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

                                   FORM 10-KSB

                  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                   For the Fiscal Year Ended December 31, 2000
                        Commission file number 001-15301

                              EQUITYALERT.COM, INC.
                              ---------------------
           (Name of small business issuer as specified in its charter)

          NEVADA                                                 58-2377963
          ------                                                 ----------
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)

1628 West 1st Avenue, Suite 216,  Vancouver, B.C.                V6J 1G1
--------------------------------  ---------------                -------
(Address of principal executive offices)                        (Zip Code)

Registrant's telephone number, including area code:       (604) 659-5009

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

                                      None
                                      ----

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

        Common Stock, $.00001 par value, listed on the OTC Bulletin Board
        -----------------------------------------------------------------

Indicate  by check  mark  whether  the  registrant:  (1) has filed  all  reports
required 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 for the
past 90 days. Yes [X] No [_]

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

Revenues for last fiscal year were $1,374,127

Aggregate   market  value  of  Common  Stock,   $0.00001  par  value,   held  by
non-affiliates  of the registrant as of March 26th,  2001:  $667,213.  Number of
shares of Common Stock, $0.00001 par value,  outstanding as of March 26th, 2001:
41,201,186.

DOCUMENTS INCORPORATED BY REFERENCE: Proxy Statement for the 2000 Annual Meeting
of  Shareholders  (to be filed  with the  Commission  within  120 days after the
registrant's  fiscal year end) is hereby incorporated by reference into Part III
of this Form 10-KSB.

<PAGE>

                          ANNUAL REPORT ON FORM 10-KSB
                   FOR THE FISCAL YEAR ENDED DECEMBER 31, 1999


<TABLE>
                                TABLE OF CONTENTS
<CAPTION>

                                                                                        Page
                                                                                        ----
<S>                                                                                     <C>
PART I
Item  1. Description of Business                                                         3
Item  2. Description of Property                                                         6
Item  3. Legal Proceedings                                                               6
Item  4. Submissions of Matters to a Vote of Security Holders                            6

PART II
Item  5. Market for the Common Equity and Related Stockholder Matters                    6
Item  6. Management's Discussion and Analysis of Financial Condition and
         Results of Operations                                                           7
Item  7. Financial Statements                                                            9
Item  8. Changes in and Disagreements With Accountants on Accounting and
         Financial Disclosure                                                           22

PART III
Item  9. Directors, Executive Officers, Promotors, and Control Persons;                 22
         Compliance with Section 16(a) of the Exchange Act
Item 10. Executive Compensation                                                         22
Item 11. Security Ownership of Certain Beneficial Owners and Management                 22
Item 12. Certain Relationships and Related Transactions                                 22

PART IV
Item 13. Exhibits and Reports on Form 8-K                                               22

</TABLE>

<PAGE>

PART I

ITEM 1. DESCRIPTION OF BUSINESS

Except for the historical  information  contained herein, the discussion in this
Annual Report on Form 10-KSB contains  certain  forward-looking  statements that
involve risk and  uncertainties,  such as  statements  of the  Company's  plans,
objectives,  expectations and intentions. The cautionary statements made in this
document  should be read as being  applicable  to all related  forward-  looking
statements  wherever they appear in this document.  The Company's actual results
could differ  materially from those discussed  herein.  Factors that could cause
differences  include those discussed  below in "Risk Factors",  as well as those
discussed elsewhere herein.

                                  THE COMPANY

EquityAlert.com, Inc. ("EquityAlert" or the "Company") operates a financial news
and  information  website  (www.EquityAlert.com).  The Company was  incorporated
under the laws of the State of Florida on January  13,  1997,  under the name of
San Marino  Minerals,  Inc. On March 10,  1999,  the Company  filed  Articles of
Merger  in the State of Nevada to  transfer  domicile  to Nevada  and on June 3,
1999, the Company  amended its articles of  incorporation  to change its name to
EquityAlert.com,  Inc. On September 8, 2000, Email Solutions, Inc. was formed in
the State of Nevada as a wholly owned  subsidiary.  On  September  15, 2000 this
subsidiary was sold to Entheos Technologies, Inc. for $283,000.

With the proliferation of financial  information on the Internet,  more and more
individuals  are  taking  greater  control  of  their  investments  and  trading
securities through an online broker versus the traditional securities broker.

The online  investor  represents one of the most desirable of any demographic on
the web, being better  educated,  having a higher income and net worth than most
other online users. The competition for online  investors is intense,  with many
better  capitalized  and well managed  companies  offering  similar  information
services as EquityAlert. This competition comes from direct competitors, such as
traditional  media  sources  and  websites  like   SmartMoney.com,   Multex.com,
TheStreet.com,  Ragingbull.com,  Siliconinvestor.com  and hundreds of others, as
well as from  many  indirect  competitors,  such as online  brokerage  firms and
online portals such as Yahoo and America Online.

Since  launching  EquityAlert.com  on June 7, 1999, the Company's main focus has
been to build its subscriber  base of online  investors by offering  individuals
free  subscriptions  to  its  website  and  to  generate  advertising  revenues.
Subscribers to EquityAlert's  free website enjoy a broad suite of financial news
and  information,   including  message  boards,   insider  trading  information,
insurance,  mortgage and loan information,  online banking,  consumer credit and
charge card products,  mutual fund news alerts via email,  conference calls, and
much more, including  EquityAlert's most popular feature - free real time public
company news alerts via email.

In December 1999, the Company established a Sales and Marketing division,  which
began to sell  advertising  on its  e-mail  alerts in early  January  2000.  The
Company expects to generate the majority of its future revenues from advertising
sales on its e-mail alerts.

