FORM 10-KSB
    SECURITIES AND EXCHANGE COMMISSION
          Washington, D.C. 20549
[X] 15,ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF
   THE SECURITIES EXCHANGE ACT OF 1934
    For the fiscal year ended: 6/30/01
                       OR
[ ]15,TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from            to

Commission file number:       000-27251

    JARRETT/FAVRE DRIVING ADVENTURE, INC.
     (Exact name of Small Business Issuer in its charter)



FLORIDA                         59-3564984
  (State or other jurisdiction of           (I.R.S. Employer
    incorporation or organization           Identification No.)

3660 Maguire Boulevard,
Suite 101, Orlando Florida           32803
 (Address of principal executive offices)            (Zip Code)

Registrant's Telephone number, including area
code:  (888) 467-2231


Securities registered pursuant to
    Section 12(b) of the Act:       None
Securities registered pursuant  to
     Section 12(g) of the Act:
   Common  Stock, $.01 par value

Check whether the Company (1) has filed all
reports required to be filed by Section 13 or
15(d) of the Securities Exchange Act during the
preceding 12 months (or such shorter period that
the Company was required to file such reports),
and (2) has been subject to such filing
requirements for at least the past 90 days.
Yes    __x__          No  _____

Check if there is no disclosure of delinquent
filers in response to Item 405 of Regulation S-B
is not contained in this form, and no disclosure
will be contained, to the best of Company's
knowledge, in definitive proxy or information
statements incorporated by reference in Part III
of this Form 10-KSB or any amendment to this Form
10-KSB.
[  x  ]



<PAGE>2

The Company's revenues for its most recent fiscal
year were $914,785. As of June 30, 2001 the
market value of the Company's voting $.0l par
value common stock held by non-affiliates of the
Company was $2,492,035.

The number of shares outstanding of Company's
only class of common stock, as of June 30, 2001
was 13,738,500 shares of its $.01 par value
common stock. Check whether the Issuer has filed
all documents and reports required to be filed by
Section 12, 13 or 15(d) of the Exchange Act after
the distribution of securities under a plan
confirmed by a court.
Yes  __x__    No _____

No documents are incorporated into the text by
reference.

Transitional Small Business Disclosure Format
(check one)
 Yes                No     x
     --------          --------



<PAGE>3
                                    PART I
ITEM 1.    BUSINESS

The Corporation was formed as a C corporation and
incorporated November 24, 1998.  The company is
currently not involved with any proceedings,
bankruptcy or receiverships.

The Corporation is in the operational stage and
offers entertainment based oval driving schools
and events.  These classes are conducted at
various racetracks throughout the country.

The Corporation completed its first driving
classes in Rockingham, NC July of 1999.  Since
July 4th the Corporation has run classes at
Bristol, Darlington, Talladega, Nashville,
Milwaukee, Lakeland, Charlotte, Atlanta, Salem,
Michigan, Birmingham and Chicago.

The Corporation currently owns ten(10) race cars.
These race cars are classified as stock cars and
are equipped for oval or round tracks only.   They
are fully loaded with brand new Jasper 550hp
engines, five(5) point harnesses, communications,
track specific gears and complete safety cages.

The Corporation has negotiated terms with over
twenty(20) racetracks where, for a fee ranging
from $0 to $10,000 a day we can rent their tracks.

Products and Services.   The Corporation offers
five(5) types of ride or drive programs for
individuals and corporations.  The "Qualifier" is
a three(3) lap ride with a professional driver
which lasts about five(5) minutes, depending on
the length of the track.  The "Season Opener" is a
half day training class culminating in the student
driving for ten(10) laps.  The "Twin Ten" and
"Happy Hour" are also half day driving classes
with the students driving twenty(20) or thirty(30)
laps respectively.  The "Advanced Stock Car
Adventure" is a full day fifty(50) lap class.

The operation is similar to that of a traveling
show in that we transport the stock cars, the
mechanics, the sales staff and the instructors
from event to event.

The main purpose of each event is the thrill of
actually driving the race car.

The Corporation's objective is to utilize this
first "hub" of ten(10) race cars on the east coast
to their full potential.  It is in the company's
plans that once this first hub becomes utilized at

<PAGE>4

least fifteen(15) days per month and is
profitable, to then add another "hub" on the West
Coast.  This would entail the purchase of another
ten(10) race cars and the support equipment
necessary to maintain them.

The Corporation has purchased ten(10) stock cars
at an approximate price of $50,000 per car.
Parts will be nominal due to the lack of any
sustained stress on the cars, approximately
$10,000 per month per site.  Staffing costs will
be approximately $40,000 per month at each active
"hub".  The company has an operating lease for a
Miller Tractor Trailer to haul the cars from track
to track.  The transporting of staff to the event
and their food and lodging costs average $1000 per
day.

The Corporation also offers a number of add-on
sale items including videos from its Adventure Cam
located in the car (split screen cameras),
clothing and souvenirs.

The Corporation is currently developing its logos
and marketing materials and will commence the
trademarking process for its name and various
products and services.

Marketing.   The Corporation offers its products
and services at various tracks throughout the
country.   The Corporation shall employ a
marketing manager.  These individuals will
primarily be responsible with closing the
prospects created through promotion.   These
services will be sold as corporate outings and
directly to the public through various marketing
and advertising mediums such as television, radio,
billboard, newspaper, direct mail and on-site
marketing.

Promotional and Licensing Agreements.   In
December 1998, the Corporation entered into
promotional and licensing agreements with Dale
Jarrett, Ned Jarrett, Glenn Jarrett, Jason Jarrett
and Brett Favre  (individually, the "Licensor")
whereby these individuals have granted the
Corporation the use of their names and likeliness
in advertising, products and promotional
materials, as well as an agreed upon number of
appearances per year and an agreed upon number of
radio and/or television commercials as set out in



<PAGE>5

each agreement.   Ned Jarrett is the father of
Dale Jarrett and Glenn Jarrett.   Dale Jarrett is
the father of Jason Jarrett.

