value  of  certain  on-
balance-sheet  financial instruments approximated their  fair  values.
These  financial  instruments include cash and  notes  receivable  and
accounts  payable  and  notes payable. Fair  values  were  assumed  to
approximate  carrying values for these items 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.

Earnings per Share

The  Company  follows Statement of Financial Accounting Standards  No.
128.  "Earnings  Per  Share"  ("SFAS No. 128").   Basic  earnings  per
common  share  ("EPS")  calculations are determined  by  dividing  net
income (loss) by the weighted average number of shares of common stock
outstanding  during  the  year.   Diluted  earning  per  common  share
calculations  are  determined by dividing net  income  (loss)  by  the
weighted  average  number of common shares and dilutive  common  share
equivalents outstanding. During periods when common stock equivalents,
if any, are anti-dilutive they are not considered in the computation.


                                  F-8

                           Future Carz, Inc.
                     (A Development Stage Company)
                     Notes to Financial Statements
                           December 31, 2000


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.

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.

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.   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
earnings or financial position.


                                  F-9


                           Future Carz, Inc.
                     (A Development Stage Company)
                     Notes to Financial Statements
                           December 31, 2000

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.

Note 2 - Notes Receivable - Affiliates

During  the  year  ended December 31, 2000, the Company  made  various
loans  to  Auto Central Discount, Inc., an affiliated entity, totaling
$88,000.   The  promissory notes bear interest at 8%  per  annum  with
principal and interest payments in the amount of $23,760 due on  March
31, 2001, June 30, 2001, September 30, 2001, and December 31, 2001.

During  the  year ended December 31, 2000, the Company  loaned  AdZone
Interactive, Inc., an affiliated entity, $50,000.  The Promissory Note
bears interest at 8% per annum with principal and interest payments in
the  amount of $13,500 due on March 31, 2001, June 30, 2001, September
30, 2001, and December 31, 2001.

Interest  income  in  the  amount of $1,273 has  been  accrued  as  of
December 31, 2000.

Note 3 - Fixed Assets

The  Company's  fixed  assets at December  31,  2000  consist  of  the
following:

          Furniture and fixtures    $  20,407
          Office equipment              8,473
          Leasehold improvements        6,437
                                    ---------
                                       35,317
          Less: Accumulated            (2,015)
          depreciation              ---------
                                    $  33,302
                                    =========

Depreciation  expense totaled $2,015 for the year ended  December  31,
2000 and $0 for the period ended December 31, 1999.

Note 4 - Web Development Costs

The  Company incurred and capitalized $20,000 in web development costs
during the period ended December 31, 1999.  During November 2000,  the
Company abandoned the entire website except for the registered  domain
name.   Accordingly, the net development costs of  $19,667  have  been
written off in their entirety to "Loss on writedown of assets"  as  of
December 31, 2000.

Note 5 - Notes Payable - Stockholders

On   August  29,  2000,  the  Company  borrowed  $60,000  from   three
individuals ("Noteholders").  The Promissory Notes ("Notes")  are  due
in  full on February 28, 2001 and have no stated interest rate.   Each
individual has the option to convert all or some of the principal into
shares

                                 F-10

                           Future Carz, Inc.
                     (A Development Stage Company)
                     Notes to Financial Statements
                           December 31, 2000

of  common  stock  at  a price of $0.30 per share  on  or  before  the
maturity  date.  On  December 11, 2000, the  Noteholders  were  issued
60,000  shares of the Company's $0.001 par value common stock at  $.25
per  share  to  extinguish warrants issued with  the  original  Notes.
Interest in the amount of $2,840 has been accrued and expensed  as  of
December 31, 2000.  (See Note 11).

Note 6 - Commitments

The Company has executed a three-year lease for 4,000 feet of building
and office space located in Scottsdale, Arizona commencing November 1,
2000  in  the amount $6,084 per month during November and December  of
2000,  and increasing to $7,667 per month thereafter, with incremental
annual  CPI  increases.   The  minimum future  rental  payments  total
$260,678.   Rent  expense totaled $13,858 and $0 for  the  year  ended
December 31, 2000 and period ended December 31, 1999.

