SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549

                           FORM 10-KSB

       [X]  Annual report under Section 13 or 15(d) of the
                 Securities Exchange Act of 1934
               For the year ended December 31, 2000

                               OR

     [  ] Transition report under Section 13 or 15(d) of the
                 Securities Exchange Act of 1934
                Commission File Number:  0-21394

               Developed Technology Resource, Inc.

     Minnesota                                41-1713474
State of Incorporation                  I.R.S. Employer
                                        Identification No.

                    5223 Industrial Boulevard
                     Edina, Minnesota  55439
              Address of Principal Executive Office

                         (952) 820-0022
                    Issuer's Telephone Number

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

 Securities registered pursuant to Section 12(g) of the Exchange Act:
             Common Stock, $0.01 par value per share

Check whether the Issuer (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the  past
12  months  (or  for such shorter period that the registrant  was
required to file such reports), and (2) has been subject to  such
filing requirements for the past 90 days. Yes __X__     No_____

Check if no disclosure of delinquent filers pursuant to Item  405
of  Regulation S-B contained in this form, and no disclosure will
be  contained, to the best of the registrant's knowledge, in  the
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}

Issuer's revenues for its most recent year:  $48,035

As of April 10, 2001, 1,238,320 shares of the Registrant's Common
Stock were outstanding.  The aggregate market value of the Common
Stock  held  by  non-affiliates of the registrant on  such  date,
based  upon the closing bid price of the Common Stock as reported
by  the OTC Bulletin Board on April 10, 2001 was $1,877,050.  For
purposes  of  this computation, affiliates of the registrant  are
deemed  only  to  be  the  registrant's  executive  officers  and
directors.  See Item 11.


               DOCUMENTS INCORPORATED BY REFERENCE
                              None

<PAGE>

                             PART I

ITEM 1.   DESCRIPTION OF BUSINESS

General

     Developed Technology Resource, Inc. (the Company or DTR) was
incorporated  on November 13, 1991 in the State of  Minnesota  to
locate potentially viable technologies in the former Soviet Union
(fSU) for transfer and sale to companies in the West. During  the
first  two  years of operations, the Company experienced  limited
success in technology transfer and shifted its focus to the  sale
and  distribution  of  aviation security equipment  in  the  fSU.
During  the first quarter of 1996, the Company sold its  aviation
security  sales  and  service business to Gate  Technologies  for
$810,000  in order to shift its focus to managing and  developing
food  processing operations in the fSU.   Today  the  Company  is
monitoring   the   activities  of   its   subsidiaries   and   is
contemplating reducing its ownership interests.

     In  1995,  the  Company formed a 50/50 joint venture  called
FoodMaster Corporation (hereinafter FoodMaster) with Ak-Bulak,  a
dairy  just outside Almaty, Kazakhstan to produce and sell yogurt
and   other  dairy  products.     On  March  3,  1997,  DTR   and
Agribusiness  Partners International L.P. (API)  established  the
FoodMaster  International LLC (FMI) joint venture to acquire  and
operate  dairy  processing facilities  in  the  fSU.  For  a  40%
interest in FMI, DTR contributed its 50% ownership in FoodMaster,
an  option  to acquire an additional 40% ownership in FoodMaster,
and  its  opportunities for a future acquisition of  a  dairy  in
Moldova.  For a 60% interest in FMI, API agreed to contribute  $6
million  dollars, which was paid to FMI between  March  1997  and
June  1998.  On September 11, 1998, DTR and API amended  the  FMI
joint  venture agreement to allow API to contribute an additional
$6  million  dollars  for  an  additional  10%  ownership.   This
additional  contribution was paid to FMI between  September  1998
and  April 1999.  As of December 31, 2000 and 1999, DTR owned 30%
and  API owned 70% of FMI, respectively.  The investment proceeds
received   by  FMI  were  used  to  fund  expansion  of  existing
facilities  and  to acquire five additional subsidiaries  between
1998  and 1999. Until November 15, 1999, DTR managed the  day-to-
day  operations  of  FMI under an exclusive management  contract.
After  November 15, 1999, API and DTR agreed to allow FMI  to  be
self-managing with its own direct management team.

     All   of   FMI's  subsidiaries  are  operating  plants   for
manufacturing  dairy products such as milk, yogurt,  cheese,  and
ice   cream   or   distribution  companies  to   facilitate   the
distribution of these products.  The following table  sets  forth
FMI's  ownership percentage in its subsidiaries at  December  31,
2000 and December 31, 1999:

                                                                December 31,
Company Name                        Location                  2000       1999
FoodMaster Corporation(a)           Almaty, Kazakhstan       72.06%     72.06%
Fabrica produse lactate Hincesti    Hincesti, Moldova        81.64%     81.64%
Soroca Cheese Factory               Soroca, Moldova          60.11%     60.11%
JSC Bilosvit-Uman                   Uman, Ukraine            77.36%     66.04%
FoodMaster Kyiv(b)                  Kyiv, Ukraine           100.00%    100.00%

          (a)   FoodMaster Corporation is the parent  corporation
          of 6 other dairy related companies.
          (b)  Denotes distribution company only.

     In November 1997, DTR's Board of Directors authorized
500,000 stock options to be awarded to Mssrs Hupp and Sagadiev
over a five-year period as incentive compensation to build the
dairy processing business in the former Soviet Union.  At the
same time, the board voted to establish a wholly-owned subsidiary
called SXD, Inc. to which these stock options would not


<PAGE>

participate.   DTR's minority interest in Phygen, Inc., a coating
technology business, its contractual rights to possible revenue
from the cancer detection technology being developed by Armed,
and the x-ray tube distribution business were transferred to SXD.
Additionally, DTR transferred $800,000 in cash and receivables to
SXD.   Since November 1997, DTR's Board sought investment
opportunities for SXD outside of the former Soviet Union in an
effort to maximize shareholder value.  Following the termination
of the x-ray tube distribution business in March 1999 and DTR's
needs for continued operations, the Board of Directors voted in
January 2000 to liquidate SXD by transferring all of the assets,
ownership interests, and liabilities back to DTR in complete
redemption of the outstanding common stock.  The outstanding
stock options of Mssrs Hupp and Sagadiev were reduced by 17%
following the transfer of the assets back to DTR.

     In  April  2000,  DTR  agreed to  convert  $123,305  of  its
receivable from Savory Snacks LLC to a 40% ownership interest  in
Savory  Snacks  LLC.  In addition, they converted  the  remaining
$200,000  receivable  to  a convertible note  receivable  bearing
interest  at  12% per annum. This Wisconsin-based company  has  a
100%  ownership  interest in a snack food production  company  in
Talgar, Kazakhstan.

     In  January 2001, DTR sold its 10% ownership in Phygen, Inc.
for  $314,658.  DTR received $85,000 in cash plus a $229,658 note
for the remainder of the balance.  This note bears interest at 6%
per  annum and is due on January 10, 2004.  This note is  secured
by 70,664 shares in Phygen.

Ongoing Business Strategy

     As  of  January  2001,  the Company no  longer  is  actively
engaged  in operating business activities.  The remaining  assets
of  DTR  are  its 30% ownership in FMI, its 40% ownership  and  a
fully  reserved  note receivable in Savory Snacks,  its  $229,658
note  receivable  on  the sale of its Phygen ownership  and  some
contractual rights in Armed Corp.  The Company has until  January
2002  to either engage in some renewed business activities or  to
change its status to an investment company.  The Company's  Board
of  Directors is currently contemplating its options and will  be
issuing  a  press release upon the determination of the Company's
future strategies.

Business Operations

Dairy and Food Processing

     Until November 1999, DTR managed all of the dairy operations
and  distribution companies owned by FMI.  These dairy operations
manufacture  and  sell  a  variety of different  dairy  products,
including  but not limited to kefir, yogurt, cheese,  ice  cream,
ice pops, butter and sour cream. In November 1999, DTR agreed  to
terminate  its management agreement with FMI in order  to  pursue
other opportunities and to allow FMI to be self-managed.  Some of
DTR's  foreign  managers were offered positions  with  FMI  while
others were released.   During 2000, DTR contracted its financial
services to FMI.  Future management arrangements with FMI will be
based on a specific need basis as agreed upon by the FMI Board of
Directors.

X-ray Tubes

      The Company distributed x-ray tubes through SXD, Inc. under
an   exclusive   distribution  agreement  with   Svetlana-Rentgen
("Svetlana"),  a  company located in the fSU  until  March  1999.
Revenues  from the sale of x-ray tubes accounted for  4.3%  %  of
DTR's  total revenues for the year ended December 31, 1999. After
March 1999, the Company was forced to lower its prices to a level
that would not be worth continuing this business.  Therefore, the
Company did not renew its purchase or sales contracts after March
1999.


<PAGE>

Competition

Dairy  and Food Processing  The FMI subsidiary operations compete
under  the FMI local brand names of FoodMaster, Alba and Bilosvit
with  several  local companies, as well as foreign  importers  of
dairy   products.   However,  the  Company  believes  that  FMI's
products   are   superior   to  local  competitors   and   priced
competitively with imports.  The FoodMaster name along  with  the
local  specialty brand names are recognized as quality  products.
In  Almaty,  Kazakhstan,  FoodMaster's fluid  milk  products  are
estimated to hold a greater than 50% market share.


Principal Suppliers

Dairy  and  Food  Processing  Suppliers to the  dairy  operations
consist of numerous dairy farmers located in the vicinity of  the
dairy production facilities.  In addition, the operations receive
packaging supplies from many suppliers throughout Europe and  the
United   States.  The  majority  of  the  packaging   and   juice
concentrate  raw  supplies are based on  fixed  US  Dollar  (USD)
prices.   Devaluation in the local currencies place  considerable
pressure on the purchasing of these raw materials.


Major Customers

      For  the year ended December 31, 1999, the Company recorded
net  sales of $48,900.  The following table sets forth  the  name
and  location of each customer who accounted for 10% or  more  of
the Company's sales for 1999:

                                                   Percentage of Sales
                                                       Year Ended
                                                       December 31,
Customer Name                 Location                    1999
EG&G Astrophysics             Long Beach, CA              38.7%
Control Screening             Fairfield,  NJ              61.3%


Governmental Regulations

     The Company's principal revenue-generating business activity
in 2000 and 1999 was managing the FMI subsidiaries' manufacturing
and  selling  of  dairy products in the fSU.   The  governmental,
political, social, and legal structures within countries  of  the
fSU  are evolving. In general, business must comply with decrees,
laws,  and  instructions  issued from a multitude  of  government
bodies at the national and local levels.

      The government regulations that most affect the Company and
its  subsidiaries  are  in the areas of  taxation,  currency  and
customs  regulation, business registration, and labor  laws.   To
the  best  of  management's knowledge, the  Company  is  in  full
compliance with the laws in all the countries of the fSU in which
business  is conducted, and as necessary, may seek legal  counsel
in  the United States or from local counsel in the applicable fSU
country.


<PAGE>

Employees

     As of April 10, 2001, DTR had two part-time employees in its
office  in  Edina, Minnesota. The Company is not a party  to  any
collective  bargaining agreements and it considers  its  employee
relations to be satisfactory.


ITEM 2.   DESCRIPTION OF PROPERTY

      The  Company's corporate headquarters are located in Edina,
Minnesota.   The Company leased 1,009 square feet  at  a  monthly
base  rent  ranging from $1,514 to $1,682 over a 60  month  lease
term  that expires on April 30, 2002.  In order to reduce  costs,
the  Company  abandoned its leased premises in January  2001  and
moved its remaining assets to an office space that it rents on  a
month to month basis for $100 per month.