Pursuant to these agreements, the Corporation has
issued an aggregate of 5,500,000 Common Shares of
the Corporation.  The term of each agreement is
Ten (10) years unless sooner terminated by the
occurrence of any of the following:

(a)  a material breach by the Corporation of the
agreement which breach has not been satisfied
within thirty (30) days of receipt of written
notice from the Licensor;

(b)  upon receipt of written notice from the
Licensor if, as a result of (i) any act or
omission of the Corporation, (ii) any claim or
charge against the Corporation or (iii) any other
occurrence or circumstances involving the
Corporation, the continued association of Licensor
with the Corporation would be detrimental to the
value of the Licensed Material or to Licensor's
image or reputation;

(c)  the failure of the Corporation to continually
operate and manage the business according to the
policies, practices and standards agreed to by the
parties;

(d)  the failure of the Corporation to raise the
$100,000 in investment capital; and

(e)  the failure of the Corporation to comply with
any laws and regulations, the consequences of
which are material adverse to the Corporation.

During the term of the agreements, the Licensor
agrees not to directly or indirectly (whether for
compensation or otherwise), provide promotional
appearances or services to any business which
competes with the Corporation's business of owning
and managing driving schools.

The Corporation has also agreed not to issue any
additional common shares in the Corporation's
stock to insiders, directors without the
Licensor's approval.   Additionally, any and all
future financings will be offered to the Licensor
prior to outside fullment.   There will be no
issuance of preferred shares and/or warrants to
insiders of the Corporation for at least five (5)
years from November 24, 1998.

<PAGE>6

Competition.  The driving schools industry is
currently experiencing a limited degree of
competition with regard to availability, price,
service, quality and location.  There are two
well-established market leaders (Richard Petty
Driving Experience and the Skip Barber Driving
School) that are nationally recognized and which
possess substantially greater financial, marketing
personnel and other resources than the
Corporation.    There are also a small number of
local or regional schools.  Virtual reality
driving experiences are also becoming more and
more realistic and therefore a growing competitor.
It is also likely that other competitors will
emerge in the near future.   There is no assurance
that the Corporation will compete successfully
with other established driving schools.   The
Corporation shall compete on the basis of
availability, price, service, quality and
location.  Inability to compete successfully might
result in increased costs, reduced yields and
additional risks to the investors herein.

Employees.   The Corporation employs seven full
time employees responsible for securing the
Driving Adventure locations, procurement of
equipment, racecars, and the development and
implementation of the Corporation's marketing
plan.    Each active location has up to 10
employees including but not limited to two
mechanics, two driving instructors, two
administrators, a flagman, two salesmen, an
accountant and a site manager.

Additional employees and/or independent
contractors will be obtained as required.

Seasonal Nature of Business Activities.   The
Corporation's operations have shown to be seasonal
partly because some track locations may only
operate on certain days or certain times of the
year.  Primarily, this is due to the weather.  It
is the Corporation's plans to run more tracks in
the south during the winter.  The Corporation
expects a steady revenue stream throughout the
year.

Government Regulation.    The Corporation does not
currently need any government approval of our
services.  The Corporation is not aware of any
existing or probable governmental regulations on
our business or industry.  The Corporation is
required to maintain a minimum of five million
dollars($5,000,000) of liability insurance,



<PAGE>7


worker's compensation and property and casualty
insurance. Currently the company has one hundred
million dollars ($100,000,000) of liability.

ITEM 2.  PROPERTIES.

The Corporation's executive offices are located at
3660 Maguire Boulevard, Suite 101, Orlando,
Florida 32803.  The Corporation leases its office
facilities under an operating lease through April
15, 2000.  These facilities consist of 2000 square
feet and are leased at the monthly lease rate of
$2,300.  The Corporation also leases a garage in
Denver, NC located at 4279 Burnwood Trail,Denver,
NC 28037.


ITEM 3.    LEGAL PROCEEDINGS.

The Company is not involved in any legal
proceedings at this date.

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

During the fourth quarter of the fiscal year
ended June 30, 2001, no matters were submitted to
a vote of Jarrett/Favre's security holders,
through the solicitation of proxies.





<PAGE>8
                  PART II

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

Market Information.    The Corporation began
trading publicly on the NASD Over the Counter
Bulletin Board on June 22, 2000.

The following table sets forth the range of high
and low bid quotations for the Company's common
stock as reported on the NASD Bulletin Board, by
Wienstock Securities, Paragon Securities, Sharpe
Capital, Herzog Securities, Nite Securities, Mayer
Shweitzer, GVR Capital, Fleet Securities and
Program.    The quotations represent inter-dealer
prices without retail markup, markdown or
commission, and may not necessarily represent
actual transactions.
<TABLE>
<CAPTION>
        Quarter  Ended                 High Bid             Low Bid
                <S>                      <c>                  <c>

             6/30/00                     2 7/8                 2
             9/30/00                     1 1/8               1 3/4
            12/31/00                     1 7/16              1 1/4
             3/31/00                      15/16               13/16
             6/30/01                      29/32               29/32
</TABLE>

The Corporation has never paid any cash dividends
nor does it intend, at this time, to make any cash
distributions to its shareholders as dividends in
the near future.

As of September 30, 2001, the number of holders of
Corporation's common stock is 244.

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

Trends and Uncertainties.  Demand for the
Corporation's products are dependent on, among
other things, general economic conditions which
are cyclical in nature.  Inasmuch as a major
portion of the Corporation's activities are the
receipt of revenues from its driving school
services and products, the Corporation's business
operations may be adversely affected by the
Corporation's competitors and prolonged
recessionary periods.

There are no known trends, events or uncertainties
that have or are reasonably likely to have a
material impact on the corporation's short term or

<PAGE>9

long term liquidity.  Sources of liquidity both
internal and external will come from the sale of
the corporation's products as well as the private
sale of the company's stock.  There are no material
commitments for capital expenditure at this time.
There are no trends, events or uncertainties that
have had or are reasonably expected to have a
material impact on the net sales or revenues or
income from continuing operations.  There are no
significant elements of income or loss that do not
arise from the Corporation's continuing operations.
There are no known causes for any material changes
from period to period in one or more line items of
the corporation's financial statements.

The Corporation currently has classes planned
through December, 2001.

Capital and Source of Liquidity.   The Corporation
currently has no material commitments for capital
expenditures.  The Corporation has no plans for
future capital expenditures such as additional
race cars at this time.

The Corporation anticipates in addition to
revenues to raise additional capital to conduct
operations during the next twelve(12) months.  The
corporation intends to raise the necessary capital
through the private sale of stock.  The
Corporation believes that there will be sufficient
capital from revenues and the private sale of
stock to conduct operations for the next
twelve(12) months.