Summary of Future Minimum Lease Payments:

                  Fiscal Year               Amount
                  -----------              ---------
                    2001                   $  92,004
                    2002                      92,004
                    2003                      76,670
                                           ---------
                                           $ 260,678
                                           =========
Note 7 - 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          (34.0%)
                    statutory rate

                    Valuation reserve     34.0%
                    reserve             ------

                    Total                    -%
                                        ======

As of December 31, 2000, the Company has a net operating loss
carryforward of approximately $210,000 for tax purposes, which will be
available to offset future taxable

                                 F-11

                           Future Carz, Inc.
                     (A Development Stage Company)
                     Notes to Financial Statements
                           December 31, 2000

income.  If not used, this carryforward will expire in 2019 and  2020.
The deferred tax asset relating to the operating loss carryforward  of
approximately $72,000 has been fully reserved at December 31, 2000.

Note 8 - Stockholders' Equity

The  Company  is authorized to issue 20,000,000 shares of  $0.001  par
value  common stock and 5,000,000 shares of $0.001 par value preferred
stock.

On  July  29, 1999, the Company issued 4,000,000 shares of its  $0.001
par value common stock to a shareholder in exchange for cash.

On  November  30,  1999, the Company completed an  offering  that  was
registered  with the State of Nevada pursuant to NRS  90.490  and  was
exempt from federal registration pursuant to Regulation D, Rule 504 of
the  Securities  Act of 1933, as amended.  The Company sold  1,122,900
shares  of  its $0.001 par value common stock at a price of $0.05  per
share  for  cash of $56,520.  In addition, the Company issued  205,187
shares  of  its $0.001 par value common stock for services  valued  at
$0.05 per share for a total of $10,259.

On  November  1,  2000,  the Company completed an  offering  that  was
registered  with the State of Nevada pursuant to NRS  90.490  and  was
exempt from federal registration pursuant to Regulation D, Rule 505 of
the  Securities  Act of 1933, as amended.  The Company sold  1,264,000
shares  of  its $0.001 par value common stock at a price of $0.25  per
share for total cash of $316,000.  The entire amount was funded by one
individual who is now a director of the Company.

On  December 11, 2000, the Company issued 60,000 shares of its  $0.001
par  value common stock at a price of $0.25 per share to 3 noteholders
to extinguish warrants.

There are 1,264,000 warrants outstanding sold in conjunction with  the
Rule  505 offering.  The warrants are exercisable at $0.50 per  common
share on a 1-for-1 basis after one year from the date of issuance  and
any outstanding warrants are redeemable by the Company after two years
from  the  date  of  issuance.  The warrants have no fixed  redemption
price and no expiration date.

Note 9 - Related Party Transactions

On  September 1, 2000, the Company entered into a consulting agreement
with  Denford,  LLC  ("Denford")  for  services  rendered  during  the
development  stage.   Denford, LLC is owned  by  the  Company's  prior
president, director and major shareholder.  Pursuant to the  terms  of
the agreement, the Company paid Denford $30,500 in consulting fees  as
of December 31, 2000.  The agreement terminated on December 31, 2000.

On  September 1, 2000, the Company entered into a consulting agreement
with  Financial  Power  Network, Inc. ("FPN")  for  services  rendered
during  the development stage.  FPN is owned by a Company shareholder.
Pursuant to the terms of the agreement, the Company

                                 F-12

                           Future Carz, Inc.
                     (A Development Stage Company)
                     Notes to Financial Statements
                           December 31, 2000

paid  FPN  $28,500 in consulting fees as of December  31,  2000.   The
agreement terminated on December 31, 2000.

During  2000, the Company reimbursed $16,983 relating to due diligence
services and other related expenses to an affiliated entity.

Note 10 - Going Concern

The accompanying financial statements have been prepared assuming that
the  Company  will continue as a going concern which contemplates  the
recoverability  of assets and the satisfaction of liabilities  in  the
normal  course  of  business. As noted above, the Company  is  in  the
development  stage  and, accordingly, has not yet  generated  revenues
from  operations.  Since its inception, the Company has  been  engaged
substantially in financing activities and developing its product line,
incurring  substantial costs and expenses. As a  result,  the  Company
incurred  a net loss during the period ended to December 31,  1999  of
$37,557  and  during the year ended December 31, 2000 of $168,680.  In
addition,  the  Company's development activities since inception  have
been financially sustained by debt and capital contributions from  its
affiliates and others.