Employees
---------

At December 31, 2000, the Company employed 15 full time and 1 part-time persons.
To the  best of the  Company's  knowledge,  none of the  Company's  officers  or
directors is bound by restrictive  covenants from prior  employers.  None of the
Company's  employees  are  represented  by  labor  unions  or  other  collective
bargaining  groups. The Company considers its relationship with its employees to
be excellent.

<PAGE>

Risk Factors of the Business
----------------------------

Lack of Operating History: Although we organized EquityAlert.com in 1997, we did
not become active until June 1999.  As a result,  our business is subject to the
risks  inherent  in  the  establishment  of a  new  business.  Specifically,  in
formulating  our business  plan, we have relied on the judgment of our officers,
directors and consultants but have not conducted any formal  independent  market
studies concerning the demand for our services.

We have had  limited  revenues  since  inception.  In 2000,  we had  revenues of
$1,374,127.  We have not been  profitable,  experiencing an accumulated  loss of
$1,039,465  through 2000. Even if we become  profitable in the future, we cannot
accurately  predict  the level  of, or our  ability  to  sustain  profitability.
Because we have not yet been  profitable  and cannot predict any level of future
profitability,  you bear the risk of a complete  loss of your  investment in the
event our business plan is unsuccessful.

Inability to Obtain  Funding:  We may not be able to obtain  additional  funding
when needed, which could limit future expansion and marketing  opportunities and
result in lower than  anticipated  revenues.  If the market  price of the common
stock  declines,  some  potential  financiers  may either refuse to offer us any
financing or will offer financing at unacceptable rates or unfavorable terms. If
we  are  unable  to  obtain  financing  on  favorable  terms,  or at  all,  this
unavailability  could  prevent  us from  expanding  our  business,  which  could
materially impact our future potential revenues.

Dividends: We have not paid and do not currently intend to pay dividends,  which
may limit the current  return you may receive on your  investment  in our common
stock.  Since inception,  we have paid no dividends to our stockholders.  Future
dividends  on our common  stock,  if any,  will  depend on our future  earnings,
capital requirements, financial condition and other factors. We currently intend
to retain earnings,  if any, to increase our net worth and reserves.  Therefore,
we do not  anticipate  that any holder of common  stock will  receive  any cash,
stock or other  dividends  on his shares of common stock at any time in the near
future. You should not expect or rely on the potential payment of dividends as a
source of current income.

Dependence  on Executive  Officers and Technical  Personnel:  The success of our
business plan depends on attracting qualified  personnel,  and failure to retain
the necessary  personnel  could  adversely  affect our  business.  We are highly
dependent on the services of our  executive  officer,  Mr. Bill Mann.  We do not
have  any  employment  agreements  with our  executive  officers.  In  addition,
competition for qualified  personnel is intense,  and we may need to pay premium
wages to attract  and  retain  personnel.  Attracting  and  retaining  qualified
personnel  is  critical  to our  business.  Inability  to attract and retain the
qualified  personnel necessary would limit our ability to implement our business
plan successfully.

Adverse Effect of Shares Eligible for Future Sale: Future sales of large amounts
of common stock could adversely  effect the market price of our common stock and
our ability to raise capital.

<PAGE>

Future sales of our common stock by existing  stockholders  pursuant to Rule 144
under the  Securities  Act of 1933,  or following  the  exercise of  outstanding
options,   could  adversely  affect  the  market  price  of  our  common  stock.
Substantially  all of the  outstanding  shares of our  common  stock are  freely
tradable,  without  restriction or registration  under the Securities Act, other
than the  sales  volume  restrictions  of Rule 144  applicable  to  shares  held
beneficially  by persons who may be deemed to be  affiliates.  Our directors and
executive  officers  and their family  members are not under  lockup  letters or
other forms of  restriction  on the sale of their common stock.  The issuance of
any or all of these  additional  shares upon exercise of options will dilute the
voting power of our current  stockholders on corporate matters and, as a result,
may cause the market price of our common stock to decrease.  Further, sales of a
large  number of shares of common  stock in the public  market  could  adversely
affect the  market  price of the common  stock and could  materially  impair our
future  ability to generate  funds through sales of common stock or other equity
securities.

Potential  Fluctuations  in Quarterly  Results:  Significant  variations  in our
quarterly  operating results may adversely affect the market price of our common
stock. Our operating results have varied on a quarterly basis during our limited
operating  history,  and we expect to  experience  significant  fluctuations  in
future quarterly operating results.  These fluctuations have been and may in the
future be caused by numerous factors,  many of which are outside of our control.
We believe that  period-to-period  comparisons of our results of operations will
not  necessarily  be  meaningful  and that you  should  not rely upon them as an
indication of future performance.  Also, it is likely that our operating results
could be below the  expectations of public market  analysts and investors.  This
could adversely affect the market price of our common stock.

Introduction  of New Services  Mandatory:  Our future success will depend on our
ability to develop and enhance our  services.  We operate in a very  competitive
industry in which the ability to develop and deliver  advanced  services through
the Internet is a key competitive  factor.  There are  significant  risks in the
development  of new or  enhanced  services.  If we are  unable  to  develop  and
introduce  new or  enhanced  services  quickly  enough to  respond  to market or
customer requirements or to comply with emerging industry standards, or if these
services do not achieve  market  acceptance,  our  business  could be  seriously
harmed.

Intense  Competition:  There  is  intense  competition  in  all  aspects  of our
business,  and we expect this  competition to increase.  Many of our competitors
have longer operating histories and significantly  greater financial,  technical
and marketing resources than us. In addition,  many of these competitors offer a
wider range of services  and  financial  products.  Many  current and  potential
competitors also have greater name recognition and more extensive customer bases
that could be leveraged to  accelerate  their  competitive  activity.  We cannot
assure you that we will be able to compete  effectively  with  current or future
competitors  or that  the  competitive  pressures  faced by us will not harm our
business.

