SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-KSB

(Mark One)

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15
(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2000
OR [  ]	TRANSITION REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE 	SECURITIES
EXCHANGE ACT OF 1934 Commission file number
0-119698

COSMO COMMUNICATIONS CORPORATION
(Exact name of small business issuer as
specified in its charter)

Florida                    59-2268005
	(State or other jurisdiction
(I.R.S. Employer of incorporation or
organization)Identification No.)

106 Ferrier Street, Markham, Ontario, Canada
(Address of principal executive offices)
Registrant's telephone number, including area
code: (905) 940-0560 Securities registered
pursuant to Section 12 (b) of the Exchange Act:
None Securities registered pursuant to Section
12(g) of the Act: Common Stock, $.05 par value
(Title of Class)

Check whether the registrant (1) 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_ No X Check if there is no disclosure
of delinquent filers pursuant to Item 405 of
Regulation S-B is not contained in this form,
and no disclosure will be contained, to the
best of Registrant's knowledge, in definitive
proxy or information statements incorporated by
reference in Part III of this Form 10-K or any
amendment to this form 10-K.
The registrant's revenues for the fiscal year
ended December 31, 2000 were $9,117,000.
As of  September 14 , 2001, the market value of
the registrant's Common Stock held by non-
affiliates of the registrant was approximately
$29,104 based on average of the bid and asked
price of $ 0.001 for the Common Stock as
reported on the OTC Bulletin Board on such
date. The number of shares outstanding of the
registrant's common stock is  29,104,066 as of
November 30, 2001.


Documents Incorporated by Reference None.


PART I

Forward-Looking Statements and Associated Risk

This annual report of Cosmo Communications
Corporation (the "Company") contains forward-
looking statements within the meaning of
Section 21E of the Securities Exchange Act of
1934, including statements regarding, among
other items, (i) the Company's growth
strategies, (ii) anticipated trends in the
consumer electronics industry, and (iii) the
Company's ability to obtain and maintain
adequate financing for its operations.  These
forward-looking statements are based largely on
the Company's expectations and are subject to a
number of risks and uncertainties, certain of
which are beyond the Company's control.  Actual
results could differ materially from these
forward-looking statements as a result of such
uncontrollable factors, including, among
others, general economic conditions,
governmental regulation and competitive
factors, and, more specifically, interest rate
levels, availability of financing, consumer
confidence and preferences, the effectiveness
of the Company's competitors, and costs of
materials and labor.  In light of these risks
and uncertainties, there can be no assurance
that the forward-looking information contained
in this annual report will not materially
differ from actual results.


Item 1.	Description of Business

General

Since its inception in March 1983, the Company,
through its subsidiaries, has imported,
marketed and distributed in the United States
and Canada consumer electronic products,
including televisions, video cassette
recorders, audio equipment, digital alarm
clocks, quartz alarm clocks, quartz wall
clocks, clock radios and combination products
such as clock radio telephones.  The audio
equipment includes a full line of audio
products, including personal cassette players,
portable stereos and music centers with and
without compact disc players.  During the year
ended December 31, 2000, substantially all of
the Company's sales activity occurred in Canada.

The Company's products are marketed principally
under its own label to mass merchandisers, drug
store chains, specialty chain stores and other
high-volume retailers.  The Company's products
are generally manufactured by subcontractors in
China.

The Company's principal executive offices are
located at 106 Ferrier Street, Markham,
Ontario, Canada and its telephone number at
such location is (905) 940-0560.

Subsequent Events and Financial and
Management's Plans. During 2001, a change in
control of the Company occurred.  In April
2000, the Company and certain controlling
shareholders of the Company at that time
entered into a Stock Purchase Agreement
pursuant to which the Company agreed to sell
shares of common stock representing 84.89% of
the outstanding common stock to Master Light
Enterprises Ltd. ("Master Light"), a subsidiary
of Starlight International Limited
("Starlight"), a publicly held company traded
on the Hong Kong Stock Exchange, for $1
million.  Pursuant to an amendment to the Stock
Purchase Agreement, in January, 2001, Master
Light acquired 1,347,420 shares of the
Company's Common Stock, representing 49.11% of
the Company's Common Stock outstanding at that
time, and representatives of Starlight were
appointed to the Board of Directors of the
Company replacing the incumbent directors.

In August 2001, the transactions contemplated
by the Stock Purchase Agreement, as amended,
were consummated and, after rescinding the
purchase of 1,347,420 shares, Master Light
acquired from the Company 26,585,008 shares of
the Company's Common Stock, representing 91.3%
of the Company's currently issued and
outstanding Common Stock.  As part of the Stock
Purchase Agreement, the stock of two of the
Company's subsidiaries, Cosmo Telecom Corp. and
Cosmo World Wide Corp., were transferred to the
former controlling shareholders of the Company.
In September 2001, additional capital
contributions from Starlight allowed the
Company to discharge all the Company's
obligations to its lending institutions and
provided further capital to allow the Company
to meet its ongoing operational needs.


Starlight owns and operates a number of
subsidiaries throughout the world engaged
in the manufacture, sale and distribution
of consumer electronic products.
Management anticipates Starlight will
provide enhanced resources for the
Company to operate more competitively.
Management believes that growth is driven
by new products and new product design.
With the capital that is now available
through Starlight, management expects the
Company's products will have higher
quality and more updated designs.  This
should allow the Company to improve sales
in the near future, barring no
significant deterioration in the economic

conditions and more particularly, in
consumer spending.

Products

Clocks - The Company manufactures and
markets a wide range of clocks, including
electronic digital alarm clocks, quartz
alarm clocks and quartz wall clocks.  The
Company introduced its first electronic
digital clock in 1977 and currently
offers approximately 40 models which
retail at various prices ranging from
approximately $5 to $20.  The Company's
electronic digital clocks contain
microprocessors, printed circuit boards,
light emitting diodes and ceramic
buzzers.  These products are manufactured
by subcontractors in Hong Kong and the
People's Republic of China, which
manufacturers sometimes use components
and materials supplied, and assembling
methods developed, by the Company.  The
Company offered approximately 40 models
of quartz wall clocks in 2000, retailing
from approximately $5 to $40.
Subcontractors in Hong Kong and the
People's Republic of China manufacture
the Company's wall clocks.  The Company
also sold approximately 20 models of
battery operated quartz alarm clocks
during 2000, retailing from approximately
$5 to $20.  Subcontractors in Hong Kong
and the People's Republic of China
manufacture the Company's battery
operated quartz alarm clocks.

Radios - The Company introduced its first
electronic digital clock radio in 1982
and currently offers 13 models, with
retail prices ranging from approximately
$10 to $30.  The Company's electronic
digital clock radios contain audio
components as well as components similar
to those in its electronic digital
clocks.  In 2000, most of the units were
manufactured by subcontractors in Hong
Kong and the People's Republic of China
which sometimes use components and
materials supplied by the Company.

Compact Disc Players - The Company
currently offered a wide range of compact
disc player and recorder products with
retail prices ranging from $30 to $100.
All of the products are manufactured by
subcontractors in the People's Republic
of China under the Company's
specifications.  Components and material
are supplied by the subcontractors.


Licensed Products -  The Company is a
party to a sub-distribution agreement to
market in Canada audio products utilizing
the brand- name "Memorex".  It plans to
expand the licensing to include some
alarm clock products to be sold in the
U.S. and Canada.