ITEM 3.   LEGAL PROCEEDINGS

       There  are  no  material  legal  proceedings  pending   or
threatened against the Company as of December 31, 2001 or  as  of
the date of filing of this Form 10-KSB.


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

      No  matters  were  submitted to a vote of the  shareholders
during the fourth quarter ended December 31, 2000.



                             PART II

ITEM  5.    MARKET  FOR  COMMON EQUITY  AND  RELATED  STOCKHOLDER
MATTERS

     Since  the first quarter of 1996, the Company's Common Stock
has  been  quoted on the OTC Bulletin Board under the  symbol  of
DEVT.   The following table sets forth the low and the  high  bid
prices  for  each quarter as reported on the OTC  Bulletin  Board
during the years ended December 31, 2000 and 1999.
                                          Bid Price
          Calendar 2000
                                     Low            High
          First Quarter            $  1 1/8       $  3 1/4
          Second Quarter              1 1/8          1 3/4
          Third Quarter               1              1 3/16
          Fourth Quarter              0 5/8          1 3/4

          Calendar 1999
          First Quarter            $  1           $  3 7/32
          Second Quarter              1 1/2          3 15/32
          Third Quarter               0 3/4          2 17/32
          Fourth Quarter              0 3/4          1 3/4


<PAGE>

      As  of  April 10, 2001, the Company had 50 shareholders  of
record  of  its  Common Stock.  The Company estimates  there  are
approximately  435  beneficial owners of its Common  Stock.   The
transfer  agent  for the Company's Common Stock is  Norwest  Bank
Minnesota,  N.A.,  161 North Concord Exchange,  South  St.  Paul,
Minnesota,  55075-0738, telephone: (800) 468-9716 or  (651)  450-
4058.

     The Company has never declared nor paid any dividends on its
Common  Stock. The Board of Directors presently intends to retain
all  earnings, if any, for use in the Company's business  in  the
foreseeable  future.  Any future determination as to  declaration
and  payment of dividends will be made at the discretion  of  the
Board of Directors.


<PAGE>

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

Statements other than current or historical information  included
in  this  Management's Discussion and Analysis and  elsewhere  in
this  Form  10-KSB,  in  future filings by  Developed  Technology
Resource,  Inc.  (the  Company or DTR) with  the  Securities  and
Exchange  Commission  and  in  DTR's  press  releases  and   oral
statements  made  with  the  approval  of  authorized   executive
officers, should be considered "forward-looking statements"  made
pursuant  to the safe harbor provisions of the Private Securities
Litigation  Reform Act of 1995.  These statements are subject  to
certain  risks and uncertainties that could cause actual  results
to differ materially from historical earnings and those presently
anticipated or projected.  DTR wishes to caution the  reader  not
to place undue reliance on any such forward-looking statements.

     On   March   3,   1997,   DTR   and  Agribusiness   Partners
International L.P. (API) established the FoodMaster International
LLC  (FMI)  joint venture to acquire and operate dairy processing
facilities in the fSU. For a 40% interest in FMI, DTR contributed
its  50%  ownership  in  FoodMaster,  an  option  to  acquire  an
additional 40% ownership in FoodMaster, and its opportunities for
a  future  acquisition of a dairy in Moldova.  For a 60% interest
in  FMI,  API agreed to contribute $6 million dollars, which  was
paid  to FMI between March 1997 and June 1998.  On September  11,
1998,  DTR  and  API amended the FMI joint venture  agreement  to
allow  API to contribute an additional $6 million dollars for  an
additional 10% ownership.  This additional contribution was  paid
to FMI between September 1998 and April 1999.  As of December 31,
2000  and  1999,  DTR  owned  30%  and  API  owned  70%  of  FMI,
respectively.  The investment proceeds received by FMI were  used
to  fund  expansion of existing facilities and  to  acquire  five
additional subsidiaries between 1998 and 1999.

     DTR  records its proportionate share (30%) of the net income
or  loss of FMI in the statement of operations as income or  loss
of FMI under the equity method of accounting.

     From  March  1997  to November 1999, DTR managed  the  dairy
operations of FMI and pursued dairy acquisitions for FMI under  a
management  contract  with  FMI.   DTR  received  direct  expense
reimbursement, with no profit margin, in accordance with  a  pre-
approved  budget  between  DTR and FMI.   Thus,  management  fees
increased  or decreased as DTR's expenses incurred for management
activities  increased  or decreased, with  no  effect  on  income
because there was no profit margin provided for in the agreement.
Under  the terms of the management agreement, DTR's key  managers
were  required  to  work  only for the  advancement  of  the  FMI
business.   In  November  1999,  DTR  agreed  to  terminate   its
management  agreement in order to pursue other opportunities  and
to  allow  FMI to be self-managed. Some of DTR's foreign managers
were  offered  positions  with FMI while  others  were  released.
During  2000,  DTR  contracted its  financial  services  to  FMI.
Future  management  arrangements with FMI  will  be  based  on  a
specific need basis as agreed upon by the FMI Board of Directors.

Results of Operations

Revenues

     The   Company  generated  total  revenues  of  $48,035  and
$1,150,373  during the years ended December 31, 2000  and  1999,
respectively.   The  96% decrease from 1999  revenue  levels  is
primarily the result of the discontinuance of the sales of x-ray
tubes in March 1999 and the discontinuance of the FMI management
fee contract in November 1999.

     Sales  of  x-ray  tubes  by  SXD  Inc.,  DTR's  wholly-owned
subsidiary, were $48,900 in the first quarter of 1999. There were
several companies that manufacture and sell x-ray tubes in direct
competition to DTR.  The Company did not have a measurable market
share  and  began phasing this division out of its operations  in


<PAGE>

January  1999.  In  accordance with its plan to  phase  out  this
operating division, the Company ended its relationship  with  its
supplier, Svetlana Rentgen, in March 1999.  Therefore, there  are
no sales of x-ray tubes after March 1999.

     In  1999,  management fee income resulted only from expenses
billed  to  FMI for services.  These charges contained no  profit
margin  and were in accordance with a pre-approved budget between
DTR  and  FMI.   In  2000, there are no further  management  fees
charged  to  FMI  by  DTR  under this  old  management  contract.
However  in 2000, FMI contracted certain financial services  from
DTR.   DTR  received  $2,500 per month through  August  2000  and
$3,750  per month, thereafter, in accordance with this agreement.
DTR  billed $35,000 and $1,080,490 during the year ended December
31, 2000 and 1999, respectively in accordance with its management
agreements with FMI.  Management fees declined in 2000 due to the
discontinuance  of the old management contract in November  1999,
as  discussed  above. During 2000, DTR also  earned  $9,975  from
additional  consulting services it provided to another Minnesota-
based company doing business in Russia.

Cost of Sales

     The  only cost of sales for the year ended December 31, 1999
relates to the cost on x-ray tubes.  The cost of $41,450  in  the
first  quarter  of 1999 provided a gross profit  on  x-ray  tubes
sales of 15.2%. Although the gross profit has remained consistent
over the past few years, the increase in competition put pressure
on  the Company to lower its prices in 1999 to a level that would
not  be  worth continuing this division.  Therefore, the  Company
did  not renew its sales contracts with its customers after March
1999.

Selling, general and administrative

      Selling, general and administrative expenses for  the  year
ended  December  31, 2000 and 1999 were $463,267 and  $1,171,458,
respectively.  During  the  year ended  December  31,  2000,  DTR
recognized  $92,120 of non-cash compensation expense  related  to
the   issuance  of  stock  options  to  employees.    Since   DTR
discontinued  its  management  of  FMI  in  November  1999,  they
incurred fewer costs of operations.   However, most of the  costs
that   still  remain  are  no  longer  being  reimbursed  through
management fees.  Therefore in 2001, DTR is continuing to  reduce
its overhead by the elimination of its remaining management.  DTR
will be hiring them for services on an as-needed hourly basis and
the  board  of directors will be making any management decisions.
The  majority of the 1999 costs were offset by the management fee
income of $1,080,490 for the year ended December 31, 1999.  These
management  fees  were  charged to FMI as discussed  above  under
Revenues.  In  order to reduce costs, the Company  abandoned  its
leased premises in January 2001 and moved its remaining assets to
an  office space that it rents on a month to month basis for $100
per  month.   In addition, the Board and the Company's  president
agreed  in  January 2001 that he would resign as  President,  but
remain a director for the Company.  The Company's chief financial
officer  will continue to work on a part time basis and will  not
require  any  cash payment until the Company is able  to  do  so.
With  no  full  time employees and minimal operating  costs,  the
Company  expects  to continue until it sells off  its  investment
interests.


Liquidity and Capital Resources

Operating Activities

     DTR  used  net cash of $262,878 in the year ended  December
31,  2000  compared to receiving cash of $190,888 in  1999.  The
increase in cash used is resulting from DTR's expenses no longer
being reimbursed by FMI under a management contract.  DTR is now
required to use its own cash reserves to pay the expenses.


<PAGE>

     In  April  2000,  DTR converted $200,000 of its  receivable
with Savory Snacks to a convertible note bearing interest at 12%
per  annum.   However, DTR has not recognized  any  interest  in
connection  with this note and in December 2000, DTR  created  a
reserve  for  the entire amount of this note since there  is  no
guarantee as to when or if the company will be able to repay the
loan.

     In  1998,  SXD,  Inc.  loaned  $600,000  to  invest  in  an
unsecured  note  receivable  from another  unaffiliated  private
company.  During 1999, the Company wrote down its investment  in
this unaffiliated company to zero since there is no guarantee as
to when or if the company will be able to repay the loan.
Investing Activities

     During 2000, DTR sold equipment to FMI for $2,600.  The net
book  value  of  this  equipment and other disposed  or  damaged
equipment was $7,129.  Thus, resulting in a $4,529 loss to  DTR.
The Company purchased $186 of equipment in 2000.

     During  1999, DTR sold $2,645 of its fixed assets at  their
net  book  value  of  $1,952 to FMI.  In addition,  the  Company
purchased $4,933 of equipment.

Financing Activities

      In  the first quarter of 2000, options to purchase 125,000
shares of DTR's Common Stock were exercised by a former employee
at  a  purchase price of $1.22 per share.  The Company  received
$70,000 in cash and a note for $82,500.  This note is secured by
a  portion  of  the  shares exercised by  the  former  employee.
There  were  no  financing  activities  during  the  year  ended
December 31, 1999.

Adverse Foreign Economic and Currency Conditions

     Since  August  1998, the countries of the fSU in  which  the
subsidiaries  of  FMI  operate have faced  a  series  of  adverse
economic  conditions.   Uncertainties  regarding  the  political,
legal, tax or regulatory environment, including the potential for
adverse  and  retroactive changes in any  of  these  areas  could
significantly affect the Company and the carrying  value  of  its
investment  in  the  FMI  joint  venture.   The  countries   have
experienced  a  significant devaluation of their  local  currency
against   the  US  dollar,  higher  interest  rates  and  reduced
opportunities for financing.  DTR is committed to working through
FMI's Board of Directors to address working capital shortages  as
needed  over the coming year. DTR expects further working capital
shortages  at  FMI  and its subsidiaries will be  funded  through
loans  from FMI, loans from third parties or through the sale  of
additional  equity.   FMI  is  renewing  talks  with  third-party
investors  regarding  the  sale of  ownership  interests  in  its
subsidiaries.   DTR believes FMI has sufficient  working  capital
and  liquidity to fund its current operations through the  coming
year.