The ability of the Company to continue as a going concern is dependent
upon  its ability to raise additional capital from the sale of  common
stock  and,  ultimately,  the  achievement  of  significant  operating
revenues.  The  accompanying financial statements do not  include  any
adjustments  that might be required should the Company  be  unable  to
recover the value of its assets or satisfy its liabilities.

Note 11 - Subsequent Events

In  January  2001,  the  Company formed  a  wholly  owned  subsidiary,
AutoCarz,  Inc.   AutoCarz business objective is to  launch  a  dealer
network positioned to service the sub-prime credit segment of the auto
leasing market.

On  February  23,  2001, the Company entered into  an  Asset  Purchase
Agreement   ("Agreement")  with  American   Automotive   Group,   Inc.
("American"), whereby the Company acquired the assets of  American  in
exchange  for  3,000,000 shares of its $0.001 par value common  stock.
Pursuant  to  the  Agreement, the holders of  the  shares  shall  have
piggyback registration rights.  In conjunction with the Agreement  the
Company  also entered into a Noncompetition Agreement whereby American
shall  not compete with the Company for a period of 2 years  from  the
date of the Agreement.

On  February  23,  2001, the Company entered into  an  Asset  Purchase
Agreement  ("Agreement")  with  Auto  Central  Discount,  Inc.  ("Auto
Central"), whereby the Company acquired the assets of Auto Central  in
exchange for 2,000,000 shares of its $0.001 par value common stock and
the  assumption  of  three Auto Central tenant  leases,  a  consulting
agreement, and a $225,000 promissory note.  Pursuant to the Agreement,
the holders of the shares shall have piggyback registration rights.


                                 F-13

                           Future Carz, Inc.
                     (A Development Stage Company)
                     Notes to Financial Statements
                           December 31, 2000

On February 26, 2001, the Company was loaned $98,021 from Terry Neild,
a  shareholder  of the Company.  The Company issued a Promissory  Note
("Note")  to  Mr.  Neild.  The Note bears interest at  8%  per  annum.
Principal and interest payments in the amount of $8,822 are due on the
first  day of each month commencing April 1, 2001 and ending March  1,
2002.

On March 6, 2001, the Noteholders agreed to be issued 10,000 shares of
the  Company's $0.001 par value common stock as enticements to  extend
the terms of the Notes to March 30, 2001.  On April 3, 2001, the Notes
remained unpaid.  Accordingly, the Noteholders agreed to a superceding
Repayment  Agreement  whereby the Company  is  to  repay  the  $60,000
principal plus 15% interest per annum with the first payment of $2,500
due  April 16, 2001, monthly principal and interest payments of $1,250
due  the  15th  of  each month until November 15, 2001,  and  a  final
payment of $6,000 due on December 13, 2001.

On  March  6,  2001,  the  Company commenced a Regulation  D  offering
pursuant to Rule 506 of the Securities and Exchange Commission Act  of
1933,  as amended.  The Private Placement Memorandum offers investment
units consisting of $10,000 Notes at 15% interest plus 1,000 shares of
the  Company's $0.001 par value common stock.  On March 16, 2001,  the
Company sold three units for $30,000 to two individuals.

On  March  9,  2001, the Company borrowed $25,000 from an  individual.
The  promissory  note bears interest at a rate of 8%  per  annum  with
quarterly principal and interest payments in the amount of $6,250  due
March 31, June 30, September 30, and December 31, 2001.

The Company's board of directors authorized an additional $250,000  to
be loaned to Auto Central Discount, Inc. during 2001, of which $90,000
has been advanced through March 31, 2001, bringing the aggregate loans
to $178,000.