Marketing

The Company's marketing strategy is
targeted at high volume retailers with
broad distribution networks such as mass
merchandisers, drug and other specialty
chain stores, and other retailers.
Because of economic conditions, a number
of past customers of the Company have
filed for bankruptcy, merged with other
retailers, reorganized operations or have
ceased to operate.  The Company did not
make any sales in the US during 2000.
The Company's current strategy for re-
entering the US market is to locate niche
markets.  The following customers
illustrate the Company's primary
marketing channels and major customers in
2000.

Wal-Mart Canada Inc.- Mass Merchandiser

Canadian Tire Corporation -- Specialty Chain

The Company believes that its sales to
high volume retailers depends upon its
ability to deliver a large volume of
attractive and reliable items at prices
generally at or below those of its
competitors.

Substantially all of the Company's
Canadian sales are generated by either
the Company's full-time sales staff or
sales representatives.  Almost all of the
Company's sales in 2000 were  to
customers within Canada.  See Note 10 of
"Notes to Consolidated Financial
Statements" for financial information
about foreign and domestic operations.


Sales to the Company's largest customer,
Wal-Mart Canada Inc., accounted for
approximately 88% of sales for 2000, 71%
of sales in 1999.  The loss of Wal-Mart
of Canada Inc. as a customer would have a
significantly negative impact on the
Company.

The Company's products are generally sold
with a one year limited warranty on labor
and parts.

Manufacturing and Supply

Most of the Company's products are
manufactured by subcontractors in  the
People's Republic of China.
Substantially all of the subcontractors
assemble products for the Company in
accordance with the Company's
specifications.  The Company performs
quality control inspections on the
premises of its subcontractors, and also
inspects its products upon their arrival
in its warehouse in Canada.

All of the components and raw materials
used by the Company are available from
several sources of supply and the Company
does not anticipate that the loss of any
single supplier would have a material
adverse effect on its business,
operations or financial condition.


Product Development

During 2000, the Company did not
introduce any new electronic digital alarm clocks (LED and LCD), quartz alarm
clocks, quartz wall clocks and clock
radios.  New audio and other products
were developed in conjunction with the
sub-contractors and expenses were borne
by the sub-contractors. During the year
ended December 31, 2000, the Company did
not spend any significant amount in
product development.

Competition

The consumer products industry in which
the Company operates is characterized by
intense price competition, ease of entry
and changing patterns of consumer demand.
Sales volume and profitability of
particular consumer products can change
significantly within a relatively short
period.  Accordingly, the Company is
highly dependent on the ability of its
management to anticipate and respond
quickly to changes in trends for its
products.

The Company believes that important
factors necessary to compete include name
recognition, price, quality reliability,
attractive packaging, speed of delivery
to customers and new or additional
product features.  The Company believes
that its future success will depend upon
its ability to develop and manufacture
reliable products, which incorporate
developments in technology and satisfy
consumer tastes with respect to style and
design.  Further, the Company's ability
to market such products at competitive
prices is necessary in order to
compensate for the lack of strong
consumer name recognition.

The Company believes that, through its
subcontractors, it is a significant
manufacturer of electronic digital clocks
and competes with several companies,
including General Time, Westclox, and
Spartus Corporation and Avance (Timex).

Foreign Operations

During 2000, the Company consolidated its
operations.  Sales, warehousing and
administration are now headquartered in
Toronto, Canada.  Sourcing, supply and
quality inspection operations are based
in Hong Kong.   See Note 10 of "Notes to
Consolidated Financial Statements."
Foreign currency exposure is limited to
Canadian and Hong Kong exchange rate
fluctuation.  Most sales and costs are
quoted in US dollars.

The Company's cost structure is affected
by import duties, loss of favorable
tariff rates for products produced in the
countries in which the Company
subcontracts the manufacture of goods,
imposition of import quotas,
interruptions in sea or air
transportation and political or economic
changes in countries from which
components or products are exported or
into which they are imported.

The Company will continue to subcontract
its manufacturing needs to subcontractors
in Hong Kong and the People's Republic of
China.  Any material change in the trade
policies between the United States and
China might have an adverse effect on the
Company's operations.


Product Liability

The Company maintains product liability
coverage for the Company's operations in
the aggregate amount of $3,000,000.  The
Company has not been the subject of any
product liability litigation.

Government Regulation

The Company's operation is not regulated
by the Federal Government nor any State
authorities.  Import tariffs are payable
on some products in accordance with the
prevailing tariff rates.

Employees

On December 31, 2000, the Company had 21
full-time employees, including 1 in Hong
Kong and 20 in Canada.  In Hong Kong, one
employee is engaged in sales and sourcing
support  duties.  In Canada, 9 employees
were engaged in warehouse distribution
and service operations and 11 were sales,
administrative and executive personnel.
The Company believes that its relations
with its employees are satisfactory.


Where You Can Find More Information

The Company files annual, quarterly and
special reports, proxy statements and
other information with the SEC.  The
Company's SEC filings are available to
the public over the Internet at the SEC's
web site at http://www.sec.gov.  The
Company's documents which are filed may
be read or copied at the SEC's public
reference room in Washington, D.C., at
450 Fifth Street, N.W., Washington, D.C.
20549.  Please call the SEC at 1-800-SEC
-0330 for further information on the
public reference room.


Item 2.	Description of Property.

The Company's executive offices and
principal domestic manufacturing
warehouse facilities are located in a
26,865 square foot building at 106
Ferrier Street, Markham, Ontario, Canada.
Both the land and building are leased by
the Company under the terms of a lease
expiring in July 31, 2005.  Monthly
rental is $6,600.  The Company also made
a contribution of $3,000 a month to share
facilities for its Hong Kong based
operation.  The Company believes that its
current facilities are satisfactory for
its present needs and that insurance
coverage is adequate for the premises.

Item 3.	Legal Proceedings.

The Company is from time to time involved
in routine litigation incidental to its
business most of which is adequately
covered by insurance and none of which,
in the opinion of management, is expected
to have a material adverse effect on the
Company.


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

During the fourth quarter of fiscal 2000,
the Company did not submit any matter to
a vote of security holders.

PART II

Item 5.	Market for Common Equity and
Related Stockholder Matters

Since March 6, 1996, the Company's Common
Stock has been listed for trading on the
OTC Bulletin Board under the symbol
"CSMO."  There were 166 record holders of
the Common Stock on September _o/s_,
2001.  However those shares being held at
various clearing houses, including Cede &
Company have not been broken down.
Accordingly, the Company believes there
are many more beneficial owners of the
Company's Common Stock whose shares are
held in "street name", not in the name of
the individual shareholder

The following table sets forth the high
and low prices for the Common Stock as
reported for the periods indicated.
These prices reflect interdealer prices,
without retail mark-up, markdown or
commission and may not necessarily
represent actual transactions.


	Fiscal Period	High	Low

1999	First Quarter		0.13   	0.09
	Second Quarter		0.13 	0.11
	Third Quarter		0.15  	0.12
	Fourth Quarter		0.36 	0.29

2000	First Quarter	....	0.56	0.31
	SecondQuarter     .....	No Quote
	Third Quarter		No Quote
	Fourth Quarter		0.001	0.001

On September 14, 2001, the last reported
sales price for the Common Stock on the
OTC Bulletin Board was $0.001 per share.

It is the present policy of the Company's
Board of Directors to retain earnings.
The Company has not declared any
dividends in the past.  Any payment of
cash dividends in the future will be
dependent upon the financial condition,
capital requirements and earnings of the
Company and other factors, which the
Board of Directors may deem relevant.