Liquidity

     In January 2001, DTR sold its 10% ownership in Phygen, Inc.
for $314,658.  DTR received $85,000 in cash plus a $229,658 note
for the remainder of the balance.  This note bears interest at 6%
per annum and is due on January 10, 2004.  This note is secured
by 70,664 shares in Phygen.


<PAGE>

The Company has obtained additional cash from the exercise of
current stock options held by its employees and board of
directors.  In January 2001, the Company's former president
exercised 247,500 options and gave the Company a note for
$310,750.  This note bears interest at the rate of 5% per annum,
is due in four equal annual installments beginning December 31,
2003 and is secured by the shares.  In April 2001, the Company's
chief financial officer exercised 30,000 options and gave the
Company a note for $18,750.  This note bears interest at the rate
of 5% per annum, is due in four equal installments beginning
April 6, 2003 and is secured by the shares.  Additionally, two
members of the Board exercised 30,000 options giving the Company
$41,876 in cash.

The Company believes that the above transactions will provide
enough cash to sustain it until a future agreement is reached for
the direction of the Company.

As  of January 2001, the Company no longer is actively engaged in
operating  business  activities. In order to  reduce  costs,  the
Company  abandoned its leased premises in January 2001 and  moved
its  remaining assets to an office space that it rents on a month
to  month  basis  for  $100 per month.  The Company  will  accrue
approximately  $27,000  due under its  old  lease  in  the  first
quarter 2001 unless the space can be subleased in the future. The
remaining  assets of DTR are its 30% ownership in  FMI,  its  40%
ownership and a fully reserved note receivable in Savory  Snacks,
its $229,658 note receivable on the sale of its Phygen ownership,
its  notes  receivable  for exercise of stock  options  and  some
contractual rights in Armed Corp.  The Company has until  January
2002  to either engage in some renewed business activities or  to
change  its status to an investment company. The Company's  Board
of  Directors is currently contemplating its options and will  be
issuing  a  press release upon the determination of the Company's
future strategies.


<PAGE>

ITEM 7.   CONSOLIDATED FINANCIAL STATEMENTS - DEVELOPED
TECHNOLOGY RESOURCE, INC.


                  INDEPENDENT AUDITORS' REPORT

The Board of Directors and Shareholders
DEVELOPED TECHNOLOGY RESOURCE, INC.
Edina, Minnesota

We have audited the accompanying consolidated balance sheet of
Developed Technology Resource, Inc. (the Company) as of December
31, 2000, and the related consolidated statements of operations,
shareholders' equity (deficit) and cash flows for each of the
years in the two-year period then ended.  These consolidated
financial statements are the responsibility of the Company's
management.  Our responsibility is to express an opinion on these
consolidated financial statements based on our audits.

We conducted our audits in accordance with auditing standards
generally accepted in the United States of America.  Those
standards require that we plan and perform the audit to obtain
reasonable assurance about whether the consolidated financial
statements are free of material misstatement.  An audit includes
examining, on a test basis, evidence supporting the amounts and
disclosures in the consolidated financial statements.  An audit
also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall consolidated financial statement presentation.  We
believe that our audits provide a reasonable basis for our
opinion.

In our opinion, the consolidated financial statements referred to
above present fairly, in all material respects, the financial
position of Developed Technology Resource, Inc. as of December
31, 2000, and the results of their consolidated operations and
their consolidated cash flows for each of the years in the two-
year period then ended in conformity with accounting principles
generally accepted in the United States of America.

The accompanying consolidated financial statements have been
prepared assuming that the Company will continue as a going
concern.  As discussed in Note 2 to the consolidated financial
statements, the Company has a shareholders' deficit and has
suffered recurring losses from operations that raise substantial
doubt about its ability to continue as a going concern.  The
consolidated financial statements do not include any adjustments
that might result from the outcome of this uncertainty.




Minneapolis, Minnesota
April 13, 2001


<PAGE>

               DEVELOPED TECHNOLOGY RESOURCE, INC.
                    CONSOLIDATED BALANCE SHEET
                        December 31, 2000

<TABLE>
<CAPTION>

                             ASSETS
<S>                                                   <C>
Current Assets:
     Cash and cash equivalents                         $    2,855
     Receivables:
       From sale of discontinued operations                18,293
       FoodMaster International L.L.C. (FMI)                  187
       Other                                               10,514
     Notes receivable, net of allowance of  $849,288           --
     Prepaid and other current assets                       7,877
       Total current assets                                39,726

Furniture and Equipment, net                               17,156
Investment in Savory Snacks L.L.C. (Savory Snacks)         54,734


                                                       $  111,616

              LIABILITIES AND SHAREHOLDERS' DEFICIT
Current Liabilities:
     Accounts payable                                  $   78,819
     Accrued liabilities                                   75,232
     Deferred gain                                          3,052
       Total current liabilities                          157,103

Non-current Deferred Gain                                  11,890
       Total liabilities                                  168,993

Shareholders' Deficit:
     Undesignated stock, $.01 par value, 1,666,667
       shares authorized, no shares issued or
       outstanding                                             --
     Common stock, $.01 par value, 3,333,334
       shares authorized, 930,820 shares issued
       and outstanding                                      9,308
     Additional paid-in capital                         6,508,290
     Notes receivable                                     (82,500)
     Accumulated deficit                               (6,492,475)
       Total shareholders' deficit                        (57,377)

Commitments and Contingencies (Notes 2 and 8)                  --

                                                       $  111,616


See accompanying notes to the consolidated financial statements.


<PAGE>

               DEVELOPED TECHNOLOGY RESOURCE, INC.
              CONSOLIDATED STATEMENTS OF OPERATIONS

</TABLE>
<TABLE>
<CAPTION>

                                              Year Ended          Year Ended
                                              December 31,        December 31,
                                                  2000                1999
<S>                                          <C>                 <C>
Revenues:
  Sales                                       $        --         $    48,900
  Management fees from FMI                         35,000           1,080,490
  Consulting income                                 9,975                  --
  Commissions and other income                      3,060              20,983
                                                   48,035           1,150,373
Cost and Expenses:
  Cost of sales                                        --              41,450
  Selling, general and administrative             463,267           1,171,458
  Provision for note receivable                   200,000             649,288
                                                  663,267           1,862,196

Operating Loss                                   (615,232)           (711,823)

Other Income (Expense):
  Interest income, net                              1,978              60,183
  Equity in loss of FMI                                --          (1,300,296)
  Equity in loss of Savory Snacks                 (68,571)                 --
Loss before Income Taxes                         (681,825)         (1,951,936)

Income Tax Expense                                  3,227               9,147

Net Loss                                      $  (685,052)        $(1,961,083)


Net Loss per Common Share:
  Basic and Diluted                           $      (.74)        $     (2.43)

Weighted Average Shares Outstanding:
   Basic and Diluted                              920,233             805,820


</TABLE>








See accompanying notes to the consolidated financial statements.


<PAGE>

               DEVELOPED TECHNOLOGY RESOURCE, INC.
    CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY(DEFICIT)
             Years Ended December 31, 2000 and 1999

<TABLE>
<CAPTION>
                                     Additional
                      Common Stock     Paid-in   Notes    Accumulated
                    Shares   Amount    Capital Receivable   Deficit     Total

<S>                <C>       <C>     <C>        <C>       <C>          <C>
December 31, 1998   805,820  $8,058  $5,956,323       --  $(3,846,340) $2,118,041

  Sale of interest
    in FMI               --      --     308,597       --           --     308,597

  Net loss               --      --          --       --   (1,961,083) (1,961,083)

December 31, 1999   805,820   8,058   6,264,920       --   (5,807,423)    465,555

  Exercise of stock
    options         125,000   1,250     151,250  (82,500)          --      70,000

  Stock-based compensation
      in stock options   --      --      92,120       --           --      92,120

  Net loss               --      --          --       --     (685,052)   (685,052)


December 31, 2000   930,820  $9,308  $6,508,290 $(82,500) $(6,492,475) $  (57,377)

</TABLE>
















See accompanying notes to the consolidated financial statements.


<PAGE>

               DEVELOPED TECHNOLOGY RESOURCE, INC.
              CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                Year Ended          Year Ended
                                                December 31,        December 31,
                                                   2000                1999
<S>                                           <C>                  <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
     Net Loss                                  $  (685,052)         $(1,961,083)
     Adjustments to Reconcile Net Loss to Cash
       Provided (Used) by Operating Activities:
       Depreciation                                 11,062               11,614
       Provision for doubtful accounts                  --              (12,690)
       Provision for uncollectible notes receivable200,000              649,288
       Stock-based compensation expense             92,120                   --
       Loss on sale of furniture and equipment       4,529                   --
       Equity in loss of FMI                            --            1,300,296
       Equity in loss of Savory Snacks              68,571                   --
     Changes in Operating Assets and Liabilities:
       Receivables                                  (6,214)              92,271
       Receivable from FMI                          (8,178)             619,071
       Receivable from Savory Snacks                   216             (200,216)
       Prepaid and other current assets             15,167               12,449
       Accounts payable and accrued liabilities     47,961             (299,129)
       Deferred gains                               (3,060)             (20,983)
       Net cash provided (used) by operating
         activities                               (262,878)             190,888

CASH FLOWS FROM INVESTING ACTIVITIES:
     Proceeds from sale of furniture and equipment   2,600                1,952
     Purchases of furniture and equipment             (186)              (4,933)
       Net cash provided (used) by investing
         activities                                  2,414               (2,981)

CASH FLOWS FROM FINANCING ACTIVITIES:
     Proceeds from exercise of stock options        70,000                   --
       Net cash provided by financing activities    70,000                   --

INCREASE(DECREASE) IN CASH AND CASH EQUIVALENTS   (190,464)             187,907

CASH AND CASH EQUIVALENTS, Beginning of year       193,319                5,412

CASH AND CASH EQUIVALENTS, End of year         $     2,855          $   193,319

</TABLE>









See accompanying notes to the consolidated financial statements.


<PAGE>

               DEVELOPED TECHNOLOGY RESOURCE, INC.
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
             Years Ended December 31, 2000 and 1999

1.   Summary of Significant Accounting Policies

  Business
  Developed  Technology Resource, Inc. (DTR or the  Company)  has
  investments in food processing operations in various  countries
  of  the  former  Soviet  Union (fSU).   These  investments  are
  indirect  investments  through FoodMaster International  L.L.C.
  (FMI),   its   joint   venture   with   Agribusiness   Partners
  International L.P. (API) and through Savory Snacks L.L.C.,  its
  joint venture with a private investor.

  DTR  managed  the  operations of its  wholly-owned  subsidiary,
  SXD,  Inc until January 2000 at which time SXD was merged  back
  into  DTR.   Prior  to  mid-1999, SXD distributed  X-ray  tubes
  under  DTR's  exclusive agreement with a Russian  manufacturer,
  issued   unsecured   short-term  loans,  and   held   ownership
  interests  in the coatings technology business of Phygen,  Inc.
  and  the  cancer  detection business  of  Armed  which  had  no
  reportable  business activity during 2000 or 1999.   The  x-ray
  tube  distribution agreement expired in March 1999.   In  1999,
  the  increase  in competition put pressure on  the  Company  to
  lower  its prices to a level that would not be worth continuing
  this  division.  Thus, DTR did not seek to renew  its  purchase
  or sales contracts.

  Effective  April 1, 2000, DTR owns 40% of Savory Snacks  L.L.C.
  (Savory  Snacks), a Wisconsin corporation that  currently  owns
  100% of a snack food production company in Talgar, Kazakhstan.