Presently, the Corporation's revenue comprises
eighty(80) percent of the total cash necessary to
conduct operations.  The remaining twenty(20)
percent of the cash necessary to conduct
operations will come from the private sale of
stock.  Future revenues from classes and events
will determine the amount of offering proceeds
necessary to continue operations.

The board of directors has no immediate offering
plans in place.  The board of directors shall
determine the amount and type of offering as the
Corporation's financial situation dictates.

For the year ended June 30, 2001, the Corporation
acquired plant and equipment of $69,111 resulting
in net cash used in investing activities of
$69,111.


<PAGE>10

For the year ended June 30, 2000, the Corporation
acquired plant and equipment of $39,840 resulting
in net cash used in investing activities of
$39,840.

For the year ended June 30, 2001, the Corporation
sold or subscribed common stock for cash of
$210,000.   For the year ended June 30, 2001, the
Corporation received proceeds from officer
advances of $127,308.   The Corporation repaid
$9,692 of long-term debt.   As a result, the
Corporation had net cash provided by financing
activities of $327,616.

For the year ended June 30, 2000, the Corporation
sold or subscribed common stock for cash of
$448,500.   The Corporation repurchased officers
shares for $1,000.   For the year ended June 30,
2000, the Corporation received proceeds from
officer advances of $50,000 and repaid $5,000 of
that advance.   The Corporation repaid $4,086 of
long-term debt.   As a result, the Corporation had
net cash provided by financing activities of
$488,414.

On a long term basis, liquidity is dependent on
continuation of operation and receipt of revenues.

Results of Operations.    For the year ended June
30, 2001, the Corporation had sales of $914,785
with cost of sales of $670,419 for a gross profit
of $244,366.

For the year ended June 30, 2001, the Corporation
had general and administrative expenses of
$1,249,478.  These expenses consisted of
advertising expense of $37,523, amortization of
service contracts of $94,107, compensation of
officers of $120,000, consulting expenses of
$306,200, depreciation of $113,464, printing costs
of $979, professional fees of $26,041, rent of
$74,553, salaries and wages of $182,493, telephone
expense of $18,323, travel expenses of $245 and
other expenses of $275,547.

For the year ended June 30, 2000, the Corporation
had sales of $624,909 with cost of sales of
$489,295 for a gross profit of $135,614.

For the year ended June 30, 2000, the Corporation
had general and administrative expenses of
$1,743,054.  These expenses consisted of
advertising expense of $77,802, amortization of
service contracts of $94,107, compensation of

<PAGE>11

officers of $219,000, consulting expenses of
$765,000, depreciation of $88,126, printing costs
of $5,291, professional fees of $21,700, rent of
$76,962, salaries and wages of $270,679, telephone
expense of $34,327, travel expenses of $9,983 and
other expenses of $80,077.

The Corporation shall focus on limiting its
administrative costs.

Plan of Operation.  The Corporation may experience
problems; delays, expenses and difficulties
sometimes encountered by an enterprise in the
Corporation's stage, many of which are beyond the
Corporation's control.  These include, but are not
limited to, unanticipated problems relating to
additional costs and expenses that may exceed
current estimates and competition.

The Corporation is not delinquent in any of its
obligations even though the Corporation has
generated limited operating revenues.  The
Corporation intends to market its products and
services utilizing cash made available from the
private sale of its securities and operations. The
Corporation's management is of the opinion that
the proceeds of the sales of its securities and
future revenues will be sufficient to pay its
expenses for the next twelve months.


ITEM 7. FINANCIAL STATEMENTS AND
        SUPPLEMENTARY DATA

Financial Statements

The response to this item is being submitted as a
separate section of this report beginning on page
20.

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

There have not been any changes in or
disagreements with accountants on accounting and
financial disclosure.



<PAGE>12
             PART III

ITEM 9.    DIRECTORS AND EXECUTIVE OFFICERS OF
THE COMPANY

Board of Directors.  The following persons listed
below have been retained to provide services as
director until the qualification and election of
his successor.  All holders of Common Stock will
have the right to vote for Directors of the
Corporation.  The Board of Directors has primary
responsibility for adopting and reviewing
implementation of the business plan of the
Corporation, supervising the development business
plan, review of the officers' performance of
specific business functions.  The Board is
responsible for monitoring management, and from
time to time, to revise the strategic and
operational plans of the Corporation.    Directors
receive no cash compensation or fees for their
services rendered in such capacity.

Mr. Shannon, Mr. Rosenbloom and Mr. Glenn Jarrett
are full time employees of the Corporation.

The Executive Officers and Directors are:
<TABLE>
<CAPTION>
Name                                Position                      Term(s) of Office

                                   <c>                                <c>
Timothy B. Shannon, age 39        President, Director            Inception to Present
                               Chief Executive Officer

Brian C. Rosenbloom, age 40        Vice President                Inception to Present
                             Secretary/Treasurer/Director
                                Chief Financial Officer

Glenn Jarrett, age 50          Chief Operating Officer           Inception to Present
                                      Director
</TABLE>

Resumes:

Timothy B. Shannon.   Mr. Shannon has been
President, Director and Chief Executive Officer of
the Corporation since its inception.  Previously,
Mr. Shannon has been employed in the investors
relations industry and currently serves as Vice
President and a principal of Shannon/Rosenbloom
Marketing, an Orlando, Florida investor relations
firm.   From 1992 to 1994, Mr. Shannon was an
investment advisor with Great Western Financial
Securities and Hearn Financial, a Corporation that
he co-founded.   Mr. Shannon spent six years as a



<PAGE>13

systems engineer and marketing representative with
IBM after graduating in 1983 from the University
of South Florida with a degree in Computer
Science.

Brian C. Rosenbloom.   Mr. Rosenbloom has been
Secretary/Treasurer, Vice President, Chief
Financial Officer and a Director of the
Corporation since its inception.   Previously, Mr.
Rosenbloom has been in the investor relations
industry and currently acts as President and a
principal of Shannon/Rosenbloom Marketing, an
Orlando, Florida investor relations firm.    Prior
to that, Mr. Rosenbloom has been involved in the
investment and finance industry working in various
capacities.  Mr. Rosenbloom graduated from the
University of Albany in 1982.