Item 6.  Management's Discussion and Analysis

Results of Operations

The following table sets forth, for the
periods indicated, the relative
percentages that certain items in the
Company's Consolidated Statements of
Operations bear to sales and the
percentage of change  in those items from
period to period:
             	                                   As a Percent of Sales
Percentage of Increase
Year Ended December 31, (Decrease) for
period December 31
____________________
____________________________

2000	1999        1999  to 2000
____________________
____________________

Sales	 100.0%	100.0%	5.9%

Cost of Sales 95.6   89.5   13.0%

Gross Margin.. 4.4	10.5   (55.3)%


Selling, general and
Administrative expenses...........
19.2           16.7        22.0%

Loss from operations
(14.8)        (6.2)        152.3%


Other income (expense)
18.2   	  (6.1)        416.2%
Net Loss

3.4% 	(12.3)%      129.0%

Comparison of the year ended December 31,
2000 to the year ended December 31, 1999



Sales increased by 5.9% while cost of
sales rose by 13%, resulting in a drop in
gross profit margin of 55%.  During 2000,
sales of compact disc players were strong
but profit margin was decreased due to
highly competitive pricing in this
product category.  Selling, general and
administrative expenses increased by 22%,
largely due to higher selling expenses in
selling products as  representative of a
distributor in the United States of
America.  Goodwill of $136,000 was
written off during the year.



Other income increased 416% in 2000.  The
increase was attributable to commissions
earned ($368,000) as a representative,
and gains in the sale of the Company's
property in Miami, Florida ($726,000) and
gain on the sale of two subsidiaries
($831,000) to the previous controlling
stockholders of the Company.


Net result improved from a loss of
$1,059,000 in 1999 to a profit of
$307,000 in 2000, representing a 129%
improvement.



Liquidity and Capital Resources

The Company's working capital deficit
improved by $382,000 from a deficit of
$2,945,000 in 1999 to  $2,563,000 in
2000.  The ratio of current assets to
current liabilities at December 31, 2000
was .52 to 1, as compared to .46 to 1 at
December 31, 1999.


During 2000, the Company repaid the
mortgage, which represented the long term
debt at December 31, 1999, with the
proceeds from the sale of land and
buildings.


Credit facility and other financing
arrangements consist of the following:


The Company had a credit facility of up
to $1,000,000 during 2000.  The credit
facility was secured by all accounts
receivable and inventories.  Borrowings
were based on a formula of eligible
accounts receivable and inventories.
Interest was charged on outstanding
borrowings at the prime rate plus 2%.
The credit facility contained a
restrictive covenant related to minimum
net worth requirements, which was not met
by the Company as of December 31, 2000.
The lender waived such requirement
through December 31, 2000.  As of
December 31, 2000 and 1999, borrowings
outstanding under this credit facility
amounted to $998,000 and $1,001,000
respectively.  This borrowing was repaid
in full in August 2001.


The Company was indebted to a financial
institution in the amount of $750,000,
which was payable on demand.  Interest
was charged on outstanding borrowings at
prime plus 1%.  This note was secured by
a second lien on the Company's land and
building in the United States.  During
2000, the Company paid interest only.  As
of December 31, 2000 and 1999, the
outstanding amount of this indebtedness
was $749,000 and $750,000 respectively.
This borrowing was repaid in full in
August 2001.


The Company had a revolving note payable
to a financial institution in the amount
of $800,000, which was payable on demand
as of December 30, 2000.  The note bore
interest on outstanding borrowings at
prime plus 2%.  This note was secured by
a lien on all corporate assets, including
the Company's land and buildings in the
United States.  As of December 31, 2000,
this note was assumed by the previous
controlling stockholders of the Company
as part of the Stock Purchase Agreement
and the Company was relieved of all its
liabilities under this note.


During 2000, the Company received a
bridge loan of $400,000 from Starlight as
part of the Stock Purchase Agreement.
Interest accrued at a rate of 12% per
annum.  As at December 31, 2000, the
principal of $400,000 and accrued
interest of $40,000 are outstanding.
The loan has been repaid at the closing
of the Stock Purchase Agreement in 2001.


Management believes that with the support
of the Starlight, the Company will have
adequate resources necessary to operate
in 2001.


The Company is subject to risk from
exchange rate fluctuations.  While the
Company's product purchases are
transacted in United States dollars, most
transactions among the suppliers and
subcontractors are effected in HK
dollars.  Accordingly, fluctuations in
Hong Kong monetary rates may have an
impact on the Company's cost of goods.
Furthermore, appreciation of Chinese
currency values relative to the Hong Kong
dollar could increase the cost to the
Company of the products manufactured in
the People's Republic of China, and
thereby have a negative impact on the
Company.  As well since the majority of
the Company's sales are in Canadian
dollars, the Company is at risk with
regards to the conversion of Canadian
dollars to US dollars to pay its
suppliers.  Therefore, fluctuations in
the conversion rate may have an impact on
the Company. Based on the Company's
evaluation of anticipated changes in
exchange rates, the Company may from time
to time purchase forward exchange
contracts to hedge against these risks.
However, the Hong Kong dollar remains the
functional currency of the Company's Hong
Kong subsidiaries, and the Company does
not hedge against risks of foreign
currency transaction or translation loss
for the Hong Kong dollar.

Item 7.	Financial Statements.

See the Company's Consolidated Financial
Statements following page 17 of this
Annual Report on Form 10-KSB.


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


The Company has reported no disagreements.

PART III

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

Directors and Executive Officers

Pursuant to the Bylaws of the Company,
the number of directors constituting the
full Board of Directors has been fixed by
the Board at three (3).  At the Annual
Meeting of Shareholders,  three (3)
individuals will be elected to serve as
directors until the next annual meeting
and until their successors are duly
elected, appointed and qualified.

Set forth below is the name, age,
principal occupation during the past five
years and other information concerning
each director and executive officer.


Name	Age	Position
Philip Lau	53	Chairman of the Board of Directors, and President
Peter Horak	60	Chief Executive Officer, Canada
Yu Wing Kin	49	Vice President, Administration, Hong Kong
Carol Atkinson	52	Director
Jacky Lau	42	Director

Mr. Philip Lau, Chairman of the Board of
Directors, was appointed in January 2001
after Starlight International Limited
acquired 49% of the voting shares of the
Company.  Since 1987, Mr. Lau has been
the Chairman of Starlight International,
an electronics company the shares of
which are listed on the Hong Kong Stock
Exchange, and has extensive experience in
the consumer electronics business.

Mr. Peter Horak, President of Cosmo
Canada, was appointed as the Chief
Executive Officer in January 2001.
Mr. Horak was the co-founder of Cosmo's
Canadian subsidiary and has been its
chief executive officer since 1988.
Mr. Horak is the Company's chief sales,
marketing, and sourcing executive.


Mr. Kin has served as Vice President of
Administration of  Cosmo Hong Kong since
joining the Company in August 1978.

Ms. Atkinson has served as a director of
the Company since January 2001 after
Starlight International Limited acquired
its shares.  Since January 2001,
Ms. Atkinson has served as Chief
Financial Officer of  Cosmo
Communications Corporation. Prior to
this, she was self-employed as a
financial consultant.


Mr. Jacky Lau has served as a director of
the Company since January 2001 after
Starlight International Limited acquired
its shares.  He joined Starlight
International in 1987 as the Director of
Material Sourcing.