Dependence on Financial  Advertisers:  In fiscal 2000,  substantially all of our
advertising revenues were derived from financial-services advertisers and public
companies.  If we do  not  increase  our  revenue  from  non  financial-services
advertisers or attract advertisers from non-financial industries,  our business,
results of operations  and  financial  condition  could be materially  adversely
affected.

<PAGE>

Intellectual Property
---------------------

The Company relies on a combination  of trademarks,  copyright law, trade secret
protection,  confidentiality  agreements and other contractual arrangements with
employees,  vendors and others to protect its rights to  intellectual  property.
Theses  measures,  however,  may be  inadequate  to  deter  misappropriation  of
proprietary information. Failure to adequately protect its intellectual property
could harm the Company's brand,  devalue its proprietary  content and affect the
Company's ability to compete effectively.

Environmental Matters
---------------------

The  Company   believes  it  conducts  its  business  in  compliance   with  all
environmental laws presently  applicable to its facilities.  To date, there have
been no expenses incurred by the Company related to environmental issues.

Government Regulation
---------------------

The Company is not subject to any direct governmental  regulation other than the
securities laws and regulations applicable to all publicly owned companies,  and
laws and regulations applicable to businesses generally.

ITEM 2: DESCRIPTION OF PROPERTY

The Company  leases  approximately  1500 square feet of office space  located at
Suite 216,  1628 West 1st Avenue,  Vancouver,  BC, V6J 1G1. The office is leased
for a period of three years ending August 31, 2003,  with an option to renew for
a further three years,  from Tajinder  Chohan and Kundan S. Rayat,  the wife and
father,  respectively,  of  the  Company's  Chairman,  for a  lease  payment  of
approximately $2,450 per month.

ITEM 3: LEGAL PROCEEDINGS

The Company is not involved in any pending legal proceedings.

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

There were no matters  submitted to a vote of the security holders in the fourth
quarter of the fiscal year covered by this report.

<PAGE>

PART II

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

     (a)  Market Information

     The  Company's  Common Stock is listed on the OTC Bulletin  Board under the
     symbol  "EINC".  The  following  table sets forth the high and low  closing
     prices for the periods indicated:

<TABLE>
<CAPTION>
                                                                       High                      Low
                                                                       ----                      ---
<S>                                                                    <C>                       <C>
First Quarter 1999                                                     $  1.56                   $  0.15
Second Quarter 1999                                                    $  10.00                  $  0.56
Third Quarter 1999                                                     $  7.75                   $  3.50
Fourth Quarter 1999                                                    $  5.00                   $  2.75
First Quarter 2000                                                     $  5.38                   $  3.50
Second Quarter 2000                                                    $  2.13                   $  1.01
Third Quarter 2000                                                     $  0.75                   $  0.63
Fourth Quarter 2000                                                    $  0.44                   $  0.10

</TABLE>

     (b)  Holders

     As at March 21, 2001 there were approximately 66 registered stockholders of
     record of the Company's Common Stock.

     (c)  Dividend Policy

     The Company has never paid a dividend  and does not  anticipate  paying any
     dividends in the foreseeable  future. It is the present policy of the Board
     of Directors to retain the Company's earnings,  if any, for the development
     of the Company's business.

ITEM 6: MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
     OF OPERATIONS

The  following  discussion  should  be read in  conjunction  with the  financial
statements and notes thereto included in Item 7 of this Form 10-KSB.  Except for
the  historical  information  contained  herein,  the  discussion in this Annual
Report on Form 10-KSB contains certain  forward-looking  statements that involve
risk and uncertainties,  such as statements of the Company's plans,  objectives,
expectations  and  intentions.  The cautionary  statements made in this document
should be read as being  applicable  to all related  forward-looking  statements
wherever they appear in this document. The Company's actual results could differ
materially  from those  discussed  here.  Factors  that could cause  differences
include those discussed in "Risk Factors of the Business",  as well as discussed
elsewhere herein.

                                    OVERVIEW

The  Company  operates  a  financial  news and  information  website  located at
www.EquityAlert.com.  Since  launching  EquityAlert.com  on  June 7,  1999,  the
Company's main focus has been to build its subscriber  base of online  investors
by  offering  individuals  free  subscriptions  to its  website  and to generate
advertising revenues.

Subscribers to EquityAlert's  free website enjoy a broad suite of financial news
and information,  including message boards, insider trading, insurance, mortgage
and loan information,  online banking, consumer credit and charge card products,
mutual fund news alerts via email,  conference  calls, and much more,  including
EquityAlert's  most popular  feature - free real time public company news alerts
via email.

<PAGE>

In December 1999, the Company established a Sales and Marketing division,  which
began to sell  advertising  on its  e-mail  alerts in early  January  2000.  The
Company  expects  to  generate  substantially  all of its future  revenues  from
advertising  sales on its e-mail  alerts.  To date,  the  Company  has  incurred
significant   ongoing   operating  losses  due  to  costs  related  to  business
development, website development and management and staff recruitment.  Although
planned principal operations have commenced, substantial revenues have yet to be
realized.

                             RESULTS OF OPERATIONS

Revenues.  In January 2000, the Company began to sell  advertising on its e-mail
alerts. As a result,  the Company generated  revenues of $1,374,127 for the year
ended December 31, 2000, versus $0 for the year ended December 31, 1999.