Glenn Jarrett.  Mr. Jarrett has been Chief
Operating Officer and a Director of the
Corporation since its inception.  Mr. Jarrett
works as an auto racing announcer and consultant.
Mr. Jarrett has been a senior motorsports
announcer for TNN since 1991.  He is a motorsports
announcer (Pits) at contracted events and is the
co-producer and co-host of the "World of Racing"
radio program on MRN radio which airs weekdays.
Mr. Jarrett has an extensive background in auto
racing.   He drove in the NASCAR Busch Series from
1982 to 1988 and ran a total of eighteen (18)
NASCAR Winston Cup Races from 1977 to 1983.   Mr.
Jarrett is the acting consultant and marketing
coordinator for DAJ Racing, Inc. and has been a
guest speaker at many auto racing and related
functions.  Mr. Jarrett graduated from the
University of North Carolina in 1972 with a
Bachelor of Science degree in Business
Administration.

Indemnification.  The Corporation shall indemnify
to the fullest extent permitted by, and in the
manner permissible under the laws of the State of
Florida, any person made, or threatened to be
made, a party to an action or proceeding, whether
criminal, civil, administrative or investigative,
by reason of the fact that he is or was a director
or officer of the Corporation, or served any other
enterprise as director, officer or employee at the
request of the Corporation.  The Board of
Directors, in its discretion, shall have the power
on behalf of the Corporation to indemnify any
person, other than a director or officer, made a



<PAGE>14

party to any action, suit or proceeding by reason
of the fact that he/she is or was an employee of
the Corporation.

Insofar as indemnification for liabilities arising
under the Act may be permitted to directors,
officers and controlling persons of the
Corporation, the Corporation has been advised that
in the opinion of the Securities and Exchange
Commission such indemnification is against public
policy as expressed in the Act and is, therefore,
unenforceable.   In the event that a claim for
indemnification against such liabilities (other
than the payment by the Corporation of expenses
incurred or paid by a director, officer or
controlling person of the Corporation in the
successful defense of any action, suit or
proceedings) is asserted by such director,
officer, or controlling person in connection with
any securities being registered, the Corporation
will, unless in the opinion of its counsel the
matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the
question whether such indemnification by it is
against public policy as expressed in the Act and
will be governed by the final adjudication of such
issues.

INDEMNIFICATION OF OFFICERS OR PERSONS CONTROLLING
THE CORPORATION FOR LIABILITIES ARISING UNDER THE
SECURITIES ACT OF 1933, IS HELD TO BE AGAINST
PUBLIC POLICY BY THE SECURITIES AND EXCHANGE
COMMISSION AND IS THEREFORE UNENFORCEABLE.

ITEM 10.   EXECUTIVE COMPENSATION

Since inception, the following cash compensation
has been paid by the Corporation to its officers
and directors, during which there were three (3)
officers and three (3) directors.
<TABLE>
<CAPTION>
                                                                    Long Term Compensation
                       Annual Compensation                            Awards               Payouts
 (a)                    (b)     (c)            (d)      (e)      (f)     (g)      (h)            (i)
                                                       Other                                    All
Name                                                   Annual Restricted         LTIP           Other
and                                                    Compen-   Stock  Options/ Pay-          Compen-
Principal                       Salary        Bonus    sation    Awards  SARs    Outs          sation
Position                Year      ($)          ($)       ($)       ($)   ($)     ($)             ($)

                     <c>       <c>          <c>       <c>       <c>    <c>    <c>             <c>

Timothy B. Shannon
President
Chief Executive Officer  1999     $60,000              $30,000(1)
                         2000     $60,000                  (2)
                         2001     $60,000



<PAGE>15

Brian C. Rosenbloom
Vice President
Secretary/Treasurer
Chief Financial Officer  1999     $60,000             $30,000(1)
                         2000     $60,000                  (2)
                         2000     $60,000
Glenn Jarrett(3)
Chief Operating Officer  1999    $35,000
                         2000          0
                         2001          0
</TABLE>

(1) At inception, the Corporation issued 6,000,000
Common Shares valued at $60,000 in lieu of cash
payment for services to Mr. Shannon ($30,000) and
Mr. Rosenbloom ($30,000).

(2)Mr. Shannon and Mr. Rosenbloom returned 50,000
shares each to the Corporation for cash in the
aggregate of $99,000.

(3)The Corporation has entered into an agreement
with Glenn Jarrett under which he will receive the
option to purchase 250,000 Common Shares of the
Corporation at an option exercise price of $2.50
per Common Share.   The term of the option is ten
years.

The Corporation retains the right to increase or
decrease the cash compensation of its employees as
necessitated by business conditions.

The Corporation has not entered into Employment
Agreements with its officers.

Board of Directors Compensation.  Currently board
members receive no special compensation for
meetings or time incurred.    Director liability
insurance may be provided to all members of the
Board of Directors.  No differentiation shall be
made for any further compensation of "outside
directors" and those officers of the Corporation
serving in that capacity.

Stock Option Plan.    The Corporation shall
implement an employee stock option program.   The
specifics of the plan have yet to be determined.


ITEM 11.   SECURITY OWNERSHIP OF CERTAIN
BENEFICIAL OWNERS AND MANAGEMENT

The following tabulates holdings of shares of the
Corporation by each person who, subject to the
above, at the date of this prospectus, holds of
record or is known by Management to own
beneficially more than 5.0% of the Common Shares
and, in addition, by all directors and officers of

<PAGE>16

the Corporation individually and as a group.
Each named beneficial owner has sole voting and
investment power with respect to the shares set
forth opposite his name.

              Shareholdings at Date of
                   This Prospectus
<TABLE>
<CAPTION>
                                                      Percentage of
                            Number & Class(1)          Outstanding
Name and Address                  of Shares           Common Shares

   
                             <c>                    <c>
Timothy Shannon                  3,000,000                 25.0%
3660 Maguire Blvd
Suite 101
Orland, Florida 32803

Brian Rosenbloom                 3,000,000                 25.0%
3660 Maguire Blvd
Suite 101
Orland, Florida 32803

Dale Jarrett                     1,500,000                 12.5%
3182 9th Tee Drive
Newton, NC 28658

Brett Favre                      1,500,000                 12.5%
132 Westover Drive
Hattiesburg, MS 39402

Ned Jarrett                      1,000,000                  8.0%
3182 9th Tee Drive
Newton, NC 28658

Glenn Jarrett                    1,000,000                  8.0%
3182 9th Tee Drive
Newton, NC 28658

All Directors & Officers
as a group (3 persons)           7,000,000                57.38%
</TABLE>
(1)Pursuant to Rule 13d-3 under the Securities
Exchange Act of 1934, as amended, beneficial
ownership of a security consists of sole or shared
voting power (including the power to vote or
direct the voting) and/or sole or shared
investment power (including the power to dispose
or direct the disposition) with respect to a
security whether through a contract, arrangement,
understanding, relationship or otherwise.   Unless
otherwise indicated, each person indicated above



<PAGE>17

has sole power to vote, or dispose or direct the
disposition of all shares beneficially owned,
subject to applicable unity property laws.