Mr. Philip Lau, Mr. Jacky Lau and
Ms. Atkinson are siblings.

Directors are elected annually by the
shareholders and hold office until the
next annual meeting and until their
respective successors are elected and
qualified. There are no other family
relationships among any of the Company's
directors and executive officers.


Section 16(a) Beneficial Ownership and
Reporting Compliance

The directors and executive officers of
the Company, and the owners of more than
ten (10%) percent of the Company's
outstanding Common Stock, are required to
file reports with the Securities and
Exchange Commission, reporting changes in
the number of shares of the Company's
Common Stock beneficially owned by them
and provide the Company with copies of
all such reports.  Based solely on its
review of the copies of such reports
furnished to the Company and written
representations from the executive
officers and directors, the Company
believes that all reports were timely
made for the year ended December 31,
2000, with the following exceptions: (i)
Philip Lau, reported late on Form 3,
filed February 16, 2000, his beneficial
ownership of 1,347,420 shares of Common
Stock purchased on January 23, 2000; (ii)
Carol Atkinson, Director, reported late
on a Form 3, filed on November 14, 2001,
her appointment as a director of the
Company on January 23, 2001; and (iii)
Jacky Lau, Director, reported late on
reported late on a Form 3, filed on
November 14,, 2001, his appointment as a
director of the Company on January 23,
2001

Item 10.		Executive Compensation
Summary Compensation Table.
The following table sets forth, for the
2000and 1999 fiscal years, respectively,
compensation paid or accrued by the
Company to or on behalf of the Company's
Chief Executive Officer and each other
executive officer whose total annual
salary and bonus for the 2000 fiscal year
totaled $100,000 or more (collectively,
the "Named Executive Officers").

						                                   Annual Compensation(1)

2000	1999	   2000	1999
All Other Name and Principal Position
Salary ($)	Bonus ($)	Compensation

Amancio Victor Suarez
none	none	   none	none

(1)
Chairman of the Board,

Chief Executive Officer and

Chief Financial Officer

 (1)  The column for "Other Annual
Compensation" has been omitted because
there is no compensation required to be
reported in such column.  The aggregate
amount of perquisites and other personal
benefits provided to each Named Executive
Officer is less than 10% of the total of
annual salary and bonus of such officer.

Option Grants Table.  No options were
granted or exercised during fiscal 2000.
Aggregated Fiscal Year-End Option Value
Table.   No Named Executive Officers held
any options as of the end of the 2000
fiscal year.
Long-Term Incentive and Pension Plans.
The Company does not have any long-term
incentive or pension plans.
Compensation of Directors.  Directors who
are not officers of the Company generally
receive meeting attendance fees of $300.
However, each such director waived his
right to receive such fees during 2000.
Annual retainers are not currently
provided to directors; however, such
retainers may be re-instituted in the
future.  Directors are eligible to
receive grants of options under the
Company's stock option plan.  No stock
options were granted to any directors of
the Company during 2000.


Item 11.	Security Ownership of Certain Beneficial Owners and Management.
The information contained in the table
was furnished by the persons listed
therein.  The calculations of the percent
of shares beneficially owned are based on
29,104,066 shares of common stock
outstanding November 30, 2001.  None of
the persons named below own any options
or warrants to purchase shares of the
Corporation's common stock.


Name and Address
Beneficial Ownership
of Common Stock
Current
Percent of Class
Starlight International
5/F, Shing Dao Industrial Building 232 Aberdeen Main Road, 5th Floor
Hong Kong
26,585,008(1)
91.3%
All Directors and Executive Officers as a
Group (4 persons)
26,842,508(1)
92.2%

(1)	Includes 26,585,008 shares owned by
Master Light Enterprises, Ltd., of which
Mr. Lau is the controlling stockholder.

Item 12. 	Certain Relationships and Related Transactions.
As of December 31, 2000, the Company owed
approximately $1,180,000 to Amancio
Victor Suarez ("AV Suarez"), Amancio J
Suarez ("AJ Suarez")and Carlos Ortega
("Ortega")  all principal shareholders of
the Company, on loans previously made to
the Company to finance its working
capital needs.  In August 2001, in
accordance with the Letter Agreements
described below, the principal
shareholders received 1,555,000  new
shares of the Company's Common Stock as
repayment of the loan in full.  These
principal shareholders also agreed to
surrender an aggregate of 2,294,567
shares as treasury stock.
During 2000, the Company received a
bridge loan of $400,000 from Starlight.
Interest accrued on the loan at a rate of
12% per annum. On August 20, 2001, Master
Light, a company controlled by Philip
Lau, the Chairman of the Board and
President of the Company, acquired from
the Company 26,585,008 shares of the
Company's Common Stock, representing
91.3%  of the Company's currently issued
and outstanding Common Stock for
$1,000,000.  A portion of the purchase
price paid for the shares was taken as a
credit against the principal and interest
due on the Starlight bridge loan to the
Company, which was then deemed paid in
full.


The purchase was consummated pursuant to
the terms of the Stock Purchase Agreement
dated April 28, 2000 (the "Stock Purchase
Agreement") by and among the Company,
Amancio Victor Suarez, Carlos Ortega
("Ortega), Amancio J. Suarez ("AJ
Suarez" and collectively with AV Suarez
and Ortega, the "Stockholders") and
Master Light, as assignee of Starlight,
and the related letter agreements
supplementing and modifying the terms of
the Stock Purchase Agreement among the
Stockholders, Peter Horak ("P. Horak")
and/or Jeffrey Horak ("J. Horak") and
Master Light dated April 19, 2000, July
13, 2000, July 27, 2000, November 20,
2000 and August 20, 2001(the "Letter
Agreements").
Pursuant to the terms of the Letter
Agreements, on January 23, 2001, Master
Light acquired an aggregate of 1,347,420
shares (the "Phase I Shares") of the
Common Stock of the Company from the
Stockholders (the "Phase I Purchase") for
an aggregate of $50,843 (the "Purchase
Price").  The Phase I Shares were
acquired as an interim measure since the
Company could not consummate the sale
contemplated by the Stock Purchase
Agreement until the stockholders of the
Company approved an increase in the
number of authorized shares of Common
Stock of the Company from 4,000,000 to
50,000,000, which was approved on June 9,
2001.  On the date of Master Light's
purchase of the shares from the Company,
the purchase of the Phase I Shares was
rescinded.
Under the terms of the Letter Agreements,
the Company issued to Peter Horak and
Jeff Horak, Executive Officers of the
Company's Canadian operating subsidiary,
an aggregate of 535,000 shares of newly
issued common stock in consideration for
P Horak's and J Horak's agreement to
release the Company from its obligation
to repay $79,425 owed to them and from
any other claims which P Horak and J
Horak might have against the Company or
its subsidiaries or their respective
directors, officers or stockholders.
They agreed to surrender an aggregate of
20,000 shares as treasury stock.
Finally, as part of the consideration for
the transactions contemplated by the
Stock Purchase Agreement, the stock of
two of the Company's subsidiaries, Cosmo
Telecom Corp. and Cosmo World Wide Corp.,
were transferred to the Stockholders.


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

(a)	1.	Financial Statements:

Reference is made to the index to the
Company's Consolidated Financial
Statements following page 17 of this
Annual Report on Form 10-KSB.

	2.	Financial Statement Schedules:

These schedules are otherwise contained
within the Company's Consolidated
Financial Statements following page 17 of
this Annual Report on Form 10-KSB.