  Basis of Presentation
  DTR  owns  30%  of FMI and 40% of Savory Snacks.   The  Company
  records  its proportionate share of the net income or  loss  of
  FMI  in  the  statements of operations as  equity  in  loss  or
  income  of  FMI  or  Savory Snacks under the equity  method  of
  accounting.  The original excess of DTR's underlying equity  in
  net  assets  of  FMI over the carrying value of its  investment
  ($3,273,866) is being amortized to income over 15 years.

  Cash and Cash Equivalents
  Cash   and   cash   equivalents  include  all   highly   liquid
  investments  with original maturities of three months  or  less
  at the time of purchase.

  Furniture and Equipment
  Furniture and equipment are recorded at cost.  Depreciation  is
  calculated  on  the  straight-line  basis  over  the  estimated
  useful lives of the assets, primarily three to five years.

  Impairment  of Long-lived Assets and Long-lived  Assets  to  be
  Disposed of
  The  Company  reviews  its long-lived assets  related  to  each
  investment to be held and used in the business whenever  events
  or  changes in circumstances indicate that the carrying  amount
  of   an   investment  may  not  be  recoverable.   The  Company
  evaluates  each investment considering a history  of  operating
  losses  and  negative cash flows as its primary  indicators  of
  potential  impairment.  An impaired investment is written  down
  to  its estimated fair market value by discounting future  cash
  flows  based  on the best information available.   Considerable
  management judgment is necessary to estimate discounted  future
  cash   flows.    Accordingly,   actual   results   could   vary
  significantly from such estimates.


<PAGE>

  Revenue Recognition
  Revenue  is  recognized upon shipment of products to  customers
  or as services are provided.

  Income Taxes
  The Company utilizes the asset and liability method to
  financial accounting and reporting for income taxes.  Deferred
  income tax assets and liabilities are computed annually for
  differences between the financial statement and tax basis of
  assets and liabilities that will result in taxable or
  deductible amounts in the future based on enacted tax laws and
  rates applicable to the periods in which the differences are
  expected to affect taxable income.  Valuation allowances are
  established when necessary to reduce deferred tax assets to
  the amount expected to be realized.  Income tax expense is the
  tax payable or refundable for the period plus or minus the
  change during the period in deferred tax assets and
  liabilities.

  Net Loss per Common Share
  Net  loss per common share is computed by dividing net loss  by
  the  weighted average number of common and potentially dilutive
  securities  outstanding  during the year.   Stock  options  and
  warrants are included in the calculation of diluted net  income
  per share when the result is dilutive.

  Stock Based Compensation
  The  Company applies the intrinsic-value method of APB  Opinion
  25,  Accounting  for  Stock Issued to  Employees,  and  related
  interpretations  in  accounting for its employee  stock  plans.
  Under  the provisions of APB Opinion 25, if options are granted
  or  extended  at exercise prices less than fair  market  value,
  compensation  expense  is recorded for the  difference  between
  the  grant price and the fair market value at the date  of  the
  grant.

  Foreign Currency Translation
  Effective  January  1, 1999, as required by generally  accepted
  accounting  principles,  FMI ceased  to  account  for  its  fSU
  operations  as highly inflationary due to the sharp decline  in
  historical  inflation levels.  FMI remains cautious  concerning
  the  future outlook for operations in the fSU. The Company  and
  FMI  will  continue to monitor the inflation rates in  each  of
  the  fSU  countries in which it operates to  determine  if  FMI
  should revert to hyper-inflationary accounting.

  In   2000   and   1999,  the  functional  currency   of   FMI's
  subisidiaries   is   the  local  currency.   Accordingly,   FMI
  translates  all  assets and liabilities into  U.S.  dollars  at
  current rates.  Revenues, costs and expenses are translated  at
  weighted-average  rates  during the  year.   Gains  and  losses
  resulting  from  the translation of the consolidated  financial
  statements are excluded from the results of operations and  are
  reflected  as a translation adjustment as a separate  component
  of  shareholders'  deficit.  Gains and  losses  resulting  from
  foreign   currency   transactions   are   recognized   in   the
  consolidated statement of operations in the period they occur.

  Use of Estimates
  The   preparation  of  consolidated  financial  statements   in
  conformity  with  accounting principles generally  accepted  in
  the  United  States  of  America requires  management  to  make
  estimates  and assumptions that affect the reported amounts  of
  assets   and  liabilities  at  the  date  of  the  consolidated
  financial  statements  and reported  amounts  of  revenues  and
  expense  during  the  reporting period.  Actual  results  could
  differ from those estimates.

  Reclassifications
  Certain  amounts in the 1999 consolidated financial  statements
  have  been  reclassified  to  conform  to  the  2000  basis  of
  presentation.


<PAGE>

  New Accounting Standards
  In  June  1998,  the  FASB issued FAS No. 133,  Accounting  for
  Derivative Instruments and Hedging Activities.  Under  FAS  No.
  133,  new  standards  were  established  for  recognizing   all
  derivatives  as  either  assets or  liabilities  and  measuring
  those  instruments at fair value.  FAS No. 137, Accounting  for
  Derivative  Instruments and Hedging Activities  -  Deferral  of
  the  Effective  Date  of FASB Statement No.  133,  changed  the
  effective  date  of  the  statement to fiscal  years  beginning
  after  June  15, 2000.  The impact  upon the adoption   of  FAS
  No.  133 on the Company's consolidated financial statements has
  not  yet  been  determined.  The Company is required  to  adopt
  SFAS No. 133 effective January 1, 2001.


2.Going Concern Considerations
  Since  August  1998, the countries of the  fSU,  in  which  the
  subsidiaries  of  FMI operate, have faced a series  of  adverse
  economic  conditions.  Uncertainties regarding  the  political,
  legal,  tax or regulatory environment, including the  potential
  for  adverse  and  retroactive changes in any  of  these  areas
  could  significantly  affect the Company.  The  countries  have
  seen  a significant devaluation of their local currency against
  the  US dollar, higher interest rates and reduced opportunities
  for  financing.   As a result of these situations,  several  of
  the  subsidiaries have suffered significant losses in 2000  and
  1999  and  carry an accumulated deficit at December  31,  2000.
  DTR  is  committed to working through FMI's Board of  Directors
  to  address working capital shortages as needed over the coming
  year.

  The  Company  has incurred substantial losses in  recent  years
  and,  as a result, has an accumulated deficit of $6,492,475  at
  December  31, 2000. Losses for 2000 and 1999 were $685,052  and
  $1,961,083,  respectively. At December 31,  2000,  the  Company
  has  not recorded $513,082 of its proportionate share of losses
  in  FMI because the investment account has been written down to
  a  zero  value. This amount will offset the Company's  pro-rata
  share  of  FMI's income, if any, and amortization  of  negative
  goodwill  in the future.  The Company's ability to continue  as
  a  going concern depends upon successfully obtaining sufficient
  financing  to  maintain adequate liquidity until such  time  as
  DTR  sells  or  receives  a  return on  its  investments.   The
  accompanying  consolidated  financial  statements   have   been
  prepared on a going concern basis, which assumes continuity  of
  operations  and  realization of assets and liabilities  in  the
  ordinary   course  of  business.   The  consolidated  financial
  statements do not include any adjustments that might result  if
  the Company was forced to discontinue its operations.

  In  January  2001, DTR sold its 10% ownership in  Phygen,  Inc.
  for  $314,658.   DTR received $85,000 in cash plus  a  $229,658
  note  for  the  remainder  of the  balance.   This  note  bears
  interest at 6% per annum and is due on January 10, 2004.   This
  note is secured by 70,664 shares in Phygen.

  The Company has obtained additional cash from the exercise of
  current stock options held by its employees and board of
  directors.  In January 2001, the Company's former president
  exercised 247,500 options and gave the Company a note for
  $310,750.  This note bears interest at the rate of 5% per
  annum, is due in four equal annual installments beginning
  December 31, 2003 and is secured by the shares.  In April
  2001, the Company's chief financial officer exercised 30,000
  options and gave the Company a note for $18,750.  This note
  bears interest at the rate of 5% per annum, is due in four
  equal installments beginning April 6, 2003 and is secured by
  the shares.  Additionally, two members of the Board exercised
  30,000 options giving the Company $41,876 in cash.

  As  of  January 2001, the Company no longer is actively engaged
  in  operating business activities.  The remaining assets of DTR
  are  its  30% ownership in FMI, its 40% ownership and  a  fully
  reserved  note  receivable in Savory Snacks, its $229,658  note
  receivable  on  the  sale  of  its Phygen  ownership  and  some
  contractual  rights  in  Armed Corp.   The  Company  has  until


<PAGE>

  January   2002  to  either  engage  in  some  renewed  business
  activities  or  to change its status to an investment  company.
  The  Company's  Board  of Directors is currently  contemplating
  its  options  and  will  be issuing a press  release  upon  the
  determination of the Company's future strategies.  The  Company
  believes  that the above transactions will provide enough  cash
  to  sustain  it  until a future agreement is  reached  for  the
  strategic  direction of the Company.  If  the  Company  is  not
  able  to  generate  sufficient cash through its  operating  and
  financing  activities in 2001, it will not be able to  pay  its
  debts in a timely manner.


3.Investment in FoodMaster International L.L.C. (FMI)
  On  March  3,  1997,  DTR  and API established  the  FMI  joint
  venture  to acquire and operate dairy processing facilities  in
  the  fSU.  As of December 31, 2000 and 1999, DTR owned 30%  and
  API   owned   70%  of  FMI,  respectively.   DTR  records   its
  proportionate  share of the net income or loss of  FMI  in  the
  statement  of  operations as loss or income of  FMI  under  the
  equity method of accounting.

  From  March  1997  to  November 1999,  DTR  managed  the  dairy
  operations of FMI and pursued dairy acquisitions for FMI  under
  a  management  contract with FMI.  DTR received direct  expense
  reimbursement, with no profit margin, in accordance with a pre-
  approved  budget  between DTR and FMI.  Thus,  management  fees
  increased   or   decreased  as  DTR's  expenses  incurred   for
  management  activities increased or decreased, with  no  effect
  on  income because there was no profit margin provided  for  in
  the  agreement.  Under  the terms of the management  agreement,
  DTR's  key  managers  were  required  to  work  only  for   the
  advancement of the FMI business.  In November 1999, DTR  agreed
  to  terminate its management agreement in order to pursue other
  opportunities  and  to  allow FMI to be self-managed.  Some  of
  DTR's  foreign managers were offered positions with  FMI  while
  others  were  released.   During 2000, FMI  contracted  DTR  to
  perform  some  select financial services. The Company  recorded
  management fee revenue of $35,000 and $1,080,490 for the  years
  ended  December 31, 2000 and 1999, respectively, in  accordance
  with its management agreements with FMI.

  The  Company's pro-rata share of FMI's losses for 2000 and 1999
  was   $350,431  and  $1,899,463,  respectively.   However,  the
  Company  only  recognized  $218,258  and  $1,518,554  of  these
  losses  in  2000 and 1999, respectively, because the  Company's
  net  investment  in FMI was reduced to zero.  The  $513,082  of
  non-recognized  losses will be recognized and will  offset  the
  Company's  pro-rata  share  of  FMI's  income,  if   any,   and
  amortization of negative goodwill in the future.