General and Administrative Expenses.  During 2000, the Company incurred $493,145
in general and administrative  expenses, an increase of 30.5% over 1999 expenses
of $377,753.  The increase is primarily  attributable  to additional  salary and
operating expenses related to the Company's sales and marketing efforts, as well
additional costs related to enhancing its website, www.EquityAlert.com.

Interest  Income.  Interest  income was  $37,262 and $33,988 for the years ended
December 31, 2000, and 1999, respectively. Interest earned in the future will be
dependent on Company funding cycles and prevailing interest rates.

Provision for Income Taxes.  As of December 31, 2000, the Company's  accumulated
deficit was $1,039,465  and as a result,  there has been no provision for income
taxes to date.

Net Loss. For the year ended December 31, 2000, the Company  recorded a net loss
of $55,845,  versus a net loss of  $343,765  for the same  twelve  month  period
ending December 31, 1999.

                        LIQUIDITY AND CAPITAL RESOURCES

At December 31, 2000, the Company had a cash balance of $844,626,  compared to a
cash balance of $591,980 at December 31, 1999.

During 2000, net cash provided by operating activities was $308,865,  versus net
cash in operating  activities of $347,798 in 1999.  This change is primarily due
to  commencement  of sales  during the year 2000,  versus no sales  activity the
previous year.

Net cash flows used in investing activities for the year ended December 31, 2000
was $56,219 primarily resulting from the purchase of fixed assets to accommodate
the Company's  growing  staffing  requirements  of $371,236 and cash received of
$283,000 from the sale of our newly formed subsidiary,  Email Solutions Inc. Net
cash flows used in investing activities for the year ended December 31, 1999 was
$20,773 for the purchase of fixed assets.

Net cash flows provided by financing  activities for the year ended December 31,
1999 was $957,000 from the sale of common stock.

The Company's future funding requirements will depend on numerous factors. These
factors  include the  Company's  ability to  establish  and  profitably  operate
EquityAlert.com,  recruit and train  qualified  management,  technical and sales
personnel,   and  the  Company's  ability  to  compete  against  other,   better
capitalized corporations who offer similar web based services.

Due to the "start up" nature of the Company's businesses, the Company expects to
incur  losses as it  expands.  The  Company  expects to raise  additional  funds
through  private or public  equity  investment  in order to expand the range and
scope of its  business  operations.  The Company  will seek access to private or
public  equity  but there is no  assurance  that such  additional  funds will be
available for the Company to finance its operations on acceptable  terms,  if at
all.  These and other  material  factors are  explained  under the heading "Risk
Factors of the Business".

<PAGE>

ITEM 7: FINANCIAL STATEMENTS

<TABLE>
                                 C O N T E N T S
<CAPTION>

<S>                                                                                  <C>
Independent Auditors' Report                                                         10

Balance Sheets at December 31, 2000 and 1999                                         11

Statements of Operations For the Years Ended December 31, 2000 and 1999              12

Statements of Stockholders' Equity For The Years Ended December 31, 2000 and 1999    13

Statements of Cash Flows For The Years Ended December 31, 2000 and 1999              14

Notes to the Financial Statements                                                    15-21

</TABLE>

All  schedules  are omitted  because  they are not  applicable  or the  required
information is shown in the financial statements or notes thereto.


<PAGE>

                          INDEPENDENT AUDITORS' REPORT


Board of Directors
EquityAlert.Com, Inc.
Vancouver, B.C. V6J 1G1


We have audited the accompanying  balance sheets of  EquityAlert.Com,  Inc. (the
Company),  as of December  31,  2000 and 1999,  and the  related  statements  of
operations,  stockholders' equity and cash flows for the years then ended. These
financial  statements are the  responsibility of the Company's  management.  Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  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 of the  financial  statements  provide a  reasonable
basis for our opinion.

In our  opinion,  the  financial  statements  present  fairly,  in all  material
respects,  the financial  position of the Company at December 31, 2000 and 1999,
and the results of its  operations  and its cash flows for the years then ended,
in conformity with generally accepted accounting principles.


/s/ Clancy and Co., P.L.L.C.
----------------------------
Clancy  and Co., P.L.L.C.
Phoenix, Arizona

March 2, 2001

<PAGE>

                              EQUITYALERT.COM, INC.
                                 BALANCE SHEETS
                           DECEMBER 31, 2000 AND 1999

<TABLE>
<CAPTION>

ASSETS                                                                             2000                 1999
------                                                                             ----                 ----
<S>                                                                                <C>                  <C>
Current Assets
   Cash                                                                            $   844,626          $   591,980
   Accounts Receivable                                                                   6,875                    0
   Prepaid Expenses                                                                          0                9,074
Total Current Assets                                                                   851,501              601,054

Property and Equipment, Net (Note 3)                                                    60,053               19,252

Total  Assets                                                                      $   911,554          $   620,306

LIABILITIES AND  STOCKHOLDERS' EQUITY
Current Liabilities
   Accounts Payable (Note 4)                                                       $   340,054          $    24,978
   Related Party Advances (Note 4)                                                      42,017               10,000
Total Current Liabilities                                                              382,071               34,978

Stockholders' Equity
   Preferred Stock: $0.001 Par Value; Authorized Shares,
1,000,000                                                                                 None                 None
   Common Stock: $0.00001 Par Value; Authorized Shares,
100,000,000; Issued and Outstanding, 41,201,186 and
41,398,186, at December 31, 2000 and 1999, respectively                                    412                  414
   Additional Paid In Capital                                                        1,568,536            1,568,534
   Accumulated Deficit                                                             (1,039,465)            (983,620)
Total Stockholders' Equity                                                             529,483              585,328