	3.	Exhibits:

 		Exhibit No.	 Description
		  3.1.1		Registrant's Articles of Incorporation, as amended
		  3.2	 		Registrant's Bylaws (1)
10.1			Amended and Restated
1990 Stock Option Plan (Compensatory
Plan)(2)
10.2			Stock Purchase
Agreement dated April 28, 2000 by and
among Company, Amancio Victor Suarez,
Carlos Ortega, Amancio J. Suarez and
Master Light Enterprises Ltd., as
assignee of Starlight Marketing
Development Ltd. and the related letter
agreements supplementing and modifying
the terms of the Stock Purchase Agreement
April 19, 2000, July 13, 2000, July 27,
2000, November 20, 2000 and August 20,
2001.


              22.1	       		List of Registrant's Subsidiaries (3)
____________________


(1)  Incorporated by reference to the
exhibit with the same number filed with
the Registrant's Registration Statement
No. 2-83088.

(2)  Incorporated by reference to
exhibit 10.2 filed with the Registrant's
Annual Report on Form 10-K for fiscal
1990.

(3)  Filed in part herewith, and
incorporated by reference to (i) exhibits
10.8, 10.9, 10.10, 10.11, 10.12 and 10.13
filed with the Registrant's Annual Report
on Form 10-K for fiscal 1989, and (ii)
exhibits 10.4 filed with the Registrant's
Annual Reports on Form 10-K for fiscal
1990, 1991 and 1992, respectively.


(b) 	Reports on Form 8-K

No reports on Form 8-K were filed during
the last quarter of the period covered by
this report.

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

COSMO COMMUNICATIONS CORPORATION
DATED: November 30  , 2001                                 /s/ Peter Horak
PETER HORAK
Chief Executive Officer, Canadian Operation

In accordance with the Exchange Act of
1934, this report has been signed below
by the following persons on behalf of the
registrant and in the capacities and on
the dates indicated.

DATED: November  30, 2001
										/s/ Philip Lau
PHILIP LAU,
Chairman of the Board
President

										/s/ Carol Atkinson
CAROL ATKINSON
Chief Financial Officer
























COSMO COMMUNICATIONS CORPORATION AND SUBSIDIARIES
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
    Page
INDEPENDENT AUDITORS' REPORT   									F-1

CONSOLIDATED BALANCE SHEETS
AS OF DECEMBER 31, 2000 AND 1999
		F-2

CONSOLIDATED STATEMENTS OF OPERATIONS
FOR EACH OF THE TWO YEARS IN THE PERIOD
	ENDED DECEMBER 31, 2000
								F-3


CONSOLIDATED STATEMENTS OF STOCKHOLDERS'
DEFICIENCY FOR EACH OF THE TWO YEARS IN
THE PERIOD ENDED DECEMBER 31, 2000
		F-4

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR
EACH OF THE TWO YEARS IN THE PERIOD ENDED
	DECEMBER 31, 2000
								F-5
NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS
		F-6


 INDEPENDENT AUDITORS' REPORT
To the Board of Directors and Stockholders of
  Cosmo Communications Corporation and Subsidiaries:
We have audited the accompanying
consolidated balance sheets of Cosmo
Communications Corporation and
subsidiaries (the "Company") as of
December 31, 2000 and 1999, and the
related consolidated statements of
operations, stockholders' deficiency, and
cash flows for each of the two years in
the period ended December 31, 2000.
These consolidated financial statements
are the responsibility of the Company's
management.  Our responsibility is to
express an opinion on these consolidated
financial statements based on our audits.
We conducted our audits in accordance
with auditing standards generally
accepted in the United States of America.
Those standards require that we plan and
perform the audit to obtain reasonable
assurance about whether the financial
statements are free of material
misstatement.  An audit includes
examining, on a test basis, evidence
supporting the amounts and disclosures in
the financial statements.  An audit also
includes assessing the accounting
principles used and significant estimates
made by management, as well as evaluating
the overall financial statement
presentation.  We believe that our audits
provide a reasonable basis for our
opinion.
In our opinion, such consolidated
financial statements present fairly, in
all material respects, the financial
position of the Company as of December
31, 2000 and 1999, and the results of its
operations and its cash flows for each of
the two years in the period ended
December 31, 2000, in conformity with
accounting principles generally accepted
in the United States of America.
The accompanying consolidated financial
statements have been prepared assuming
the Company will continue as a going
concern. As discussed in Note 1 to the
consolidated financial statements, the
Company has incurred significant losses
and has significant working capital and
stockholder deficiencies, which raise
substantial doubt about its ability to
continue as a going concern. Management's
plans in regards to these matters are
also described in Note 1. The
consolidated financial statements do not
include any adjustments that might result
from the outcome of this uncertainty.



/s/Deloitte & Touche
Chartered Accountants
Toronto, Canada

 September 14, 2001






COSMO COMMUNICATIONS CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS 										 DECEMBER 31, 2000 AND 1999
ASSETS						                      			                2000               1999
  ($ in 000's)	   ($ in 000's)
CURRENT ASSETS:
  Cash and cash equivalents $  646 $   31
Accounts receivable, net of allowance for
doubtful accounts of  $52,000 and
$19,000, in 2000 and 1999, respectively
784                     1,359
Inventories	     1,393		 	1,051
Other assets (including $99,000
receivable from a related party in 1999)
7			   110

 __________       _________

Total current assets  2,830 	2,551

PROPERTY AND EQUIPMENT, net						         	    	     9			1,154

OTHER ASSETS -  	    	   136
   ___________        __________

Total	 $ 2,839	    $3,841

LIABILITIES AND STOCKHOLDERS' DEFICIENCY

CURRENT LIABILITIES:
Accounts payable and accrued expenses
      $ 2,025		    $  1,459
Credit facility and other financing
arrangements  2,187	    2,610
Due to principal stockholder
    1,181		        1,351
Other liabilities, including current
portion of long-term debt
      -                   76

  __________         __________

 Total current liabilities
    5,393		      5,496


LONG-TERM DEBT, net -   1,177

CONTINGENCIES (NOTE 8)

STOCKHOLDERS' DEFICIENCY:
 Convertible cumulative preferred stock, $0.01 par value;
   30,000 shares authorized, none issued
 Preferred stock, $0.01 par value; 9,970,000 shares authorized,
   none issued
 Common stock, $0.05 par value; 4,000,000 shares authorized;
   2,744,000 shares issued and outstanding as of
   December 31, 2000(2,642,000 shares-1999)			     		           137	        133
 Additional paid-in capital
     	        25,410	     25,410
 Accumulated deficit(26,554)	   (26,861)
 Accumulated other comprehensive loss
       (1,547)        	     (1,514)
       __________        _________
Total stockholders' deficiency
        (2,554)    	     (2,832)
      __________        _________
Total	$  2,839    	     $ 3,841
See notes to consolidated financial
statements.