ITEM 12.    CERTAIN RELATIONSHIPS AND RELATED
TRANSACTIONS


Shannon/Rosenbloom Marketing will not conduct the
promotion and marketing for the Jarrett/Favre
Driving Adventure, Inc.  The Corporation has not
and does not intend to enter into any promotion
agreement with any company.

The Corporation has not acquired and does not plan
to acquire any assets from a promoter.

ITEM 13.    EXHIBITS, FINANCIAL STATEMENT
SCHEDULES, AND REPORTS ON FORM 8-K

     (A)    FINANCIAL STATEMENTS AND SCHEDULES

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

Report of Independent Public Auditors..........
Balance Sheet..................................
Statement of Operations........................
Statement of Stockholder's Equity..............
Statement of Comprehensive Loss
Statement of Cash Flows........................
Notes to Financial Statements..................

Schedules Omitted:    All schedules other than
those shown have been omitted because they are
not applicable, not required, or the required
information is shown in the financial  statements
or  notes  thereto.





<PAGE>18

INDEPENDENT AUDITOR'S REPORT


Board of Directors and Shareholders
The Jarrett/Favre Driving Adventure, Inc.


We have audited the balance sheet of The
Jarrett/Favre Driving Adventure, Inc. as of
June 30, 2001, and the related statements
of operations, stockholders' equity and
cash flows for years ended June 30, 2001
and 2000.  These financial statements are
the responsibility of the Company's
management. Our responsibility is to
express an opinion on these financial
statements based on our 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 provide a
reasonable basis for our opinion.

In our opinion, the financial statements
referred to above, present fairly, in all
material respects, the financial position
of The Jarrett/Favre Driving Adventure,
Inc. as of June 30, 2001, and the related
statements of operations, stockholders'
equity and cash flows for the years ended
June 30, 2001 and 2000, in conformity with
generally accepted accounting principles.


James E. Scheifley & Associates, P.C.
Certified Public Accountants

Englewood, Colorado
August 30, 2001



<PAGE>19

         The Jarrett/Favre Driving Adventure, Inc.
                       Balance Sheet
                       June 30, 2001

                          ASSETS
<TABLE>
<CAPTION>
Current assets:

                                                              <c>
  Cash                                                      $     6,274
  Accounts receivable                                             5,634
  Inventory                                                       9,434
  Prepaid expenses                                               83,741
                                                            -----------
      Total current assets                                      105,083

Property and equipment, at cost, net of
  accumulated depreciation of $197,888                          453,437

Other assets                                                      7,320
                                                            -----------
                                                            $   565,840
           LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Current portion of long-term debt                         $    18,568
  Accounts payable                                              182,187
  Accrued expenses                                               48,199
  Accrued salaries - officers                                   240,000
  Deferred revenue                                              114,813
  Officer advances                                              172,308
                                                             ----------
      Total current liabilities                                 776,075

Long-term debt                                                   69,249

Commitments and contingencies (Note 6)

Stockholders' equity:
 Common stock, $.01 par value,
 100,000,000 shares authorized,
  13,738,500 shares issue and outstanding                       137,385
 Additional paid-in capital                                   3,232,784
 Subscriptions to common stock                                   10,000
 Unearned services                                             (687,502)
 Deficit                                                     (2,972,151)
                                                            -----------
                                                               (279,484)
                                                            -----------
                                                            $   565,840
</TABLE>


     See accompanying notes to financial statements.

<PAGE>20

      The Jarrett/Favre Driving Adventure, Inc.
               Statements of Operations
      For The Years Ended June 30, 2001 and 2000
<TABLE>
<CAPTION>
                                                           2001           2000

                                                         <c>            <c>
Sales                                                  $  914,785    $   624,909
Cost of sales and services                                670,419        489,295
                                                       ----------    -----------
Gross profit                                              244,366        135,614

 General and administrative expenses:
  Advertising expense                                      37,523         77,802
  Amortization of service contracts                        94,107         94,107
  Compensation of officers                                120,000        219,000
  Consulting expenses                                     306,200        765,000
  Depreciation                                            113,464         88,126
  Printing costs                                              979          5,291
  Professional fees                                        26,041         21,700
  Rent                                                     74,553         76,962
  Salaries and wages                                      182,493        270,679
  Telephone expense                                        18,323         34,327
  Travel expenses                                             245          9,983
  Other                                                   275,547         80,077
                                                       ----------     ----------
      Total                                             1,249,478      1,743,054
                                                       ----------     ----------
(Loss) from operations                                 (1,005,112)    (1,607,440)

Other income and (expense):
 Interest expense                                         (10,173)        (2,175)
 Interest income                                             -               104
 Other income                                               6,828          1,326
                                                       ----------     ----------
                                                           (3,345)          (745)
                                                       ----------     ----------
(Loss) before taxes                                    (1,008,457)    (1,608,185)
Income taxes                                                 -              -
                                                       ----------     ----------

  Net (loss)                                          $(1,008,457)   $(1,608,185)

Per share information:

Basic and diluted (loss) per share                     $    (0.08)   $    (0.13)

Weighted average shares outstanding                    13,422,250    12,424,000

</TABLE>


   See accompanying notes to financial statements.