                                 F-14



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

We have had no disagreements with our independent accountants

/15/


                               PART III


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

The name, age, position and date of appointment of the Company's
directors and executive officers are as follows:

             Name          Age      Position                 Appointed
        --------------    ----  -----------------------   -----------------
        Edward Heisler     34   President, Secretary,     December 21, 2000
                                 Treasurer and Director
        Hal B. Crawford*   42   Chairman of the           July 13, 1999
                                 Board, Director
        Terry Neild        60   Chairman of the           April 2, 2001
                                  Board, CEO

   * Hal Crawford resigned from the Company November 11, 2000.  His
   successor, Terry Neild, was appointed April 2, 2001.

Edward Heisler, President, Secretary, Treasurer and Director - Mr.
Heisler was responsible for the Training and Education Department of
DaimlerChrysler.  While with that automotive giant, he resolved union
and management training issues, acquired 1.5 million dollars for
training from state and federal sources, and facilitated seminars in
lean manufacturing and tracking techniques and in communication, cost-
cutting, and enhanced productivity.  For Chrysler's first engine
launch in 40 years -- an engine which later received one of Ward's top
ten engine awards -- Mr. Heisler trained 750 employees in 55,000 hours
over a one-year period.  As Continuous Improvement Specialist at
DaimlerChrysler, he implemented ongoing initiatives, facilitated in-
plant tracking boards, and developed procedures and data tracking for
ISO 9000/QS 9000 compliance.  On December 21, 2000 he was named
president and COO of Future Carz, Inc.

Terry W. Neild, CEO, Chairman of the Board and Director - Mr. Neild
has over 30 years of experience in guiding the development of emerging
companies at the board level.  Most recently he was a director and co-
founder of National Scientific Corporation, a technology company
located in Scottsdale, Arizona.  He has been a director and chaired a
number of notable public companies including the Clearly Canadian
Beverage Company, which he co-founded.  Mr. Neild began his career as
an accountant and controller for multi-national companies.  He
replaced Hal Crawford, who resigned from the position.

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Securities Exchange Act of 1934 requires the
Company's directors and executive officers, and persons who own more
than ten percent of a registered class of the Company's equity
securities, to file with the SEC initial reports of ownership and
reports of changes in ownership of Common Stock and other equity
securities of the Company. Officers, directors and greater than ten-
percent stockholders are required by SEC regulations to furnish the
Company with copies of all Section 16(a) forms they file. To the
Company's knowledge, based solely on review of the copies of such
reports furnished to the Company and written representations that no
other reports were required during the fiscal year ended December 31,
2000, its officers, directors and greater than ten percent beneficial
owners complied with all Section 16(a) filing requirements.

/15/

ITEM 10.  EXECUTIVE COMPENSATION.

The following table discloses compensation paid during the fiscal year
ended December 31, 2000 to (i) the Company's Chief Executive Officer,
and (ii) individual(s) who were the only executive officers, other
than the Chief Executive Officer, serving as executive officers at the
end of 2000 whose total salary and bonus exceeded $100,000 (the "Named
Executive Officers").


                                   ANNUAL
                                COMPENSATION         ALL OTHER
NAME AND PRINCIPAL            SALARY     BONUS      COMPENSATION
     POSITION        YEAR      ($)        ($)           ($)
------------------   ----    -------     -----      ------------
  Edward Heisler     2000     78,000 (1)     0             0
  President, COO,
    Secretary,
   Treasurer and
     Director

  Hal B. Crawford    2000          0 (2)     0         7,000 (3)
   Treasurer and
     Director

Footnotes to Executive Compensation:

1.   Mr. Heisler received $6,500 representing one month's worth of
     salary for services performed in December 2000.  He will receive an
     annual salary of $78,000 beginning January 1, 2001.
2.   Mr. Crawford had waived payment of a salary until such time as
     the Company was able to obtain necessary operating capital, however,
     he resigned from the Company in November, 2000.  He did not accrue,
     nor is he entitled to compensation based on his employment with the
     Company.
3.   On September 1, 2000, the Company entered into a consulting
     agreement with Denford, LLC ("Denford") for services rendered during
     the development stage.  Denford, LLC is owned by the Company's prior
     president, director and major shareholder, Hal Crawford.  Pursuant to
     the terms of the agreement, the Company paid Denford $30,500 in
     consulting fees as of December 31, 2000.  The agreement terminated on
     December 31, 2000.  Mr. Crawford personally received $7,000 from this
     contract.