     F-2
COSMO	 COMMUNICATIONS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR EACH OF THE TWO YEARS IN THE PERIOD ENDED DECEMBER 31, 2000
2000   1999
($ in 000's)		  ($ in 000's)
     (except per share data)

SALES, net						                  		      $ 9,117		               $ 8,613

COST OF SALES  8,713	7,710
                   __________

GROSS MARGIN  404	  903
__________         __________


SELLING, GENERAL AND ADMINISTRATIVE
EXPENSES:
Selling expenses 960	995
General and administrative expenses
    		    794	443
	   __________    _________

Total selling, general and
administrative expenses
       1,754	1,438
     __________   _______

LOSS  FROM OPERATIONS (1,350) (535)
	             __________  _______

OTHER INCOME (EXPENSE):
   Interest expense (290)  (526)
   Interest income   22	      2
   Commissions      368	     -
   Gain on sale of fixed assets
			726	     -
   Gain on sale of subsidiaries
			831	    -


Total other income (expense), net
	      1,657		(524)
         ___________   __________

NET PROFIT( LOSS)	$307 $ ( 1,059)

BASIC AND DILUTED LOSS PER SHARE
 $     .11          $   (.40)


SHARES USED IN COMPUTING
LOSS PER SHARE	2,692,000 2,642,000



See notes to consolidated financial
statements.


F-3

COSMO COMMUNICATIONS CORPORATION AND
SUBSIDIARIES CONSOLIDATED STATEMENTS OF
STOCKHOLDERS' DEFICIENCY FOR EACH OF THE
TWO YEARS IN THE PERIOD ENDED DECEMBER
31, 2000
($ in 000s except issued share data)
                                             Common	Accumulated
Stock                 Additional
Other   _______       Shares __
Paid-in          Accumulated
Comprehensive
             Issued         Amount
Capital               Deficit
Income            Total


BALANCE,
DECEMBER 31, 1998       2,642,000
       133            25,410
 	 (25,802)            (1,631)
	 ( 1,890)
Net loss (1,059)   (1,059)
Other comprehensive income :
Foreign Currency Translation
       117                   117
Comprehensive income (loss)  (942)
________     ________    __________
__________        ________      ________

BALANCE,
DECEMBER 31, 1999         2,642,000
133           25,410	  (26,861)
            (1,514) 	    (2,832)


Shares issued		          102,000
	           4	      4


Net Profit	307	         307

Other comprehensive loss :
Foreign Currency Translation
	  (33)  	          (33)
Comprehensive income        274
_________     ________    __________
__________   _________       ________

BALANCE,
DECEMBER 31, 2000          2,744,000
$   137        $ 25,410    $ (26,554)
$ (1,547)          $(2,554)





See notes to consolidated financial statements.





F-4

COSMO COMMUNICATIONS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR EACH OF THE TWO YEARS IN THE PERIOD ENDED DECEMBER 31, 2000
2000 1999
    ($ in 000's)			($ in 000's)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$      307	   $  (1,059)

Adjustments to reconcile net loss to net
cash provided by (used in) operating
activities:

Depreciation and amortization
   	  205		 157

Gain from sale of fixed assets
   	 (726)	  -
Gain on sale of subsidiaries
        (831)      --
Decrease (increase) in accounts
receivable, net 575	(91)

(Increase) decrease  in inventories,
other current assets and other assets
       (300)	1,010
Increase in accounts payable and accrued
expenses and other current liabilities
        566		246
Foreign Currency Translation adjustment
   -             		117

_________      __________

Net cash provided by (used in) operating
activities  (204)		380


CASH FLOWS FROM INVESTING ACTIVITIES:

Net proceeds from sale of fixed assets
      1,801			           -

Purchases of property and equipment
	 -      	 (1)
 ___________		  _________

Net cash provided by (used in) investing
activities   1,801	 (1)
____________            _________

CASH FLOWS FROM FINANCING ACTIVITIES :
Repayment of mortgage note
    (1,253)			   -

Proceeds from note payable
     440			  -

Net decrease in credit facility
     (3)	  (1,244)

Net increase(decrease)in due to
stockholders  (170)    759

Proceeds from shares issued
     4		-
  _________   __________

Net cash (used in) provided by financing
activities  (982)		(485)
   __________    __________

INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS   615		 (106)

CASH AND CASH EQUIVALENTS AT THE
BEGINNING OF THE YEAR
         31		  137
 __________         ________

CASH AND CASH EQUIVALENTS AT THE
END OF THE YEAR
         $      646   $  31

SUPPLEMENTAL DISCLOSURES OF CASH FLOW
INFORMATION - Cash paid during the year
for interest  $  250   $    271

SUPPLEMENTAL DISCLOSURES OF NON-CASH
FINANCING and INVESTING ACTIVITIES:

Credit facility settled by sale of
subsidiaries   $ 859      -

Disposal cost of fully depreciated assets

$      175       	    $	     866

See notes to consolidated financial
statements.
F-5
COSMO COMMUNICATIONS CORPORATION AND
SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS FOR EACH OF THE TWO YEARS
ENDED DECEMBER 31, 2000

1.	GENERAL AND SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES

General - Cosmo Communications
Corporation and subsidiaries (the
"Company") markets and distributes
consumer electronic products.  The
Company has operations in Hong Kong and
Canada.

Financial Difficulties and Management's
Plans - The Company has incurred
significant losses, and has a significant
working capital and stockholder
deficiency.  The Company continued to
experience intense price competition in
the consumer electronic retail market in
2000.  During the year, management
consolidated the US operation and merged
it with the Canadian operation to focus
its business in Canada.
Management believes that the transaction
described in Note 11 and the support of
the new shareholder will provide the
Company with the resources necessary to
meet its obligations over the next year.
The Company's ability to ultimately
return to profitability is dependent upon
a number of factors beyond its control,
including the overall retail climate and
competition and resources injected by the
new shareholder.
Use of Estimates - The preparation of
consolidated financial statements in
conformity with generally accepted
accounting principles in the United
States of America requires management to
make estimates and assumptions that
affect the reported amounts of assets and
liabilities at the date of the
consolidated financial statements and the
reported amounts of revenues and expenses
during the reporting period.  Actual
results could differ from those
estimates.
Fair Value of Financial Instruments - The
Company's financial instruments include
cash and cash equivalents, receivables,
payables, debt and credit facilities. The
fair values of such financial instruments
have been determined based on current
market interest rates as of December 31,
2000. The fair values of these
instruments were not materially different
than their carrying (or contract) values.
Principles of Consolidation - The Company
includes, in consolidation, its wholly
owned subsidiaries.  All significant
intercompany transactions and balances
have been eliminated upon consolidation.
Cash and Cash Equivalents - All highly
liquid instruments with a maturity of
three months or less when acquired are
considered cash equivalents.