  Summarized  financial information from the audited consolidated
  financial statements of FMI accounted for on the equity  method
  is as follows:


                                                   December 31, 2000
                                                     (in thousands)
  Current assets                                      $    6,032
  Total assets                                            17,437
  Current liabilities                                      5,117
  Non-current liabilities                                  5,556
  Joint-venture equity                                     6,764
  DTR's 30% share of FMI 's equity                         2,029
  DTR's negative goodwill (amortized over 15 years)       (2,437)
  DTR's carrying value of FMI's equity                         0


<PAGE>

                                                         December 31,
                                                     2000            1999
                                                (in thousands)  (in thousands)
  Sales                                       $   24,529          $   20,189
  Gross profit                                     4,738               3,643
  Net loss                                        (1,168)             (6,332)
  DTR's share of FMI's loss before amortization of
     DTR's negative goodwill                        (350)             (1,899)
  DTR's share of FMI's loss,
     net of amortization of DTR's negative goodwill (132)             (1,681)


4.   Investment in Savory Snacks L.L.C. (Savory Snacks)
  In   April  2000,  DTR  agreed  to  convert  $123,305  of   its
  receivable  from Savory Snacks to a 40% ownership  interest  in
  Savory  Snack.   In  addition,  they  converted  the  remaining
  $200,000  receivable to a convertible note  receivable  bearing
  interest at 12% per annum. This Wisconsin-based company  has  a
  100%  ownership interest in a snack food production company  in
  Talgar, Kazakhstan.

  The  Company's pro-rata share of Savory Snacks losses for  2000
  was $68,571.

  Summarized  financial information from the audited consolidated
  financial  statements  of Savory Snacks accounted  for  on  the
  equity method is as follows:
                                                   December 31, 2000
                                                     (in thousands)
  Current assets                                      $       92
  Total assets                                               563
  Current liabilities                                        964
  Non-current liabilities                                    315
  Joint-venture deficit                                     (716)
  DTR's share of Savory Snacks' equity                        55

                                                   December 31, 2000
                                                     (in thousands)
  Sales                                               $      201
  Gross profit                                                23
  Net loss                                                  (195)
  DTR's 40% share of Savory Snacks' loss
       (beginning April 1, 2000)                             (68)


5.   Note Receivable
  On  December  3,  1998,  SXD  entered  into  an  8%,  $600,000,
  unsecured, convertible promissory note with an unrelated  third
  party  (the  party).   In  addition to the  note,  the  Company
  received  warrants  to  purchase up to  60,000  shares  of  the
  party's  common  stock at an exercise price of $10  per  share.
  All  principal, together with accrued interest of 8% per annum,
  was  due and payable on March 15, 1999.  This note was extended
  to  November  30, 1999 to allow the debtor additional  time  to
  raise  funds  and repay the note.  As of April  10,  2001,  the
  party  has been unable to raise the funds it needs in order  to
  repay  the note.  At this time, there is no guarantee when  and
  if  the  party  will be able to repay the  note.   Due  to  the
  potential uncollectibility, the Company has fully reserved  for
  the  balance of the note and accrued interest through  November
  1999  of  $649,288.   The Company has recognized  a  charge  of
  $649,288 during 1999 which is included as Other Expense in  the
  Statement of Operations.


<PAGE>

  On  April1, 2000, DTR converted 200,000 of its receivable  from
  Savory  Snacks to a convertible note bearing interest  at  12%.
  This  note can be converted to an additional ownership interest
  in   Savory   Snacks  upon  demand.  Due  to  a  breakdown   of
  negotiations to raise additional financing for the  subsidiary,
  there  is  no guarantee when and if the party will be  able  to
  repay  the  note.  The  Company  has  recognized  a  charge  of
  $200,000,  which  is included as provision for note  receivable
  in the Statement of Operations in 2000.


6.   Furniture and Equipment
  Furniture and equipment are summarized as follows:

                             Estimated
                             Useful Life
  Software                    3-5 years               $   11,730
  Furniture & equipment       3-5 years                   90,843
  Leasehold improvements        5 years                    4,982
                                                         107,555
  Less accumulated depreciation                           90,399
  Furniture and equipment, net                        $   17,156


7.   Discontinued Operations
  Effective  December 31, 1995, DTR entered into an agreement  to
  sell  certain  assets  and the rights to its  airport  security
  equipment  in  the  fSU to Gate Technologies,  Inc.,  a  United
  Kingdom   company  owned  by  a  former  DTR   employee.    DTR
  transferred  assets,  inventory,  customer  lists,  promotional
  materials,  and  other items with a net book value  on  January
  31,  1996  of  $143,293.   In exchange  for  these  items,  DTR
  received  a  cash  payment  of $45,000  to  reimburse  DTR  for
  expenses  related to this business during the first quarter  of
  1996  and a note receivable totaling $765,000 payable  over  30
  months.  Additional contingent payments may  also  be  received
  based  on  future performance of Gate Technologies,  Inc.   DTR
  retained  the  right  to  pursue  airport  security  management
  contracts.

  Due  to  the  inherent risks associated with operating  in  the
  fSU, including credit risk, the $621,707 gain on this sale  was
  deferred  and will be recognized as payments are received.   In
  August 1997, the Board of Directors approved a revision in  the
  sale  agreement  that  increased the  balance  due  to  DTR  by
  $40,000  representing  interest  on  the  outstanding  balance.
  Through  December  31,  2000, DTR  has  collected  a  total  of
  $325,000  on this note.  Thus, the total still due  under  this
  note  is $480,000 and the former employee is in default on  all
  payments.   This  receivable was offset by a deferred  gain  of
  $461,707.

  Due  to  the  buyer's delinquency in payment  and  the  limited
  success  of the business that was sold, management has  reduced
  the   receivable  by  $181,707  and  $280,000  of  the  related
  deferred gain in December 2000 and 1998, respectively,  leaving
  a  balance of $18,293 recorded on its balance sheet at December
  31,  2000. The former employee pledged 16,430 of his shares  of
  DTR's  common  stock  as collateral for the  loan  and  DTR  is
  currently in the process of foreclosing on these shares.   Upon
  foreclosure, DTR will realize full collection of the  remaining
  receivable of $18,293.


<PAGE>

8.   Commitments & Contingencies
  Leases
  The  Company  leases its office facilities under  an  operating
  lease  that expires on April 30, 2002.  The following  schedule
  sets  forth  the future minimum rental payments required  under
  the operating lease:
                          Year Ending                   Operating
                          December 31,                    Leases
                             2001                       $ 20,012
                             2002                          6,727
                                                        $ 26,739

  In  order  to  reduce costs, the Company abandoned  its  leased
  premises in January 2001 and moved its remaining assets  to  an
  office  space that it rents on a month to month basis for  $100
  per  month.  The Company will accrue all amounts due under  the
  old lease in the first quarter of 2001 unless the space can  be
  subleased in the future.

  Rent  expense  was  $24,348 and $72,892, for  the  years  ended
  December 31, 2000 and 1999, respectively.

9.Stock Options and Warrants
  Under  the  Company's 1992 Stock Option Plan  (the  Plan),  the
  Board  of Directors may grant qualified or nonqualified options
  for  up to 66,667 shares of common stock to employees and  non-
  employees.  Options granted to employees generally vest over  a
  five-year   period.   Certain  options  granted  to   employees
  contain provisions whereby vesting is accelerated in the  event
  the  employee  is terminated without cause as  defined  in  the
  option  agreements.   Options  granted  to  non-employees  vest
  equally  over  one  year  after  the  date  of  grant  and  are
  exercisable  for  ten years from the date of grant.   Effective
  September  30,  1996,  the  Plan was amended  to  increase  the
  shares available for granting to 600,000 shares.

  On  November 6, 1997, the Board of Directors adopted  the  1997
  Outside  Directors  Stock  Option Plan,  superseding  the  1993
  Outside  Directors Stock Option Plan. Under the terms  of  this
  plan,  the Company reserved 100,000 shares of common stock  for
  issuance  to  outside  directors  as  compensation  for   their
  services  as board members. Options for the purchase of  shares
  are  issued  to the directors each year upon their election  at
  the  annual  shareholders meeting and vest quarterly throughout
  the  year.   The  number  of  options  granted  each  year   is
  determined by the Board of Directors and the option price  will
  be  set  as the average between the bid and ask prices  of  the
  Company's Common Stock on the date of issuance.

  FAS  No. 123, Accounting for Stock Based Compensation, requires
  the  Company  to provide pro- forma information  regarding  net
  loss  and  per  share amounts as if compensation cost  for  the
  Company's stock options had been determined in accordance  with
  the  fair  value based method prescribed by FAS No.  123.   The
  Company  estimates the fair value of each stock option  at  the
  grant date by using a Black-Scholes option-pricing model.   The
  following  assumptions were used for options issued during  the
  periods:
                                               Year Ended        Year Ended
                                               December 31,      December 31,
                                                  2000              1999
Dividend Yield                                    None              None
  Volatility                                   99.8%-139.5%        135.2%
  Risk Free Interest Rate                          6.5%             5.99%
  Expected Lives in Months                        12-24              24


<PAGE>

  Had  compensation costs been determined based on the fair value
  of  options  at their grant dates in accordance  with  FAS  No.
  123, the Company would have shown the following effect:

                                                   Year Ended   Year Ended
                                                 December 31,   December 31,
                                                    2000           1999

  Increase in Net Loss                          $   55,800    $   10,200
  Increase in basic loss per share                    0.06          0.01
  Increase in diluted loss per share                  0.06          0.01

  The  following  table  summarizes  the  information  about  the
  Company's  warrant  and  stock option activity  for  the  years
  ended December 31, 2000 and 1999:

<TABLE>
<CAPTION>
                                                Outside              Weighted-
                       1992 Stock Option Plan  Directors              Average
                                     Employee Stock Option           Exercise
                          Warrants   Options      Plan     Total   Price/Share

<S>                           <C>    <C>        <C>       <C>        <C>
  Balance, December 31, 1998    --    638,333    25,000    663,333    $ 1.41

  Expired                       --    (55,000)       --    (55,000)   $ 1.69

  Granted                       --         --    10,000     10,000    $ 1.50

  Balance, December 31, 1999    --    583,333    35,000    618,333    $ 1.39

  Expired/Cancelled             --   (250,833)       --   (250,833)   $ 1.54

  Exercised                     --   (125,000)       --   (125,000)   $ 1.22

  Granted                       --     70,000    10,000     80,000    $ 1.10


  Balance, December 31, 2000    --    277,500    45,000    322,500    $ 1.27

  Exercisable, December 31,
    2000                        --    186,000    35,000    221,000    $ 1.35

</TABLE>

  The following table summarizes information about the Company's
  stock plans at December 31, 2000:

<TABLE>
<CAPTION>
                           Options Outstanding       Options Exercisable
                                Weighted- Weighted-                Weighted-
                      Number     Average   Average     Number       Average
   Range of        Outstanding Remaining  Exercise  Exercisable    Exercise
  Exercise Price   at 12/31/00 Life (years) Price   at 12/31/00      Price

<S>                 <C>          <C>       <C>        <C>           <C>
  $0.625 to $1.50    312,500      5.23      $1.21      211,000       $1.27


<PAGE>

  $3.00               10,000       .76      $3.00       10,000       $3.00
                     322,500                           221,000
</TABLE>

  The following table summarizes information about the Company's
  stock plans at December 31, 1999:

<TABLE>
<CAPTION>
                           Options Outstanding      Options Exercisable
                                Weighted- Weighted-               Weighted-
                      Number     Average   Average     Number      Average
  Range of          Outstanding Remaining  Exercise  Exercisable   Exercise
 Exercise Price     at 12/31/99 Life (years) Price   at 12/31/99     Price

<S>                 <C>          <C>        <C>        <C>          <C>
  $1.19 to $1.50     560,000      5.81      $1.23       329,000      $1.23
  $2.75 to $3.125     58,333      4.04      $2.88        32,083      $2.95
                     618,333                            361,083
</TABLE>

  In November 1997, DTR's Board of Directors authorized 500,000
  stock options to be awarded over a five-year period as
  incentive compensation to build the dairy processing business
  in the former Soviet Union.  At the same time, the board voted
  to establish a wholly-owned subsidiary called SXD, Inc. to
  which these stock options would not participate.   The Board
  of Directors voted in January 2000 to liquidate SXD by
  transferring all of its assets, ownership interests, and
  liabilities back to DTR in complete redemption of the
  outstanding common stock.  At this time, the original
  authorized 500,000 stock options were reduced by 17% following
  the transfer of the assets back to DTR.