<PAGE>21
        The Jarrett/Favre Driving Adventure, Inc.
      Statement of Changes in Stockholders' Equity
       For The Years Ended June 30, 2001 and 2000
<TABLE>
<CAPTION>
                                Additional
                 Common Stock     Paid-in  Stock Sub- Unearned
ACTIVITY      Shares     Amount   Capital  scriptions Services    Deficit     Total
              ------     ------ ---------- ---------- --------    -------     -----

             <c>        <c>       <c>      <c>         <c>        <c>       <c>
Balance June
 30, 1999  12,200,000  $ 122,000 $1,549,669 $      - $(870,836)  $ (355,509) $ 445,324

Shares issued
  for cash    348,500      3,485    345,015                                    348,500

Common stock
 subscribed
 for property
 and services                                795,000                           795,000

Common stock
 subscribed
 for cash                                    100,000                           100,000

Repurchase of
 officers
  shares    (100,000)     (1,000)                                              (1,000)

Amortization of
 unearned services                                      91,667                 91,667

Net loss for the
 year ended
 June 30, 2000                                                 (1,608,185) (1,608,185)
         -----------   ---------  --------- --------  -------- ----------  ----------
Balance June
 30, 2000 12,448,500     124,485  1,894,684  895,000  (779,169)(1,963,694)    171,306

Shares issued
  for cash   200,000       2,000    198,000                                   200,000

Shares issued
  for services
             195,000        1,950   254,050                                   256,000

Common stock subscribed
   for services                               10,000                           10,000

Issuance of
  subscribed shares
             895,000        8,950   886,050                                  (895,000)
Amortization of
  unearned services                                     91,667                 91,667
</TABLE>


<PAGE>22

        The Jarrett/Favre Driving Adventure, Inc.
      Statement of Changes in Stockholders' Equity
       For The Years Ended June 30, 2001 and 2000
                      Continued
<TABLE>
<CAPTION>
                                Additional
                 Common Stock     Paid-in  Stock Sub- Unearned
ACTIVITY      Shares     Amount   Capital  scriptions Services    Deficit     Total
              ------     ------ ---------- ---------- --------    -------     -----

            <c>        <c>        <c>      <c>        <c>        <c>        <c>
Net loss for
 the year ended
  June 30, 2001                                                (1,008,457) (1,008,457)
           ---------     -------- ---------- -------- -------- ----------  ----------
Balance June
 30, 2001 13,738,500     $137,385 $3,232,784  $10,000 (687,502) $(2,972,151)$(279,484)
</TABLE>
   See accompanying notes to financial statements.




<PAGE>23
        The Jarrett/Favre Driving Adventure, Inc.
                Statements of Cash Flows
       For The Years Ended June 30, 2001 and 2000
<TABLE>
<CAPTION>
                                                               2001             2000

                                                             <c>              <c>
Net (loss)                                                $ (1,008,457)   $(1,608,185)
  Adjustments to reconcile net (loss) to net
   cash provided by (used in) operating activities:
   Depreciation and amortization                               207,571        182,233
   Common stock issued for services                            256,000        765,000
   Sponsorship revenue                                            -           (82,830)
   Loss on sale of vehicle                                        -               582
Changes in assets and liabilities:
    (Increase) decrease in accounts receivable                  (3,762)        (1,872)
    (Increase) decrease in inventory                             3,707          1,255
    (Increase) in prepaid expenses                             (36,531)       (22,200)
    Increase in deferred revenue                                 6,351        108,462
    Increase in accounts payable and
        accrued expenses                                       245,575        160,276
                                                           -----------   ------------
       Total adjustments                                       678,911
1,110,906
                                                           -----------   ------------
  Net cash (used in)
   operating activities                                       (329,546)      (497,279)

Cash flows from investing activities:
   Acquisition of plant and equipment                          (69,111)       (39,480)
                                                           -----------   ------------
Net cash (used in) investing activities
 investing activities                                          (69,111)       (39,840)

Cash flows from financing activities:
   Common stock sold or subscribed for cash                    210,000        448,500
   Repurchase of officers shares                                  -            (1,000)
   Proceeds from officer advance                               127,308         50,000
   Repayment of officer advance                                   -            (5,000)
   Repayment of long-term debt                                  (9,692)        (4,086)
                                                           -----------   ------------
  Net cash provided by
   financing activities                                        327,616        488,414
                                                           -----------   ------------

Increase (decrease) in cash                                   (71,041)        (48,705)
Cash and cash equivalents,
 beginning of period                                           77,315         126,020
                                                           ----------    ------------
Cash and cash equivalents,
 end of period                                            $     6,274    $     77,315
</TABLE>

    See accompanying notes to financial statements.



<PAGE>24
        The Jarrett/Favre Driving Adventure, Inc.
                Statements of Cash Flows
       For The Years Ended June 30, 2001 and 2000
<TABLE>
<CAPTION>
                                                               2001            2000

                                                            <c>             <c>
Supplemental cash flow information:
   Cash paid for interest                                 $   6,254       $   2,175
   Cash paid for income taxes                             $    -          $    -


Non-cash Investing and Financing Activities:
   Vehicles acquired for stock subscription               $    -          $  30,000
   Vehicles acquired for notes payable                    $  70,793       $  26,717
</TABLE>


    See accompanying notes to financial statements.









<PAGE>25

The Jarrett/Favre Driving Adventure, Inc.
Notes to Financial Statements
June 30, 2000

Note 1. Organization and Summary of Significant
Accounting Policies.

The Company was incorporated in Florida on
November 24, 1998 and has elected to be taxed as a
"C" corporation.   The Company offers the "NASCAR"
driving experience to the public.  The Company
owns several 'NASCAR" type automobiles and has
secured several racetrack locations at which it
offers these services at various dates during the
year.

     Inventory:
Inventory is valued at the lower of cost or market
on a first-in first-out basis and consists
primarily of finished goods and includes primarily
promotional items that bear the Company's logo.

     Property, Plant and Equipment:
Property, plant and equipment are recorded at cost
and are depreciated based upon estimated useful
lives using the straight-line method. Estimated
useful lives range from 3 to 5 years for furniture
and fixtures and from 5 to 10 years for equipment.

     Revenue Recognition:
Revenue is recognized at the time the product is
delivered or the service is performed. Provision
for sales returns will be estimated based on the
Company's historical return experience, however
sales returns have not been significant due to the
nature of the services provided by the Company.

     Intangible Assets and Long Lived Assets:
The Company makes reviews for the impairment of
long-lived assets and certain identifiable
intangibles whenever events or changes in
circumstances indicate that the carrying amount of
an asset may not be recoverable.  Under SFAS No.
121, an impairment loss would be recognized when
estimated future cash flows expected to result from
the use of the asset and its eventual disposition
is less than its carrying amount.  No such
impairment losses have been identified by the
Company for the period ended June 30, 2001.