F-6

Inventories - Inventories are stated at
the lower of cost (first-in, first-out)
or market.
Other asset- Other asset consists of
deposits on rental leases.
Property and Equipment - Property and
equipment is stated at cost.
Depreciation is provided using the
straight-line method over the estimated
useful lives of the related assets which
range from three to eight years for
property and equipment, other than the
building, which is depreciated over
thirty years.
Foreign Translation Adjustment - The
accounts of the foreign subsidiaries were
translated into U.S. dollars in
accordance with the provisions of
Financial Accounting Standards Board
Statement No. 52 ("SFAS 52").  Management
has determined that the Hong Kong dollar
is the functional currency of the Hong
Kong subsidiaries and the Canadian dollar
is the functional currency of the
Canadian subsidiary.  Certain current
assets and liabilities of these foreign
entities are denominated in U.S. dollars.
In accordance with the provisions of SFAS
52, transaction gains and losses on these
assets and liabilities are included in
the determination of income for the
relevant periods.  Adjustments resulting
from the translation of the financial
statements from their functional
currencies to United States dollars are
accumulated as a separate component of
other comprehensive income and have not
been included in the determination of
income for the relevant periods.
Revenue Recognition - Sales are
recognized upon shipment of goods as that
is the point at which title passes to the
customer, net of estimated sales returns.
Revenue is recognized if persuasive
evidence of an agreement exists, the
sales price is fixed or determinable, and
collectibility is reasonably assured.
Income Taxes - The Company follows the
guidelines contained in Financial
Accounting Standards Board Statement 109,
Accounting for Income Taxes ("SFAS 109").
SFAS 109 requires an asset and liability
approach for financial accounting and
reporting for income taxes.  In addition,
SFAS 109 requires that deferred tax
liabilities and assets be adjusted in the
period of enactment for the effect of an
enacted change in tax laws or rates.
Valuation allowances are established when
necessary to reduce deferred tax assets
to the amount expected to be realized.
Loss Per Share - Basic loss per share is
computed based on the average number of
common shares outstanding and diluted
loss per share is computed based on the
average number of common and potential
common shares outstanding.  As of each
period ended there were no dilutive
common equivalent shares. The stock
options discussed in Note 8 could
potentially dilute earnings per share in
the future but were not included in
diluted loss per share since they would
be anti-dilutive for the periods
presented.
Stock-Based Compensation Plans -  Stock-
based compensation plans include all
arrangements by which employees and non-
employee members of the Board of
Directors receive shares of stock or
other equity instruments of the Company
or the Company incurs liabilities to
employees in amounts based on the price
of the Company's stock.  The Company has
chosen to continue to account for stock-
based plans using the intrinsic value
method prescribed by Accounting
Principles Board Opinion ("APB") No.25,
Accounting for Stock issued to Employees
and related interpretations. Accordingly,
compensation cost of stock based
compensation is measured as the excess,
if any, of the fair value of the
Company's stock at the date of the grant
over the amount an employee or non-
employee member of the Board of Directors
must pay for the stock.  The Company did
not enter into any stock based
compensation arrangement in 2000 or 1999.

Comprehensive Income - Statement of
Financial Standards No. 130, Reporting
Comprehensive Income requires that all
components of  comprehensive income be
reported in a full set of general purpose
financial statements. Accumulated other
comprehensive loss as presented on the
consolidated statements of
stockholders' equity represents the
foreign currency translation adjustment.

Derivative Instruments and Hedging
Activities - In June 1998, the Financial
Accounting Standards Board ("FASB")
issued Statement of Financial Accounting
Standard ("SFAS") No. 133, Accounting for
Derivative Instruments and Hedging
Activities.  SFAS No. 133 establishes
accounting and reporting standards
requiring that every derivative
instrument(including certain derivative
instruments embedded in other contracts)
be recorded in the balance sheet as
either an asset or a liability measured
at its fair value.  SFAS No. 133 requires
that changes in the derivative's fair
value be recognized currently in earnings
unless specific hedge accounting criteria
are met.  Special accounting for
qualifying hedges allows a derivative's
gains and losses to offset related
results on the hedged item in the income
statement, and requires that a company
must formally document, designate and
assess the effectiveness of transactions
that receive hedge accounting treatment.
In June 1999, the FASB issued SFAS No.
137, Accounting for Derivative
Instruments and Hedging Activities -
Deferral of the Effective Date of
adoption of SFAS No. 133 to fiscal years
beginning after June 15, 2000.  The
Company does not believe that the
adoption of SFAS No. 133 will have a
material impact on its consolidated
financial statements.

Recent accounting pronouncements - FASB
has issued SFAS No. 141 to 144. These new
accounting and reporting standards
address business combinations, goodwill
and intangible assets, asset retirement
obligations and impairment or disposal of
long-lived assets. The Company is in the
process of identifying the impact, if
any, of adoption of  these standards.

 2.	ACCOUNTS RECEIVABLE
The activity for the allowance for
doubtful accounts is as follows for the
years ended

December 31:



2000 1999

($ in 000's)		($ in 000's)


	Beginning balance
	 			     $   19
		    $  98

	Provision

	        138	 	   	       36

	Write-offs, net of recoveries
			      (105)
	    (115)

   	Ending balance
	      			      $  52
			    $  19

The Company carries accounts receivable
at the amounts it deems to be collectible.  Accordingly, the Company
provides allowances for accounts
receivable it deems to be uncollectible
based on management's best estimates.
Recoveries are recognized in the period
they are received. The ultimate amount of
accounts receivable that become
uncollectible could differ from those
estimated.

3.	PROPERTY AND EQUIPMENT

Property and equipment consisted of the
following as of December 31:

2000			     1999

    ($ in 000's)		($ in 000's)

	Land

	                         $       -
$   400

	Building

		-	            1,600

	Leasehold improvements
	   		    	   	       12
	               288

	Plant and equipment

	       34	               196

	Auto and trucks

	-		        21

Furniture and fixtures
				       29
	        63

Total
				               75
		   2,568

   	Less accumulated depreciation and
amortization	                  (
66)                (1,414)


			    		      $
9	         $ 1,154



During 2000, land and building were sold
and a gain of $726,000 was realized.









4.	CREDIT FACILITY AND OTHER FINANCING
ARRANGEMENTS

Credit facility and other financing
arrangements consist of the following:

2000 1999
($ in 000's)           ($ in 000's)

Credit facility $   998	   $   1,001
Promissory note	 749         750

	Revolving note payable
           -         859


	Note payable
					     440
		               -


					$  2,187
	    	      $  2,610



Credit facility - The Company utilizes a
credit facility of up to $7,500,000 which
had expired on December 31, 1999, but
borrowings continued to be outstanding
subsequent to its formal expiry.  The
credit facility is secured by all
accounts receivable and inventories.
Borrowings are based on a formula to
eligible accounts receivable and
inventories.  Interest is charged on
outstanding borrowings at the prime rate
(8.50% at December 31, 2000) plus 2%. The
credit facility contains a restrictive
covenant related to minimum net worth
requirements, which was not met by the
Company as of December 31, 2000.  The
lender has waived such requirement
through December 31, 2000.  As of
December 31, 2000 and 1999, borrowings
outstanding under this credit facility
amounted to $998,000 and  $1,001,000,
respectively.

Promissory note - The Company has a
promissory note to a financial
institution in the amount of $750,000,
which is due on demand.  Interest is
charged on outstanding borrowings at
prime plus 1%. This note is secured by a
secondary position on the Company's land
and building in the United States.
During the current year, the Company has
paid interest only.  As of December 31,
2000, there were borrowings outstanding
under this credit facility of $749,000
(1999 $750,000).   The note was fully
repaid on August 23, 2001.

Revolving note payable - The Company has
a revolving note payable to a financial
institution in the amount of  $800,000
due on demand.  The note bears interest
on outstanding borrowings at prime plus 2
%.  This note is secured by all corporate
assets and including a first mortgage in
conjunction with the long term debt on
the Company's land and buildings in the
United States.  In the current year, the
Company has paid interest only.  As of
December 31, 2000, this note was assumed
by the previous controlling stockholders
of the Company as part of  the Stock
Purchase Agreement

Note payable - The Company has an
outstanding note payable to Starlight
Marketing Development Ltd (see Note 11),
bearing interest at 12%.  As at December
31, 2000, the principal outstanding is
$400,000 and accrued interest outstanding
is $40,000.  This note is repayable upon
demand and has a first priority security
interest in the Company's inventory.  In
August 2001, this note was fully
discharged together with accrued interest
of $76,300 by applying it as a credit
against the purchase price Starlight paid
for the shares of the Company.  (See Note
11).