   STOCK OPTIONS GRANTED IN LAST FISCAL YEAR

No stock options were granted in the previous year.

   COMPENSATION OF DIRECTORS

Our only directors are the current executive officers that are already
drawing salaries for the management of our Company.  They are
reimbursed for reasonable expenses incurred in connection with
attendance at meetings of the Board and of Committees of the Board;
however, they do not receive any additional compensation for their
services as directors.  Accordingly, it may be necessary for us to
compensate newly appointed directors in order to attract a quality
governance team.  At this time the Company has not identified any
specific individuals or candidates nor has it entered into any
negotiations or activities in this regard.

/16/

   EMPLOYMENT AGREEMENTS

No such agreement(s) exists between any executive and the Company.


ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT.

The  following table sets forth certain information as of December 31,
2000  with respect to the beneficial ownership of the Company's Common
Stock by: (i) all persons known by the Company to be beneficial owners
of  more than 5% of the Company's Common Stock, (ii) each director and
Named  Executive  Officer,  and (iii) by all  executive  officers  and
directors as a group


                             COMMON STOCK

Name of Beneficial   Number of    % of Class
Owner (1)              Shares
------------------   ---------    ----------
Hal Crawford         4,000,000      75.07%
Terry Neild          1,264,000      19.00%
All Executive        5,264,000      94.07%
Officers and
Directors as a
Group

Footnotes to Principal Shareholders:

(1)   The address of each beneficial owner is c/o 12624 Carmel Country
       Road, #82, San Diego, California 92130.


ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

There were no actual or proposed transactions that occurred over the
past two years, to which any person related to the issuer had or is to
have a direct or indirect material interest as set forth in item 404
of Regulation S-B of the Securities and Exchange Act of 1933.


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

(a)   Exhibits:

A  list of exhibits required to be filed as part of this Annual Report
is set forth in the Index to Exhibits, which immediately precedes such
exhibits and is incorporated herein by reference.

(b)   Reports on Form 8-K

The  Company  has  not filed any reports on Form 8-K during  the  last
quarter of the period covered by this Report.

/17/

                              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.


                                   FUTURECARZ.COM, INC.


Date:  April 13, 2001



                                   By: /s/ Edward Heisler
                                   --------------------------
                                   Edward Heisler,
                                   President, Secretary and
                                    Treasurer


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



Date:  April 13, 2001



By: /s/ Edward Heisler
----------------------
Edward Heisler,
President, Secretary and Treasurer (Principal Executive Officer)



Date:  April 13, 2001


By: /s/ Terry Neild
--------------------
Terry Neild
Chairmanof the Board, CEO and Director

/18/

INDEX TO EXHIBITS

Exhibit  Name and/or Identification of Exhibit
Number
  3    Articles of Incorporation & By-Laws
          (a)  Articles of Incorporation of the Company filed
          July 13, 1999.  Incorporated by reference to the
          exhibits to the Company's General Form For Registration
          Of Securities Of Small Business Issuers on Form 10-SB,
          previously filed with the Commission.
          (b)  By-Laws of the Company adopted July 16, 1999.
          Incorporated by reference to the exhibits to the
          Company's General Form For Registration Of Securities
          Of Small Business Issuers on Form 10-SB, previously
          filed with the Commission.
  13   Annual or Quarterly Reports
          (a)  Form 10-QSB for the three months ended March 31,
          2000.  Incorporated by reference to the Company's
          Quarterly Report for Small Business Issuers, previously
          filed with the Commission.
          (b)  Form 10-QSB for the six months ended June 30,
          2000.  Incorporated by reference to the Company's
          Quarterly Report for Small Business Issuers, previously
          filed with the Commission.
          (c)  Form 10-QSB for the nine months ended September
          30, 2000.  Incorporated by reference to the Company's
          Quarterly Report for Small Business Issuers, previously
          filed with the Commission.
  23    Consent of Experts and Counsel

          Consents of independent public accountants