  On  February  1,  2000,  an employee  exercised  his  right  to
  125,000  shares  of  the Company's common  stock.   The  former
  employee  paid  the  Company $70,000 and  gave  the  Company  a
  promissory  note bearing interest at 4.87% per  annum  for  the
  balance  owed of $82,500.  The principal and interest  are  due
  in  five  equal installments beginning February 2001  and  each
  year  thereafter.  This note is secured by 90,000 shares  owned
  by the former employee.

  On  January  13, 2000, the Board of Directors agreed  to  amend
  the  employment  agreement  of the  Company's  President.   The
  Board voted to reduce his current number of stock options  from
  250,000 to 207,500, to grant him 40,000 new stock options,  and
  to  offer him the option of a loan bearing interest at  5%  per
  annum  to  purchase  these options in  the  event  that  he  is
  terminated without cause.

  On  December 18, 2000, the Board of Directors agreed  to  amend
  the  employment  agreement  of the  Company's  Chief  Financial
  Officer.   The  Board  voted  to  cancel  her  existing  15,000
  options  and  grant to her 30,000 new stock  options  with  the
  option  of a loan bearing interest at 5% per annum to  purchase
  these  options  at  any time upon their vesting  on  March  31,
  2001.


10.    Income Taxes
  Deferred income tax assets and liabilities were as follows:
                                                         December 31,
                                                             2000
  Deferred tax asset                                       $2,229,000
  Deferred tax liabilities                                   (318,000)
  Valuation allowance                                      (1,911,000)
                                                                   --

<PAGE>

  Deferred income tax assets and liabilities consist primarily
  of net operating loss (NOL) carryforwards and the allowance
  for doubtful accounts, and differences between the financial
  and tax basis of the investment in a joint venture,
  respectively.

  At December 31, 2000, the Company had NOL carryforwards of
  approximately $3,600,418 for income tax purposes.  The NOL
  carryforwards expire in years 2008 through 2019 if not
  previously utilized.  Utilization of the available NOL
  carryforward may be limited due to future significant changes
  in ownership under Internal Revenue Codes Section 382.  These
  potential future tax benefits are not recognized in the
  consolidated financial statements since realization is not
  reasonably assured.


11.     Loss Per Share
  The following table reflects the calculation of basic and
  diluted loss per share.
<TABLE>
<CAPTION>

                                                   Year Ended       Year Ended
                                                  December 31,     December 31,
                                                      2000              1999
<S>                                             <C>              <C>
  Numerator:
  Net loss                                       $   (685,052)    $ (1,961,083)

  Denominator:
  Weighted average shares - Basic earnings            920,233          805,820
  Dilutive effect of stock options/warrants                --               --
  Weighted average shares - Diluted earnings          920,233          805,820

  Net loss per share - Basic                     $      (0.74)    $      (2.43)

  Net loss per share - Diluted                   $      (0.74)    $      (2.43)

</TABLE>

  The assumed exercise of potentially dilutive securities
  (247,500 and 560,000 shares) have not been included in the
  computation of diluted earnings per common share for the years
  ended December 31, 2000 and 1999, respectively as their effect
  would be antidilutive.


12.    Related Party Transactions
  On December 3, 1998, SXD entered into an 8%, $600,000,
  unsecured, convertible promissory note with an unrelated third
  party (the party).  In addition to the note, the Company
  received warrants to purchase up to 60,000 shares of the
  party's common stock at an exercise price of $10 per share.
  This loan was offered as part of a $1.2 million bridge
  financing deal that was being administered by Equity
  Securities Investments Inc. (Equity Securities).  One of DTR's
  directors, is the Vice-President of Equity Securities.  In
  addition to the bridge financing, Equity Securities was
  working with the party as its agent to raise additional
  financing through a private placement.  This relationship
  expired November 1999 and there is no current commitment to
  renew.


13.    Economic Dependence
  For the year ended December 31, 1999, the Company had two
  customers which comprised 100% of its x-ray tube sales of
  $48,900.  In addition, the Company had one supplier for these
  x-ray tubes from which it purchased $41,450 of equipment.


<PAGE>

14. Supplemental Disclosures of Cash Flow Information
  Non-cash operating and investing activities:
  In  September 1998, API began its purchase of an additional 10%
  of  FMI  for  $6  million dollars.  For the year  December  31,
  1999,  API  contributed  $1.7 million to  FMI  resulting  in  a
  $308,597  increase in the value of DTR's investment in  FMI  in
  order  to  recognize the unrealized gain from the reduction  in
  its  ownership  interest  from 40% to  30%  in  FMI.   The  API
  capital  contribution  to  FMI also  increased  DTR's  paid-in-
  capital by this same amount through December 1999.

  In  connection  with a stock option exercise  as  discussed  in
  Note  9,  the Company granted the optionee a non-recourse  note
  for $82,500.

  On  April  1,  2000, DTR converted $123,305 of  its  receivable
  from  Savory Snacks L.L.C. to a 40% investment in Savory Snacks
  L.L.C.

  For  the year ended December 31, 2000, the Company reduced  the
  deferred  gain and corresponding receivable from  the  sale  of
  discontinued operations by $181,707 as discussed in Note 7.

  In  1999,  the Company transferred $49,288 related  to  accrued
  interest on the note receivable from other receivables  to  the
  principal balance due on notes receivable.

                                                Year Ended        Year Ended
                                               December 31,      December 31,
  Supplemental cash flow information:             2000              1999
  Cash paid for:
  Interest                                       $  1,712          $  3,360
  Taxes                                          $  3,227          $     --


15. Subsequent Events

  In  order  to  reduce costs, the Company abandoned  its  leased
  premises in January 2001 and moved its remaining assets  to  an
  office  space that it rents on a month to month basis for  $100
  per  month.  The Company will accrue approximately $27,000  due
  under  the  old lease in the first quarter of 2001  unless  the
  space  can be subleased in the future.  Additionally, the Board
  and  the  Company's president agreed in January  2001  that  he
  would  resign  as  President, but remain  a  director  for  the
  Company.   The Company's chief financial officer will  continue
  to  work  on  a part time basis and will not require  any  cash
  payment until the Company is able to do so.

  In  January  2001, DTR sold its 10% ownership in  Phygen,  Inc.
  for  $314,658.   DTR received $85,000 in cash plus  a  $229,658
  note  for  the  remainder  of the  balance.   This  note  bears
  interest at 6% per annum and is due on January 10, 2004.   This
  note is secured by 70,664 shares in Phygen.

  In January 2001, the Company's former president exercised
  247,500 options and gave the Company a note for $310,750.
  This note bears interest at the rate of 5% per annum, is due
  in four equal annual installments beginning December 31, 2003
  and is secured by the shares.

  As  of  January 2001, the Company no longer is actively engaged
  in  operating business activities.  The remaining assets of DTR
  are  its  30% ownership in FMI, its 40% ownership and  a  fully
  reserved  note  receivable in Savory Snacks, its $229,658  note
  receivable  on  the  sale  of  its Phygen  ownership  and  some
  contractual  rights  in  Armed Corp.   The  Company  has  until


<PAGE>

  January   2002  to  either  engage  in  some  renewed  business
  activities  or  to change its status to an investment  company.
  The  Company's  Board  of Directors is currently  contemplating
  its  options  and  will  be issuing a press  release  upon  the
  determination of the Company's future strategies.

  In April 2001, the Company's chief financial officer exercised
  30,000 options and gave the Company a note for $18,750.  This
  note bears interest at the rate of 5% per annum, is due in
  four equal installments beginning April 6, 2003 and is secured
  by the shares.

  Additionally in April 2001, two members of the Board exercised
  30,000 options giving the Company $41,876 in cash.


<PAGE>

                            PART III

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

                   PRINCIPAL SHAREHOLDERS AND
                      MANAGEMENT OWNERSHIP

      The  following table contains information as of  April  10,
2001, concerning the beneficial ownership of the Company's Common
Stock  by  persons known to the Company to beneficially own  more
than  5% of the Common Stock, by each director, by each executive
officer  named  in  the Summary Compensation Table,  and  by  all
current  and  nominated  directors and executive  officers  as  a
group.  Shares reported as beneficially owned include  those  for
which  the  named persons may exercise voting power or investment
power,  and  all shares owned by persons having sole  voting  and
investment  power  over such shares unless otherwise  noted.  The
number of shares reported as beneficially owned by each person as
of April 10, 2001, includes the number of shares that such person
has  the  right to acquire within 60 days of that date,  such  as
through  the  exercise  of stock options  or  warrants  that  are
exercisable within that period.

                               Amount and Nature
     Name and Address of      of Beneficial Owner    Percentage
      Beneficial Owner                                 Owned A

 Vladimir Drits                  62,834 (1)        5.0%
 11901 Meadow Lane West
 Minnetonka, MN  55305

 Peter L. Hauser B               51,000 (2)        4.1%
 2820 IDS Tower
 Minneapolis, MN  55402

 LeAnn C. Hitchcock C            30,000 (3)        2.4%
 5223 Industrial Blvd.
 Edina, MN  55439

 John P. Hupp B                 251,800 (4)       20.1%
 5223 Industrial Blvd.
 Edina, MN  55439

 Erlan Sagadiev                 130,000 (5)       10.4%
 5223 Industrial Blvd.
 Edina, MN  55439

 Roger W. Schnobrich B           45,700 (6)        3.6%
 222  South Ninth St., Suite
 3200
 Minneapolis, MN  55402

 Beneficial Owners of 5%  or    571,334           45.6%
 more,     Officers      and
 Directors as a group


<PAGE>

 All  current directors  and    378,500           30.2%
 officers as a group
 (4 people)

A    The total number of shares outstanding assuming the exercise
 of  all  currently exercisable and vested options  and  warrants
 held  by  all executive officers, current directors, and holders
 of  5%  or  more of the Company's issued and outstanding  Common
 Stock is 1,253,320 shares.  Does not assume the exercise of  any
 other options or warrants.

B   Designates a Director of the Company.

C   Designates an Executive Officer of the Company.

(1)  Includes  20,001 shares of Common Stock gifted by Mr.  Drits
     to his spouse and children.

(2)  Includes  6,000  shares held in IRA for the benefit  of  Mr.
     Hauser.  Includes presently exercisable options for the purchase
     of  5,000 shares at $3.00 issued under the terms of the 1997
     Outside Directors Stock Option Plan.

(3)  Includes  30,000  shares held by DTR as collateral  for  Ms.
     Hitchcock's $18,750 loan outstanding on the balance owed for her
     purchase of these shares at $0.625 per share.

(4)  Includes  247,500 shares held by DTR as collateral  for  Mr.
     Hupp's $310,750 loan outstanding on the balance owed for his
     purchase of 207,500 shares at $1.22 per share and 40,000 shares
     at $1.44 per share.