Total Liabilities and Stockholders' Equity                                         $   911,554        $     620,306

</TABLE>

<PAGE>

                              EQUITYALERT.COM, INC.
                            STATEMENTS OF OPERATIONS
                 FOR THE YEARS ENDED DECEMBER 31, 2000 AND 1999


<TABLE>
<CAPTION>

Year Ended December 31:                                                                2000                  1999
-----------------------                                                                ----                  ----
<S>                                                                                    <C>                   <C>
Revenues                                                                               $ 1,374,127           $       0
Costs of Revenues                                                                          976,680                   0
Gross Margin                                                                               397,447                   0

Expenses
   General and Administrative                                                              493,145             377,753

Operating Loss                                                                            (95,698)            (377,753)

Other Income (Expense)
   Interest Income                                                                          37,262              33,988
   Bad Debt Expenses                                                                      (25,000)                   0
   Gain on Sale of Subsidiary (Note 4)                                                      27,591                   0
Total Other Income (Expense)                                                                39,853              33,988

Net Loss Available to Common Stockholders                                              $  (55,845)           $(343,765)

Basic and Diluted Loss Per Common Share                                                        Nil                 Nil

Basic and Diluted Weighted Average Common Shares Outstanding
                                                                                        41,201,186          38,885,770
</TABLE>

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

<PAGE>

                              EQUITYALERT.COM, INC.
                       STATEMENTS OF STOCKHOLDERS' EQUITY
                 FOR THE YEARS ENDED DECEMBER 31, 2000 AND 1999


<TABLE>
<CAPTION>


                                                                                                           Accumulated
                                                                              Additional                   Other
                                Preferred   Stock     Common      Stock       Paid In       Accumulated    Comprehensive
                                Shares      Amount    Shares      Amount      Capital       Deficit        Income         Total
                                ------      ------    ------      ------      -------       -------        ------         -----
<S>                             <C>         <C>       <C>         <C>         <C>           <C>            <C>            <C>
Balance, December 31, 1998      0           0          26,382,186       264      711,684       (639,855)                     72,093
Common Stock Issued For Cash                           15,000,000       150      824,850                                    825,000
Exercise of Stock Options at                               16,000                 32,000                                     32,000
$2.00 Per Share
Translation Adjustments                                                                                          5,636        5,636
Loss, Year Ended December 31,
1999                                                                                           (349,401)                   (349,401)
Balance, December 31, 1999,
as previously reported          0           0          41,398,186       414     1,568,534      (989,256)         5,636      585,328
Accumulated Other
Comprehensive Income
(Note 8)                                                                                          5,636         (5,636)           0
Balance, December 31, 1999,     0           0          41,398,186       414     1,568,534      (983,620)             0      585,328
restated
Cancellation of Common Shares                            (197,000)       (2)            2                                         0
Loss, Year Ended December 31,
2000                                                                                            (55,845)                    (55,845)
Balance, December 31, 2000      0           0          41,201,186 $     412   $ 1,568,536   $(1,039,465)   $         0    $  529,483

</TABLE>


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

<PAGE>

                              EQUITYALERT.COM, INC.
                            STATEMENTS OF CASH FLOWS
                 FOR THE YEARS ENDED DECEMBER 31, 2000 AND 1999

<TABLE>
<CAPTION>

Year Ended December 31,                                                                 2000                 1999
-----------------------                                                                 ----                 ----
<S>                                                                                     <C>                  <C>
Cash Flows From Operating Activities
   Net Loss                                                                             $   (55,845)         $  (343,765)
   Adjustments to Reconcile Net Loss to Net Cash Provided By
(Used In) Operating Activities
   Depreciation                                                                              75,025                1,521
   Gain on Sale of Subsidiary                                                               (27,591)                   0
   Changes in Assets and Liabilities
      (Increase) Decrease in Accounts Receivables                                            (6,875)                   0
      (Increase) Decrease in Prepaid Expenses                                                 9,074               (9,074)
       Increase (Decrease) in Accounts Payable                                              315,077                3,520
   Total Adjustments                                                                        364,710               (4,033)
Net Cash Provided By (Used In) Operating Activities                                         308,865             (347,798)

Cash Flows From Investing Activities
   Purchase of Property and Equipment                                                      (371,236)             (20,773)
   Proceeds From the Sale of Email Solutions, Inc.                                          283,000                    0
   Advances From Related Parties                                                             42,017                    0
   Repayments to Related Parties                                                            (10,000)                   0
Net Cash Flows From Investing Activities                                                    (56,219)             (20,773)

Cash Flows From Financing Activities
   Proceeds From Sale of Common Stock                                                             0              957,000
Net Cash Provided By Financing Activities                                                         0              957,000

Increase in Cash and Cash Equivalents                                                       252,646              588,429
Cash and Cash Equivalents, Beginning of Year                                                591,980                3,551
Cash and Cash Equivalents, End of Year                                                  $   844,626          $   591,980

Supplemental Information
   Cash Paid For:
      Interest                                                                          $         0          $         0
      Income Taxes                                                                      $         0          $         0

</TABLE>

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

<PAGE>

                              EQUITYALERT.COM, INC.
                        NOTES TO THE FINANCIAL STATEMENTS
                           DECEMBER 31, 2000 AND 1999
                              NOTE 1 - ORGANIZATION

Equityalert.com,  Inc. (the Company) is a Nevada  corporation with an authorized
capital of  100,000,000  shares of $0.0001 par value common stock and  1,000,000
shares of  $0.001  par  value  preferred  stock.  On May 6,  1999,  the board of
directors  authorized a forward split of 2:1 of the Company's common stock, with
the par value  remaining the same. The Company was  originally  organized in the
State of Florida  and  changed  its  domicile  to the State of Nevada on May 14,
1999.