      Cash:
For purposes of the statement of cash flows, the
Company considers all highly liquid debt
instruments purchased with a maturity of three
months or less to be cash equivalents.

<PAGE>26

     Estimates:
The preparation of the Company's financial
statements requires management to make estimates
and assumptions that affect the amounts reported in
the financial statements and accompanying notes.
Actual results could differ from these estimates.

     Advertising costs:
Advertising costs are charged to operations when
the advertising first takes place. Advertising
costs charged to operations were $37,523 and
$77,802 for the years ended June 30, 2001 and 2000,
respectively.

     Fair value of financial instruments
The Company's short-term financial instruments
consist of cash and cash equivalents, accounts and
loans receivable, and payables and accruals.  The
carrying amounts of these financial instruments
approximates fair value because of their short-
term maturities.  Financial instrument that
potentially subjects the Company to a
concentration of credit risk consists principally
of cash.  During the year the Company maintained
cash deposits at financial institutions in excess
of the $100,000 limit covered by the Federal
Deposit Insurance Corporation.  The Company does
not hold or issue financial instruments for
trading purposes nor does it hold or issue
interest rate or leveraged derivative financial
instruments

     Stock-based Compensation
The Company adopted Statement of Financial
Accounting Standard No. 123 (FAS 123), Accounting
for Stock-Based Compensation at its inception.
Upon adoption of FAS 123, the Company continued to
measure compensation expense for its stock-based
employee compensation plans using the intrinsic
value method prescribed by APB No. 25, Accounting
for Stock Issued to Employees. The Company paid
stock based compensation during the period ended
June 30, 2001 as described in Note 4.

New Accounting Pronouncements
SFAS No. 130, "Reporting Comprehensive Income",
establishes guidelines for all items that are to
be recognized under accounting standards as
components of comprehensive income to be reported
in the financial statements.  The statement is
effective for all periods beginning after December
15, 1997 and reclassification financial statements
for earlier periods will be required for
comparative purposes.  The adoption of SFAS No.

<PAGE>27

130 has had no impact on the Company. The Company
has not engaged in transactions that would
generate other comprehensive income as defined in
the statement and, therefore, there is no
difference between the Company's comprehensive
income and net income.

Effective December 31, 1998, the Company adopted
SFAS No. 131, Disclosures about Segments of an
Enterprise and Related Information ("SFAS 131").
SFAS 131 superseded SFAS No. 14, Financial
Reporting for Segments of a Business Enterprise.
SFAS 131 establishes standards for the way that
public business enterprises report information
about operating segments in annual financial
statements and requires that those enterprises
report selected information about operating
segments in interim financial reports. SFAS 131
also establishes standards for related disclosures
about products and services, geographic areas, and
major customers. To date, the Company has operated
in one business segment as defined by the
statement.

Effective December 31, 1998, the Company adopted
the provisions of SFAS No. 132, Employers'
Disclosures about Pensions and Other Post-
retirement Benefits ("SFAS 132"). SFAS 132
supersedes the disclosure requirements in SFAS No.
87, Employers' Accounting for Pensions, and SFAS
No. 106, Employers' Accounting for Post-retirement
Benefits Other Than Pensions. The overall objective
of SFAS 132 is to improve and standardize
disclosures about pensions and other post-
retirement benefits and to make the required
information more understandable. The Company has to
date not adopted benefit plans that would require
the disclosures prescribed by the statement.

In June 1998, the Financial Accounting Standards
Board issued SFAS No. 133, Accounting for
Derivative Instruments and Hedging Activities
("SFAS 133"), which is required to be adopted in
years beginning after June 15, 1999. SFAS 133 will
require the Company to recognize all derivatives on
the balance sheet at fair value. Derivatives that
are not hedges must be adjusted to fair value
through income. If the derivative is a hedge,
depending on the nature of the hedge, changes in
the fair value of derivatives will either be offset
against the change in fair value of hedged assets,
liabilities, or firm commitments through earnings
or recognized in other comprehensive income until
the hedged item is recognized in earnings. The

<PAGE>28

ineffective portion of a derivative's change in
fair value will be immediately recognized in
earnings.

Management believes that the adoption of SFAS No.
133 had no impact on the Company, as the Company
has not engaged in transactions that would are
whose accounting treatment is prescribed by the
statement.

Note 2.  Property, Plant and Equipment.

Property, plant and equipment consists of the
following at June 30,
2001:

Office furniture an equipment    $  22,226
Shop and track equipment            95,971
Race vehicles                      424,064
Vehicles - other                   109,036
                                 ---------
                                   651,324
Less accumulated depreciation     (197,888)
                                 ---------
                                 $ 453,437

Depreciation charged to operations was $113,464 and
$88,126 for the years ended June 30, 2001 and 2000,
respectively.

Note 3.  Other Assets

Other assets at June 30, 2001 consist of
principally of costs associated with the
development of the Company's internet web site and
the software component thereof which will enable
the Company to offer its services and arrange for
payment therefore electronically.  The Company is
amortizing these costs over a five-year period that
began at July 1, 1999.  Amortization expense
recorded during the year ended June 30, 2001 and
2000 amounted to $2,440 for each period.

Note 4. Stockholders' Equity

During December 1998 the Company negotiated
personal service contracts with certain members of
the Jarrett family and Bret Favre.  The Jarretts
and Favre have had a prior business relationship
related to automobile racing.  The contracts
require the individuals to provide personal
appearances and to participate in the advertising



<PAGE>29

and promotional efforts of the Company for a period
of ten years.  The Company issued an aggregate of
5,500,000 shares in connection with the personal
service contracts.

The unearned services under the contracts aggregate
$687,502 at June 30, 2001 and are classified as a
reduction of stockholders' equity.  Services
charged to expense during the years ended June 30,
2001 and 2000 amounted to $91,667 for each period.
The services will be charged to expense ratably
over the remaining terms of the contracts (7.5
years).

During June 2001, the Company issued 200,000 shares
of its restricted common stock to an unrelated of
investor for cash at $1.00 per share.  Also in June
2001, the Company received $10,000 in cash pursuant
to a stock subscription agreement with an unrelated
individual for the purchase of 10,000 shares of
restricted common stock.  Additionally during 2001,
the Company authorized the issuance of 195,000
shares of its common stock to employees,
consultants and others for services rendered to the
Company during the year.  Aggregate expense related
to the shares issued for services amounted to
$256,000 and was based upon the trading value of
the Company's common stock at the date the shares
were authorized by the Company's Board of
Directors.