(5)  Includes  90,000  shares held by DTR as collateral  for  Mr.
     Sagadiev's $82,500 loan outstanding on the balance owed for his
     purchase of 125,000 shares at $1.22 per share.

(6)  Includes  presently exercisable options for the purchase  of
     5,000 shares at $3.00 per share issued under the terms of the
     1997 Outside Directors Stock Option Plan.


                     OFFICERS AND DIRECTORS

The following table sets forth the current and executive officers
of the Company, their ages and positions with the Company as of
April 10, 2001:


          Name                Age            Position

 Peter L. Hauser(1)(2)        60       Director

 Roger W.                     71       Director
 Schnobrich(1)(2)

 John P. Hupp                 41       Director

 LeAnn C. Hitchcock           31       Chief      Executive
                                       Officer,
                                       Chief Financial
                                       Officer, Corporate
                                       Secretary

(1)  Member of the Compensation Committee.

(2)  Member of the Audit Committee.


<PAGE>

           Mr.  Hauser  has been a director of the Company  since
October  1993.  Since  1977,  he  has  been  employed  by  Equity
Securities Trading Co., Inc., a Minneapolis-based brokerage firm,
and is currently a vice president and principal.

      Mr.  Schnobrich  has been a director of the  Company  since
October  1993.  He  is  a partner with Hinshaw  &  Culbertson,  a
Minneapolis  law  firm  which serves  as  legal  counsel  to  the
Company.   Until 1997, he was an owner and attorney with  Popham,
Haik,  Schnobrich & Kaufman, Ltd., a Minneapolis-based  law  firm
which  he  co-founded in 1960. He also serves as  a  director  of
Rochester   Medical   Corporation,  a  company   that   develops,
manufactures   and  markets  improved,  latex  free,   disposable
urological catheters.

     Mr.  Hupp was been the Company's President since June  1995,
and  a director since April 1996.  To support the Company's  need
to  reduce  costs, the Board and Mr. Hupp agreed in January  2001
that he would resign as President, but remain a director for  the
Company.   He  was  Corporate  Secretary  from  July  1994  until
September 1997, and was Director of Legal Affairs from July  1993
to  June  1995.  From  June 1992 until June 1993,  Mr.  Hupp  was
President of Magellan International Ltd., which marketed  on-line
and  hard  copy  information for a Russian  information  company.
From March to June 1992, he served as Of Counsel for the law firm
of  Hale & Dorr, establishing the firm's Moscow office. His  work
included negotiating and establishing joint ventures for clients.
From  September 1990 to January 1992, Mr. Hupp was Senior Project
Manager   and   Corporate  Counsel  with  Management  Partnership
International, Ltd. (MPI). Prior to his work at MPI, Mr. Hupp was
a  trial lawyer for the firm of Bollinger & Ruberry and Pretzel &
Stouffer  in  Chicago  for six years. Mr. Hupp  received  a  J.D.
Degree  from the University of Illinois College of Law  and  B.A.
degrees  in Russian Area Studies and Political Science. Mr.  Hupp
has   intensive  language  training  from  the  Leningrad   State
University in St. Petersburg, Russia.

      LeAnn  Hitchcock, CPA was employed by the  Company  as  the
Controller  on July 7, 1997 and on September 25, 1997  was  named
Chief Financial Officer and Corporate Secretary. In January 2001,
she  was  named acting CEO and president upon the resignation  of
Mr. Hupp.  Prior to joining the Company, Ms. Hitchcock was CFO of
Galaxy  Foods Company in Orlando, Florida from December  1995  to
June  1997.   From  1994 to 1995, she was a  senior  auditor  for
Coopers  and Lybrand LLP in Orlando, FL.  From 1992 to 1994,  she
worked  for  the  local public accounting  firm  of  Pricher  and
Company in Orlando as a senior auditor and tax accountant.  Prior
to  1992, Ms. Hitchcock worked for Arthur Andersen LLP as a staff
auditor.   Ms. Hitchcock obtained a BS in Business Administration
and  a BS in Accounting from Palm Beach Atlantic College in  West
Palm Beach, Florida in May 1990, and a Masters in Accounting from
Florida State University, Tallahassee, Florida in August 1991.

      Each  Executive  Officer  of  the  Company  is  elected  or
appointed  by  the  Board of Directors of the Company  and  holds
office  until  a  successor is elected, or until the  earlier  of
death, resignation or removal.

      To  the  knowledge of the Company, no executive officer  or
director of the Company is a party adverse to the Company or  has
material interest adverse to the Company in any legal proceeding.

     The information given in this 10KSB concerning the Directors
is  based upon statements made or confirmed to the Company by  or
on  behalf  of  such Directors, except to the  extent  that  such
information appears in its records.


<PAGE>



Meetings of the Board and Committees

     The Board of Directors held four formal meetings during 2000
and adopted certain resolutions by written minutes of action. The
Board   of  Directors  has  two  standing  committees;  an  audit
committee  and  a compensation committee. All directors  attended
all  of  the formal meetings.  The Audit Committee is responsible
for  reviewing the services rendered by the Company's independent
auditors and the accounting standards and principles followed  by
the  Company.  The Audit Committee held one meeting during  2000,
which  was  attended by all Committee members. During  2000,  the
Company  has accrued or paid $20,500 for audit services of  KPMG,
including  its  quarterly reviews and year-end  audit  fee.   The
Company also paid KPMG $1,500 for tax services during 2000.   The
Audit  Committee does not believe that the tax services performed
are   incompatible   with   the   auditor's   independence.   The
Compensation  Committee is responsible for making recommendations
to the Board of Directors regarding the salaries and compensation
of  the  Company's executive officers. The Compensation Committee
met four times during fiscal 2000.

  COMPLIANCE WITH SECTION 16(a) OF THE SECURITIES EXCHANGE ACT

      Section  16(a) of the Exchange Act requires  the  Company's
officers and directors, and persons who own more than 10  percent
of  the  registered class of the Company's equity  securities  to
file  reports  of ownership on Forms 3, 4, and 5  with  the  SEC.
Officers, directors and greater than 10 percent shareholders  are
required by SEC regulation to furnish the Company with copies  of
all Forms 3, 4, and 5 they file.

     Based upon the Company's review of the copies of such forms
it  has  received from certain reporting persons that they  were
not  required  to file Forms 5 for the year ended  December  31,
2000,  the  Company believes that all of its executive officers,
directors  and greater than 10% beneficial owners complied  with
all  filing  requirements applicable to  them  with  respect  to
transactions during 2000.



ITEM 10.  EXECUTIVE COMPENSATION


      The  following  table  sets  forth  the  cash  and  noncash
compensation  for years ended December 31, 2000, 1999,  and  1998
awarded to or earned by the Chief Executive Officer:

                   Summary Compensation Table

                           Annual Compensation               Long-Term
                                                   Other    Compensation
                    Fiscal   Salary     Bonus      Annual  Awards/Options
Name and Principal   Year                       Compensation
Position            Ended      ($)       ($)         ($)        (#)
John    P.   Hupp,   2000   $ 98,542     none    $ 2,956(2)   40,000
President, CEO(1)
                     1999   $110,000     none    $ 3,300(2)    none

                     1998   $ 95,000   $16,000   $2,850(2)     none


(1)Mr.  Hupp became President on June 16, 1995. Effective January
   1997,  his  salary  was  increased to $7,500  per  month;  and
   effective  October  1998, his salary was increased  to  $9,167
   per  month.   Beginning October 15, 2000, Mr. Hupp  agreed  to
   work  on  a  half-time basis and his salary was then decreased
   to $4,583 per month.

(2)In  1998, the Board of Directors voted to contribute up to  3%
   over  the  employees' base salary to their respective  Sar/Sep
   retirement account.

(3)In January 2000, the Board issued 40,000 shares to Mr. Hupp at
   the current market price of $1.44 per share.


<PAGE>

Aggregated  Option  Exercises: Last Fiscal  Year  and  Fiscal  Year-End
Option Values

      The  following  table summarizes for  the  named  executive
officers  the number of stock options exercised during  the  year
ended December 31, 2000, the aggregate dollar value realized upon
exercise,  the  total  number  of  unexercised  options  held  at
December  31, 2000 and the aggregate dollar value of in-the-money
unexercised  options  held at December 31, 2000.  Value  realized
upon exercise is the difference between the fair market value  of
the  underlying stock on the exercise date and the exercise price
of the option. Value of Unexercised In-the-Money Options at year-
end  is  the difference between its exercise price and  the  fair
market  value of the underlying stock on December 31, 2000  which
was $1.75 per share.

 Aggregated Option Exercises in Fiscal 2000 and Fiscal Year-End
                          Option Values
<TABLE>
<CAPTION>

                                            Number of            Value of Unexercised
Name and                              Unexercised Options at     In-the-Money Options at
Principal  Shares Acquired   Value      December 31, 2000(#)       December 31, 2000($)
Position    on Exercise    Realized  Exercisable Unexercisable  Exercisable Unexercisable
<S>               <C>       <C>       <C>          <C>           <C>          <C>
John  P. Hupp (1) None       None      186,000      61,500        $94,180      $28,195
President, CEO

</TABLE>
   (1)  Includes 207,500 options granted under September 30, 1996
   employment  agreement at $1.22 per share  and  40,000  options
   granted in January 2000 at $1.44 per share.


Employment Agreements

      Mr. Hupp's original employment agreement dated June 1, 1995
was  amended on September 30, 1996 and then amended and  restated
on  October  1, 1998.  The new employment agreement provides  for
compensation of $110,000 per year and standard employee  benefits
during  the  employment  term expiring September  30,  2001.   In
addition,  Mr.  Hupp  or his successors will receive  salary  and
benefits for a twelve-month period upon total death or disability
of  Mr.  Hupp or if the Company terminates the Agreement  without
cause.   Under terms of the Agreement, Mr. Hupp will  devote  his
best  efforts  to the performance of his duties,  and  agrees  to
certain restrictions related to participation in activities  felt
to conflict with the best interests of the Company.

     On  January 13, 2000, the Board of Directors agreed to amend
Mr.  Hupp's employment agreement to reduce his current number  of
stock  options from 250,000 to 207,500, to grant him  40,000  new
stock options at the fair market value of $1.44, and to offer him
the option of a loan bearing interest at 5% per annum to purchase
these options in the event that he is terminated without cause.

     On December 18, 2000, the Board of Directors agreed to amend
the  employment agreement of LeAnn Hitchcock, the Company's Chief
Financial  Officer.  In light of DTR's need to  reduce  expenses,
they  agreed to contract her services at $75 per hour on a  part-
time  basis  rather  than  retain her  as  a  full-time  employee
effective  January 1, 2001.  LeAnn has agreed to not require  any
cash  payment  until the Company is able to do so.  At  the  same
time,  the Board voted to cancel her existing 15,000 options  and
grant to her 30,000 new stock options at the fair market value of
$0.625 with the option of a loan bearing interest at 5% per annum
to purchase these options at any time upon their vesting on March
31,  2001.  LeAnn will continue to spend the majority of her time
working for DTR's subsidiary, FoodMaster International LLC.


<PAGE>

Compensation of Directors

      No director who is also an employee of the Company received
any additional compensation for services as a director.

      The  non-employee directors of the Company include  Messrs.
Hauser   and  Schnobrich.  During  2000,  non-employee  directors
received no cash compensation for their services as a director or
committee member. However, they each received 5,000 shares of the
Company's  Common  Stock  under the terms  of  the  1997  Outside
Director's  Stock  Option Plan for their  services  during  2000.
These  options  were issued at an exercise price of  $1.1875  per
share which was the market price on the date of the grant.    Mr.
Schnobrich is an attorney with Hinshaw & Culbertson, which serves
as  counsel for the Company and which receives payment  of  legal
fees for such services.