On September 6, 2000, the Company filed articles of  incorporation  in the State
of  Nevada  to form a  wholly  owned  subsidiary,  Email  Solutions,  Inc.,  and
subsequently  transferred  a portion  of the  Company's  assets,  consisting  of
software and computer  hardware  equipment used in the emailing of the Company's
public  company and mutual fund news alerts,  to the newly formed  subsidiary at
net book value. On September 15, 2000, the Company sold 100% of the wholly owned
subsidiary to Entheos Technologies, Inc., for $283,000. See Note 4.

The Company provides online investors real time news alerts on U.S. and Canadian
stocks,  mutual fund news and information alerts,  insider trading,  SEC filings
and IPO information.

The Company was formed on January 13,  1997,  and was in the  development  stage
through  December 31,  1999.  The year 2000 is the first year during which it is
considered an operating company.

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

Basis of Financial Statement
----------------------------

Presentation The Company's  financial  statements are prepared using the accrual
method of accounting.

Cash and Cash Equivalents
-------------------------

The Company  considers  all highly liquid  instruments  with a maturity of three
months or less when acquired to be cash and cash equivalents.

Concentration of Credit Risk
----------------------------

The Company  maintains U.S.  dollar cash balances in Canadian banks that are not
insured.

Fixed Assets and Depreciation
-----------------------------

Fixed assets are stated at cost and are depreciated on accelerated  methods over
their estimated useful lives.

Revenues
--------

Revenues  are  derived  from  the  sale of  prepaid,  nonrefundable  advertising
agreements and are recognized over the period the services are performed,  which
is typically a one day

<PAGE>

                              EQUITYALERT.COM, INC.
                        NOTES TO THE FINANCIAL STATEMENTS
                           DECEMBER 31, 2000 AND 1999

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

period,  in  accordance  with Staff  Accounting  Bulletin  No. 101 ("SAB  101"),
"Revenue  Recognition  In Financial  Statements,"  issued by the SEC in December
1999.

Advertising Costs
-----------------

Advertising  costs are expensed as incurred.  Total advertising costs charged to
operations  for the years ended  December  31, 2000 and 1999 were  $129,796  and
$250,572, respectively.

Income Taxes
------------

The Company  accounts  for income  taxes under the  provisions  of  Statement of
Financial  Accounting Standards ("SFAS") No. 109, "Accounting for Income Taxes."
Under SFAS No. 109,  deferred tax liabilities and assets are determined based on
the  difference  between  the  financial  statement  and tax bases of assets and
liabilities,  using  enacted  tax  rates in  effect  for the  year in which  the
differences are expected to reverse.

Start-up Costs
--------------

The Company accounts for start-up costs in accordance with Statement of Position
(SOP) 98-5,  "Reporting on the Costs of Start-up  Activities." SOP 98-5 provides
guidance on the  financial  reporting  of start-up  and  organization  costs and
requires  such costs to be expensed as  incurred.  Costs of start-up  activities
charged to operations in years  December 31, 1999 and prior were  $971,242.  For
income tax  purposes,  the  Company has elected to treat these costs as deferred
expenses and amortize them over a period of sixty months, beginning in the first
month the Company is actively in business,  which was January  2000.  See Note 5
for income tax effect.

Per Share of Common Stock
-------------------------

Basic  earnings  or loss per share is based on the  weighted  average  number of
common shares  outstanding.  Diluted  earnings or loss per share is based on the
weighted  average number of common shares  outstanding and dilutive common stock
equivalents.  All earnings or loss per share amounts in the financial statements
are basic earnings or loss per share, as defined by SFAS No. 128,  "Earnings Per
Share." Diluted earnings or loss per share does not differ materially from basic
earnings or loss per share for all  periods  presented.  Convertible  securities
that could  potentially  dilute  basic  earnings per share in the future are not
included in the computation of diluted earnings per share because to do so would
be  antidilutive.   All  per  share  and  per  share  information  are  adjusted
retroactively to reflect stock splits and changes in par value.

Stock-Based Compensation
------------------------

The Company  accounts for  stock-based  compensation  using the intrinsic  value
method prescribed in Accounting Principles Board Opinion No. 25, "Accounting for
Stock Issued to  Employees."  Compensation  cost for stock  options,  if any, is
measured as the excess of the quoted market price of the Company's  stock at the
date of grant over the amount an employee must pay to acquire the stock.

<PAGE>

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

SFAS No. 123, "Accounting for Stock-Based  Compensation," established accounting
and disclosure  requirements using a  fair-value-based  method of accounting for
stock-based employee compensation plans. The Company has elected to continue its
current  method  of  accounting  as  described   above,   and  has  adopted  the
disclosure-only requirements of SFAS No. 123.

Use of Estimates
----------------

In conformity with generally accepted accounting principles,  the preparation of
financial  statements requires management to make estimates and assumptions that
affect  amounts  reported in the financial  statements and  accompanying  notes.
Although these estimates are based on  management's  knowledge of current events
and  actions  it may  undertake  in the  future,  actual  results  could  differ
significantly from those estimates.

Capital Structure
-----------------

The Company  discloses its capital  structure in  accordance  with SFAS No. 129,
"Disclosure of Information about Capital Structure," which establishes standards
for disclosing information about an entity's capital structure.

Foreign Currency Translation
----------------------------

The Company  maintains both U.S.  Dollar and a Canadian Dollar bank account at a
financial  institution in Canada.  Transactions gains and losses that arise from
exchange rate fluctuations on transactions  denominated in a currency other than
the functional  currency,  which is the U.S. Dollar, are included in the results
of  operations  as incurred.  Revenues and  expenses are  translated  at average
exchange rates in effect during each period.