During November 2000, the Company issued 348,500
shares of its restricted common stock to a limited
group of investors for cash at $1.00 per share.
Additionally during 2000, the Company authorized
the issuance of 765,000 shares of its common stock
to employees, consultants and others for services
rendered to the Company during the year.

The shares are valued at $1.00 per share, which the
Company believes is the fair value of its common
stock at the date the stock issuances were approved
by the Board of Directors.  Additionally, the
Company received subscriptions for an aggregate of
100,000 shares of common stock for $ 100,000 in
cash and 30,000 shares which will be issued for the
purchase of additional race vehicles.  The
subscribed shares were issued during the year ended
June 30, 2001.

Additionally during the year ended June 30, 2000
the Company issued options to purchase 400,000
shares of the Company's common stock to four
consultants in recognition of services performed at

<PAGE>30

an exercise price of between $1.00 and $2.00 per
share.  There was no difference between the
exercise price of the options and the fair value of
the stock at the vesting date signifying the
completion of the services as approved by the
Company's Board of Directors.

The Company has an aggregate of 200,000 options to
purchase common stock at $1.00 per share and
200,000 options to purchase common stock at $2.00
per share outstanding at June 30, 2001.  No options
were exercised during the year ended June 30, 2001.
No additional options were granted during the year
ended June 30, 2001.

The weighted average fair value at the date of
grant for options granted during 2000 as described
above was $.05 per option.  The fair value of the
options at the date of grant was estimated using
the Black-Scholes model with assumptions as
follows:

                               2000
Market value                  $1.00
Expected life in years        1 - 2
Interest rate                   7.5%
Volatility                       10%
Dividend yield                 0.00%

Stock based compensation costs would have increased
pretax losses by $16,792 ($.01 per share) if the
fair value of the options granted during those
years had been recognized as compensation expense.

Note 5. Income Taxes.

Deferred income taxes may arise from temporary
differences resulting from income and expense items
reported for financial accounting and tax purposes
in different periods. Deferred taxes are classified
as current or non-current, depending on the
classifications of the assets and liabilities to
which they relate. Deferred taxes arising from
temporary differences that are not related to an
asset or liability are classified as current or
non-current depending on the periods in which the
temporary differences are expected to reverse.  The
Company had no significant deferred tax items arise
during any of the periods presented.

The Company has not provided for income taxes
during any period presented as a result of an
operating loss. The Company has a net operating
loss carryforward at June 30, 2001 of approximately

<PAGE>31

$2,966,000 that will expire $350,000 in 2019 and
$1,608,000 in 2020 and $1,008,000 in 2021.  The
Company has fully reserved the deferred tax asset
that would arise from the loss carryforward since
the Company believes that it is more likely than
not that future income from operations will not be
available to utilize the deferred tax asset.  The
deferred tax asset and the related reserve are as
follows:

<TABLE>
<CAPTION>

                                     <c>
Deferred tax asset
 Tax benefit of net operating loss    $ 1,008,000
 Less valuation allowance              (1,008,000)
                                       ----------
Net deferred tax asset                 $        -
</TABLE>
During the year ended June 30, 2001 the valuation
allowance for deferred tax assets increased by
$343,000.

Note 6. Long-term Debt

The Company has three vehicle purchase contracts
outstanding at June 30, 2001 having an outstanding
balance at that date of $87,817.  The loans are
due in monthly installments of $2,114 including
interest at from 7.9% to 10% through April 2006.
Three support vehicles collateralize the loans.
Principal repayments are due as follows: $18,568
in 2002, $20,270 in 2003, $22,126 in 2004, $15,606
in 2005 and $11,248 in 2006.

Note 7. Commitments and contingencies

Operating leases:
The Company leases its office and garage
facilities on a month to month basis.
Additionally, the Company has operating leases
associated with vehicles with a terms ending in
April 2003. Minimum future rentals payable under
the leases are as follows:

Year                         Amount
2002                      $  35,897
2003                      $  15,934

Rent expense amounted to $74,553 and $76,962 for
the years ended June 30, 2001 and 2000,
respectively.




<PAGE>32

Note 8.  Related Party Transactions

During the year ended June 30, 2000, the Company's
president advanced $50,000 in cash to the Company
of which $5,000 was repaid prior to June 30, 2000

During the year ended June 30, 2001, certain the
Company's officers and directors advanced an
aggregate of $127,308 in cash to the Company.  The
aggregate balance of all advances amounted to
$172,308 at June 30, 2001.  Certain of the advances
bear interest at 9% per year. The advances are
expected to be repaid currently.

At June 30, 2001, the Company had accrued salary
for two of its officers aggregating $240,000. The
offices are due $60,000 per year in annual salary.

Note 9.  Business Segments and Related Information

The Company offers a "NASCAR" type driving
experience to the general public at racetrack
locations in the United States.  To date its
revenues have consisted of sales from the driving
program and sales of promotional type apparel
bearing the Company's logo.  The Company expects to
continue sales of these items in conjunction with
its driving experience business and does not expect
that such sales will constitute a separate business
segment. Sales of promotional items amounted to
$17,078 and $26,045 during the years ended June 30,
2001 and 2000, respectively.

To date the Company has had no foreign sales and
has no long-lived assets outside of the United
States.



(b)    List of Exhibits

The following exhibits are filed with this report:

  None





 (B)    REPORTS ON FORM 8-K
          None




<PAGE>33

                  SIGNATURES

Pursuant to the requirements of Section 13 or
15(d) of the Securities Exchange Act of 1934, as
amended, the Company has duly caused this Report
to be signed on its behalf by the undersigned
duly authorized person.

Date:    October 14, 2001

Jarrett/Favre Driving Adventure, Inc.

/s/ Timothy Shannon
------------------------------
By: Timothy Shannon, President

Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, this report has
been signed below by the following persons on
behalf of the Company and in the capacities and
on the dates indicated.
<TABLE>

                                                               <c>
/s/Timothy B. Shannon           Principal Executive Officer   October 14, 2001
-------------------                     Director

/s/Brian C. Rosenbloom            Principal Financial Officer
                                    Controller/Director       October 14, 2001

/s/Glenn Jarrett                        Director              October 14, 2001
-------------------
</TABLE>