Due to principal stockholders - The
principal stockholders provided financing
to the company to cover any shortfall in
working capital requirements.  In 2000,
the amount owed to the principal
stockholders were reduced by $175,000
when certain subsidiaries were
transferred to them as part  of the Stock
Purchase agreement.   As of December 31,
2000, the Company owed $1,181,000 to the
principal stockholders.  On August 23,
2001,  this loan was converted to equity
by the Company issuing 1,555,000 new
shares to the stockholders.



5.	LONG-TERM DEBT

Long-term debt consisted of the following
as of  December 31:





	                           2000
1999

	Promissory note at prime rate plus
1% in monthly

	installments of principal and
interest of

	approximately $18,000 expiring in
December

	2001, at which time the entire
outstanding balance

	is due, collateralized by a first
mortgage in conjunction

	with a revolving  note payable on
the Company's land

         and building in the United
States
$       -                $ 1,253,000





	Less current portion

	                      -
(76,000)

Long-Term Debt
	       		            $
-                 $1,177,000
The promissory note was fully repaid in
November 2000 from proceeds of sale of
land and building.



6.	INCOME TAXES - The Company has
unused  tax loss carryforwards, the
measurement of which has not been
reliably estimated but may be
approximately $20 million, which would be
available to offset future taxable
income. Such carryforwards relate in part
to domestic and in part to foreign
jurisdictions and expire from the year
2001 through the year 2016.

The Company has reduced the deferred tax
assets resulting from its domestic and
foreign tax loss carryforwards by a 100%
valuation allowance as it has determined
that it is more likely than not that the
deferred tax assets will not be realized.
Accordingly, the deferred tax asset net
of the valuation allowance is not
affected by the measurement uncertainty
and is zero at December, 31 2000 and
1999.

7.	SALE OF SUBSIDIARIES

As part of  the terms of the Stock
Purchase Agreement, the Company
transferred the assets and liabilities
of two subsidiaries, Cosmo Telecom Corp.
and Cosmo World Wide Corp. to the
previous controlling stockholders. The
result of these transfers was a net gain
of $831,000 to the Company.



8.	CONTINGENCIES

 From time to time, the Company is
engaged in ordinary routine litigation
incidental to its operations.  The
Company, after considering the advice of
legal counsel, believes that any such
litigation will not have a material
adverse effect on its consolidated
financial position.

The Company is not in compliance with the
periodic reporting requirements of the
Securities Exchange Act of 1934.
Management is unable to determine what
effect, if any, this non-compliance will
have on its operations.

9.	STOCK OPTION PLAN

Stock Option Plan - The Board of
Directors of the Company (the "Board")
adopted the 1990 Stock Option Plan
effective December 15, 1990.  Effective
December 23, 1994, the 1990 Stock Option
Plan was amended and restated (the
"Plan").  The Plan reserved 270,000
shares of common stock for issuance
thereunder.  Under the Plan, the Company
may grant incentive stock options,
nonqualified stock options, and stock
appreciation rights.  The purpose of the
Plan is to further the best interests of
the Company and its subsidiaries by
encouraging employees and consultants of
the Company and its subsidiaries to
continue association with the Company.
The employees eligible to participate in
the Plan as recipients of stock options
or stock appreciation rights are such officers and employees of the Company and
such other key employees of the Company
and its subsidiaries, as the Board shall
from time to time determine, subject to
the limitations of the Plan.

The Plan is administered by the Board or
by a committee of the Board designated by
the Board.  The Board, or such committee,
determines, among other things, which
officers, employees and directors of the
Company receive options or stock
appreciation rights under the Plan, the
number of shares to be covered by the
options, and the date of grant of such
options.  The options granted under the
Plan terminate at the earlier of (i) a
date set by the Board at the time of
grant, or (ii) ten years from their
respective dates of grant, except in the
case of incentive stock options granted
to a shareholder owning ten percent (10%)
or more of the Company's common stock,
with respect to whom options granted are
exercisable over a period no longer than
five years.  The exercise price for stock
options granted under the Plan is
determined by the Board and is required
to be at least the par value per share of
the common stock, except in the case of
incentive stock options (which must have
a price which is not less than fair
market value) granted to a shareholder
owning ten percent (10%) or more of the
Company's common stock, with respect to
whom the exercise price is required to be
at least one hundred ten percent (110%)
of such fair market value.  The exercise
price must be paid in full by an employee
in cash, common stock of the Company or
any other form of payment permitted by
the Board.

As of December 31, 2000, 252,000 stock
options were outstanding of which 230,000
were exercisable.  No stock options were
granted, exercised, forfeited or expired
for the last three years.  The exercise
price of the stock options range from
$.45 - $1.55 per option.

10.	OPERATING SEGMENT INFORMATION- ( IN
THOUSANDS)

The Company operated in one business
segment and all of its sales are consumer
electronic products.  The Company's
customers are principally in Canada.
Borrowings are principally in the United
States.  Wal-Mart Canada Inc. is the
Company largest customer, which accounted
for 88% of sales in 2000 (71% in 1999).

2000


	 Domestic	Foreign		Other
		Total



         Assets
	             $0
	                    $ 2,839
-                    $2,839

Sales, net
	                -
9,117	              -
9,117

Gross Margin
	                -		        404
	              -
404

Net income (loss)			    1,059
		   (1,366)	              -
	        		      307



1999

         Assets
	      $ 2,818		    $  936
	         $  87
$3,841

Sales, net
	   694                      7,919
		      -  	            8,613

Gross Margin
	          (403) 		     1,344
		   (38)		      903

Net loss
	       (1,276)		        255
		   (38)
	  (1,059)



11.	SUBSEQUENT EVENTS

On June 19, 2001, shareholders of  the
Company at a Special Meeting, approved
the amendment of  the Company's Articles
of Incorporation to increase the number
of authorized shares from 4 million to 50
million shares.
In April 2000, the Company and certain
controlling shareholders of the Company
at that time entered into a Stock
Purchase Agreement pursuant to which the
Company agreed to sell 84.89% of the
outstanding common stock to Master Light
Enterprises Ltd. ("Master Light"), a
subsidiary of Starlight International
Limited ("Starlight"), a publicly held
company traded on the Hong Kong Stock
Exchange, for $1 million.  Pursuant to an
amendment to the Stock Purchase
Agreement, in January, 2001, Master Light
acquired 1,347,420 shares of the
Company's Common Stock, representing
49.11% of the Company's Common Stock
outstanding at that time, and
representatives of Starlight were
appointed to the Board of Directors of
the Company replacing the incumbent
directors.
In August 2001, the transactions
contemplated by the Stock Purchase
Agreement, as amended, were consummated
and, after the purchase of the 1,347,420.
shares by Master Light were rescinded,
Master Light acquired from the Company
26,585,008 shares of the Company's Common
Stock, representing 91.3% of the
Company's currently issued and
outstanding Common Stock.  As part of the
Stock Purchase Agreement, the stock of
two of the Company's subsidiaries, Cosmo
Telecom Corp. and Cosmo World Wide Corp.,
were transferred to the former
controlling shareholders of the Company.
In September 2001, the two loans with
outstanding balances as of December 31,
2000 at $997,994 and $749,528 were repaid
in full.  Further, the loan balance due
to major shareholders of $1,181,147 was
discharged by the Company through the
issuance of 1,555,000 shares of common
stock.
The Company's outstanding bridge loan of
$400,000 with an accrued interest of
$76,300 was discharged by a credit
against the purchase price Starlight paid
for the shares of the Company that it
purchased.
* * * * * *




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