Business Segment Information
----------------------------

The Company  operates  in one  industry  segment,  that being  providing  online
investors real time email news alerts on U.S. and Canadian  stocks,  mutual fund
news and information alerts, insider trading, SEC filings and IPO information.

Accounting for Derivative Instruments and Hedging Activities
------------------------------------------------------------

In June 1998,  the Financial  Accounting  Standard  Board (FASB) issued SFAS No.
133.  "Accounting  for Derivative  Instruments  and Hedging  Activities,"  which
establishes  accounting and reporting  standards for derivative  instruments and
for hedging activities.  SFAS 133 is effective for all fiscal quarters beginning
after June 15,  1999.  In June 1999,  the FASB  issued SFAS No. 137 to defer the
effective  date of SFAS No. 133 to fiscal  quarters  of fiscal  years  beginning
after June 15,  2000.  The  implementation  of SFAS No. 137 had no effect on the
Company's financial statements.

Recent Accounting Pronouncements
--------------------------------

In December 1999, the SEC issued Staff Accounting  Bulletin No. 101 ("SAB 101"),
"Revenue Recognition In Financial Statements." SAB 101 summarizes certain of the

<PAGE>

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

SEC's views in applying  generally  accepted  accounting  principles  to revenue
recognition in financial statements. The Company is required to adopt SAB 101 no
later than the fourth  quarter of fiscal 2000. The Company  implemented  SAB 101
effective January 1, 2000.

Presentation
------------

Certain  prior year  amounts  have been  reclassified  to conform to fiscal 1999
presentation.

Pending Accounting Pronouncements
---------------------------------

It is anticipated that current pending accounting  pronouncements  will not have
an adverse impact on the financial statements of the Company.

NOTE 3 - PROPERTY AND EQUIPMENT

Property and Equipment consists of the following at December 31:

<TABLE>
<CAPTION>

                                             2000              1999
                                             ----              ----
<S>                                          <C>               <C>
Computer Hardware                            $  70,135         $   10,012
Computer Software                               12,139              6,995
Furniture and Fixtures                          10,831              3,766
Total                                           93,105             20,773
Less Accumulated Depreciation                   33,052              1,521
Net Book Value                               $  60,053         $   19,252

</TABLE>

Depreciation  expense charged to operations during 2000 and 1999 was $75,026 and
$1,521, respectively.

NOTE 4 - RELATED PARTY TRANSACTIONS

Related  Party  advances at  December  31,  2000 and 1999,  represent  unsecured
advances  from the  director  and  majority  shareholder.  The amounts  bears no
interest and are due on demand.

On September  15, 2000,  the Company sold 100% of the voting common stock of its
wholly owned subsidiary, Email Solutions, Inc., a Nevada corporation, to Entheos
Technologies,  Inc.,  for  $283,000.  Email  Solutions,  Inc.'s  assets  consist
primarily of software and computer  hardware  equipment  used in the emailing of
the  Equityalert.com's  public  company  and mutual  fund news  alerts.  Entheos
provides  emailing  services  for  Equityalert.com.  The  director  and majority
shareholder of Equityalert.com is also the director and majority  shareholder of
Entheos Technologies,  Inc. Included in the statement of operations is a gain on
the sale of the transaction of $27,591.

<PAGE>

NOTE 4 - RELATED PARTY TRANSACTIONS (CONTINUED)

During 2000 the  Company  charged  $100,000 to  operations  for  management  and
consulting  fees  incurred for services  rendered by the Chairman and  principle
stockholder.  Included in accounts payable at December 31, 2000, is a payable of
$88,000 for these fees.

NOTE 5 - INCOME TAXES

There is no current or deferred  tax  expense for any of the periods  indicated,
due to the Company's loss position.  The benefits of timing differences have not
been previously recorded. The deferred tax consequences of temporary differences
in  reporting  items  for  financial  statement  and  income  tax  purposes  are
recognized,  as appropriate.  Realization of the future tax benefits  related to
the deferred tax assets is dependent on many  factors,  including  the Company's
ability to generate  taxable income within the net operating  loss  carryforward
period. Management has considered these factors in reaching its conclusion as to
the valuation allowance for financial reporting purposes. The income tax effect,
utilizing  a 34%  income  tax rate,  of  temporary  differences  comprising  the
deferred tax assets and deferred tax liabilities is a result of the following at
December 31:

<TABLE>
<CAPTION>
                                             2000                          1999
                                             ----                          ----
<S>                                          <C>                           <C>
Deferred Tax Asset
Start-up Costs                               $   264,178                   $   330,222
Deferred Tax Liabilities
Nondeductible Expenses                           (16,574)                            0
Net Deferred Tax Asset                           247,604                       330,222
Valuation Allowance                             (247,604)                     (330,222)
Net Deferred Tax Asset                       $         0                   $         0

</TABLE>

A  reconciliation  between the statutory  federal  income tax rate (34%) and the
effective  income tax rate of income tax expense for the year ended December 31,
2000 and 1999 is as follows:

<TABLE>
<CAPTION>

<S>                                     <C>            <C>
Statutory Federal Income Tax Rate       (34.0)%        (34.0)%
Valuation Allowance                      34.0 %         34.0 %
Effective Income Tax Rate                 0.0 %          0.0 %

</TABLE>

The Company has available  net operating  loss  carryforwards  of  approximately
$232,000  for  tax  purposes  to  offset  future  taxable  income  which  expire
principally in the year 2020.

NOTE 6 - STOCK OPTIONS

The Company has three stock  option plans that provide for the granting of stock
options to officers and key employees as follows:  1997 Stock Option Plan (SOP),
10,000  shares  of  authorized  common  stock;  1998  SOP  4,000,000  shares  of
authorized  common stock;  and 1999 SOP 10,000,000  shares of authorized  common
stock,  all of which expire ten years from the date of grant.  The objectives of
these plans include  attracting and retaining the best personnel,  providing for
additional performance  incentives,  and promoting the success of the Company by
providing employees the opportunity to acquire common stock.

<PAGE>

NOTE 6 - STOCK OPTIONS (CONTINUED)

The  status of the  Company's  stock  option  plans are  summarized  below as of
December 31:

<TABLE>
<CAPTION>
                                                                 Number of           Option
                                                                 Shares              Price
                                                                 ------              -----
<S>                                                              <C>                <C>
Granted Under the 1998 Stock Option Plan                          4,000,000          $  2.00
Exercised Under the 1998 Stock Option Plan                          (11,000)            2.00
Granted Under the 1999 Stock Option Plan                          8,000,000             2.00
Exercised Under the 1999 Stock Option Plan                           (5,000)            2.00
Options Outstanding at December 31, 1999 and 2000                11,984,000          $  2.00

</TABLE>

The weighted average  exercise price of the options  outstanding and exercisable
at December 31, 2000 is $2.00 and the  weighted  average  remaining  contractual
life in year is 8.8. The Company accounts for stock-based compensation using the
intrinsic value method prescribed by Accounting Principles Board Opinion No. 25,
"Accounting for Stock Issued to Employees," under which no compensation cost for
stock options is recognized  for stock options  awards  granted at or above fair
market  value.   Had   compensation   expense  for  the  Company's   stock-based
compensation  plans been determined under SFAS No. 123, based on the fair market
value at the grant  dates,  the  Company's  pro forma net loss and pro forma net
loss per share would have been reflected as follows at December 31:

<TABLE>
<CAPTION>

Net Loss                           2000                  1999
--------                           ----                  ----
<S>                                <C>                   <C>
As reported                        $      (55,845)       $     (343,765)
Pro forma                          $   (4,070,547)       $   (4,358,467)
Net Loss Per Share
As reported                        $          Nil        $          Nil
Pro forma                          $        (0.10)       $        (0.11)

</TABLE>

The fair value of each option  grant is estimated on the date of grant using the
Black-Scholes   option   pricing  model  with  the  following   weighted-average
assumption  used for  those  options  granted:  dividend  yield of 0%,  expected
volatility  of 273%,  risk-free  interest rate of 5%, and an expected life of 10
years.

NOTE 7 - COMMITMENTS

The Company  leases  office  space  located at 1628 West 1st Avenue,  Suite 216,
Vancouver,  B.C.,  for  approximately  $2,450 per  month,  for a period of three
years,  with an option to renew for a further three years.  Rent expense charged
to operations for 2000 was $10,716.

Future minimum rental commitments are as follows:

<TABLE>
<CAPTION>
<S>               <C>
2001              $  29,400
2002              $  29,400
2003              $  19,600

</TABLE>

NOTE 8 - CORRECTION OF AN ERROR

The financial  statements  for the year ended  December 31, 1999,  inadvertently
contained  accumulated  other  comprehensive  income  representing   translation
adjustments  of $5,636 which should have been shown in the financial  statements
as  transaction  gains.  As a result,  net loss for the year ended  December 31,
1999,  decreased by this  amount.  Loss per share of common stock did not change
and there was no related  tax effect due to the  Company's  loss  position.  The
correction had no impact on previously reported total stockholders' equity.

<PAGE>

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

Clancy and Co., P.L.L.C. are the Company's  independent public accountants since
inception. There have been no disagreements with Clancy and Co., P.L.L.C.

ITEM 9: DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

The  information  required by this Item with respect to directors and Section 16
compliance is included in the Company's  definitive proxy statement for its 2001
Annual Meeting of Shareholders ("Proxy Statement") and is hereby incorporated by
reference.

ITEM 10: EXECUTIVE COMPENSATION

The  information  required  by this  Item is  included  in the  Company's  Proxy
Statement and is hereby incorporated by reference.

ITEM 11: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The  information  required  by this  Item is  included  in the  Company's  Proxy
Statement and is hereby incorporated by reference.

ITEM 12: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

The  information  required  by this  Item is  included  in the  Company's  Proxy
Statement and is hereby incorporated herein by reference.

PART IV

ITEM 13: EXHIBITS AND REPORTS ON FORM 8-K

The exhibits listed in the  accompanying  index to exhibits are filed as part of
this Annual Report on Form 10KSB.

No reports on Form 8-K were filed during the Company's fourth fiscal quarter.

<PAGE>

                                   SIGNATURES

     Pursuant to the requirements of Sections 13 or 15 (d) of the Securities and
Exchange Act of 1934, the Registrant has duly caused this Report to be signed on
its behalf by the  undersigned,  thereunto  duly  authorized on this 27th day of
March, 2001.

                                                           EQUITYALERT.COM, INC.

                                                              /s/ Bhupinder Mann
                                                              ------------------
                                                              By: Bhupinder Mann
                                                              CEO and President


Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following  persons on behalf of the  registrant and
in capacities and on the dates indicated.



Signature                      Title                              Date
---------                      -----                              ----

/s/ Harmel S. Rayat            Director and Chairman              March 27, 2001
-------------------            ---------------------              --------------
Harmel S. Rayat


/s/ Gurmukh S. Kundan          Director, Secretary/Treasurer      March 27, 2001
---------------------          -----------------------------      --------------
Gurmukh S. Kundan