      It  is  the  Company's intention to issue to  each  outside
director an option for 5,000 shares of the Company's Common Stock
each year under terms of the 1997 Outside Director's Stock Option
Plan  upon  their  election to the Board at the Company's  annual
meeting.  The option will vest equally over the calendar year.

     Options  granted  under  the 1997  Outside  Directors  Stock
Option  Plan are not intended to and do not qualify as  incentive
stock options as described in Section 422 of the Internal Revenue
Code.



ITEM 11.  SECURITY  OWNERSHIP  OF CERTAIN BENEFICIAL  OWNERS  AND
          MANAGEMENT

None


ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     The law firm of Hinshaw & Culbertson provides legal services
to  the Company.  Roger Schnobrich, a director of the Company, is
a partner in the firm.

     On  December  3, 1998, SXD, DTR's wholly-owned  subsidiary,
entered  into an 8%, $600,000, unsecured, convertible promissory
note  with Hyperport International (Hyperport).  In addition  to
the  note,  the SXD received warrants to purchase up  to  60,000
shares  of Hyperport's common stock at an exercise price of  $10
per  share.   This loan was offered as part of  a  $1.2  million
bridge  financing  deal  that was being administered  by  Equity
Securities Investments Inc. (Equity Securities).  Peter  Hauser,
one  of DTR's current directors, is the Vice-President of Equity
Securities.   In  addition  to  the  bridge  financing,   Equity
Securities  was  working with Hyperport as its  agent  to  raise
additional   financing  through  a  private   placement.    This
relationship  expired  November 1999 and  there  is  no  current
commitment  to  renew. During 1999, the Company wrote  down  its
investment in this unaffiliated company to zero since  there  is
no  guarantee as to when or if Hyperport will be able  to  repay
the loan.

     On  February 1, 2000, Erlan Sagadiev exercised his right  to
125,000  shares  of  the Company's common  stock.   He  paid  the
Company  $70,000 and gave the Company a promissory  note  bearing
interest at 4.87% per annum for the balance owed of $82,500.  The
principal  and  interest  are  due  in  five  equal  installments
beginning February 2001 and each year thereafter.  This  note  is
secured by 90,000 of the exercised shares.


<PAGE>

     On  January  13,  2001,  John Hupp exercised  his  right  to
247,500  shares  of  the Company's common  stock.   He  gave  the
Company  a  promissory note bearing interest at 5% per annum  for
the balance owed of $310,750.  The principal and interest are due
in  five equal installments beginning January 2002 and each  year
thereafter.  This note is secured by all of the 247,500 exercised
shares.

     On  April  6, 2001, LeAnn Hitchcock exercised her  right  to
30,000  shares  of  the Company's common  stock.   She  gave  the
Company  a  promissory note bearing interest at 5% per annum  for
the  balance owed of $18,750.  The principal and interest are due
in  five  equal installments beginning April 2002 and  each  year
thereafter.  This note is secured by all of the 30,000  exercised
shares.

     Additionally  in  April  2001,  two  members  of  the  Board
exercised 30,000 options giving the Company $41,876 in cash.


<PAGE>

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K

          The  following Exhibits are filed as part of this  Form
          10-KSB:

          No.  Exhibit Description
          3.1   Articles  of Incorporation of the  Company  dated
          November 11, 1991(1)

          3.2    Certificate   of  Amendment   of   Articles   of
          Incorporation of the Company dated June 16, 1992(1)

          3.3  Bylaws of the Company(1)

          3.4    Certificate   of  Amendment   of   Articles   of
          Incorporation  of  the  Company,  changing   registered
          office address dated March 2, 1993(1)

          3.5    Certificate   of  Amendment   of   Articles   of
          Incorporation of the Company dated November 30, 1995(3)

          4.1   Form  of  stock  certificate representing  Common
          Stock, $.01 par value per share, of the Company, issued
          by  Company  after  a 1 for 3 reverse  split  effective
          December 12, 1995(3)

          4.2   Form  of  Subscription Agreement  and  Investment
          Representations in connection with private placement of
          300,000 shares of Common Stock(1)

          4.3   Amended  Incentive Stock  Option  Grant  -  Erlan
          Sagadiev dated December 11, 1996(6)

          4.4   Amended Incentive Stock Option Grant - John  Hupp
          dated December 11, 1996(6)

          4.5   1992  Stock Option Plan as amended  and  restated
          effective September 30, 1996(8)

          4.6   Developed Technology Resource, Inc. 1997  Outside
          Directors  Stock  Option  Plan  effective  November  1,
          1997(7)

          10.1  Asset  Sale  Agreement  between  Company  and   a
          corporation  to  be organized by Oleg Yermakov  selling
          the  Company's security equipment distribution business
          and  certain  assets  to Oleg Yermakov,  contingent  on
          certain future events(5)

          10.2 Exclusive Distributor Agreement dated October 1995
          between  Company  and SECTOR 6, Security   Division  of
          N.V. COMAUTO S.A. effective until September 30, 1998(5)

          10.3  Contract for Fiduciary Management of State Shares
          of  the  Open  Type Joint Stock Company, Ak-Bulak  with
          their Subsequent Buy-out Option (4)

          10.5 Form of Stock Option Agreement(1)

          10.6  Limited Liability Company Agreement of FoodMaster
          International  L.L.C. as amended and restated  November
          15, 1999(11)

          10.7  FoodMaster  International L.L.C.  Share  Transfer
          Agreement dated March 3, 1997(6)

          10.8  FoodMaster  International L.L.C.  Bill  of  Sale,
          Assignment  and  Assumption Agreement  dated  March  3,
          1997(6)


<PAGE>

          10.9  Management Agreement between DTR  and  FoodMaster
          International L.L.C. as amended and restated  September
          11, 1998(9)

          10.10      Termination of Management Agreement  between
          DTR   and  FoodMaster  International  L.L.C.  effective
          November 15, 1999(11)

          10.12      Form  of  Assignment of  Financial  Advisory
          Agreement  from the Company to FAI Limited  Partnership
          effective January 31, 1993(1)

          10.13      Employment Agreement between DTR  and  Erlan
          Sagadiev effective September 30, 1996(6)

          10.14      Employment Agreement between  DTR  and  John
          Hupp   effective  October  1,  1998  as   amended   and
          restated(9)

          10.15     Amendment to Employment Agreement between DTR
          and John Hupp effective January 13, 2000(11)

          10.16      Office  Lease between DTR  and  McNeil  Real
          Estate  dated March 11, 1997 effective until April  30,
          2002(8)

          10.18      Promissory  Note between DTR  and  Hyperport
          International, Inc. dated July 26, 1999(11)

          10.19     Amendment to Employment Agreement between DTR
          and LeAnn Hitchcock effective December 18, 2000(12)

          10.20     Partnership Agreement dated January 16,  1992
          among  the  Company, Armen P. Sarvazyan  and  Stanislav
          Yemelyanov   concerning  the   formation   of   Medical
          Biophysics  International, as  amended  by  Partnership
          Agreement Amendment dated August 20, 1992(1)

          10.21      Letter of Understanding dated June 18,  1992
          between  the Company and Armen P. Sarvazyan  concerning
          Medical  Biophysics International,  and  May  22,  1992
          letter  from  the  Company to Dr. Armen  P.  Sarvazyan,
          Ph.D.(1)

          10.22       Assignment   of   rights   to   Intracavity
          Ultrasonic Device for Elasticity Imaging from Armen  P.
          Sarvazyan, Stanislav Emelianov and Andrei R.  Skovoroda
          to  Medical Biophysics International dated December 19,
          1992(1)

          10.23      Assignment of rights to Method and Apparatus
          for  Elasticity  Imaging from Armen  P.  Sarvazyan  and
          Stanislav Emelianov to Medical Biophysics International
          dated December 19, 1992(1)

          10.24     Assignment of rights to Method and Device for
          Mechanical Tomography of Tissue from Armen P. Sarvazyan
          to  Medial  Biophysics International dated January  16,
          1993(1)

          10.42      Form of Underwriter's Warrants dated May  5,
          1993  between the Company and Equity Securities Trading
          Co., Inc.(2)

          10.43        Form    of    Directors    and    Officers
          Indemnification  Agreement  issued  to  each   of   the
          Company's officers and directors on October 15, 1993 by
          action of the Board of Directors(2)

          10.45      Amendment  to Asset Sale Agreement  (Exhibit
          10.1) dated August 20, 1997 (7)

          21.1  Subsidiaries  of  Developed Technology  Resource,
          Inc. as amended(10)


<PAGE>

          27   Financial Data Schedule(11)


(1)Incorporated by reference to the same exhibit number  included
   in  the  Company's  registration statement on  Form  SB-2,  as
   Amended,  filed  with the Commission as file number  33-58626C
   in 1993.

(2)Incorporated by reference to the same exhibit number  included
   in  the Company's Annual Report on Form 10-KSB filed with  the
   Commission for the fiscal year ended October 31, 1993.

(3)Incorporated  by  reference  to  exhibit  numbers  1A  and  3A
   included   in  the  Company's  Form  8-A/A  filed   with   the
   Commission on December 12, 1995.

(4)Incorporated  by reference to exhibit number  10  included  in
   the  Company's Quarterly Report on Form 10-QSB for  the  third
   fiscal quarter ended July 31, 1996.

(5)Incorporated by reference to the same exhibit number  included
   in  the Company's Annual Report on Form 10-KSB filed with  the
   Commission for the fiscal year ended October 31, 1995.

(6)Incorporated by reference to exhibit numbers 4.1,  4.2,  10.1,
   10.2,  10.3,  10.4, 10.5 and 10.6 included  in  the  Company's
   Quarterly Report on Form 10-QSB filed with the Commission  for
   the first fiscal quarter ended January 31, 1997.

(7)Incorporated by reference to exhibit numbers 10.44  and  10.45
   included  in the Company's Annual Report on Form 10-KSB  filed
   with  the  Commission for the fiscal year  ended  October  31,
   1997.

(8)Incorporated  by reference to exhibit numbers 10.4  and  10.16
   included  in  the Company's Quarterly Report  on  Form  10-QSB
   filed  with the Commission for the first fiscal quarter  ended
   January 31, 1998.

(9)Incorporated by reference to the same exhibit number  included
   in  the  Company's Quarterly Report on Form 10-QSB filed  with
   the  Commission for the third calendar quarter ended September
   30, 1998.

(10)     Incorporated  by  reference to the same  exhibit  number
   included  in the Company's Annual Report on Form 10-KSB  filed
   with  the  Commission for the fiscal year ended  December  31,
   1998.

(11)     Incorporated  by  reference to the same  exhibit  number
   included  in the Company's Annual Report on Form 10-KSB  filed
   with  the  Commission for the fiscal year ended  December  31,
   1999.

(12)    Filed herewith.


<PAGE>

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












                         DEVELOPED TECHNOLOGY RESOURCE, INC.



Date:        April 13, 2001            By /s/ LeAnn C. Hitchcock
                                       Name:   LeAnn C. Hitchcock
                                       Title:  Chief Financial Officer
                                  (Principal Financial & Accounting Officer)



Date:       April  13,  2001           By  /s/  John   P.   Hupp
                                       Name:   John P. Hupp
                                       Title:     Director



Date:       April  13,  2001           By  /s/  Peter  L.  Hauser
                                       Name:   Peter L. Hauser
                                       Title:     Director



Date:       April 13, 2001             By /s/ Roger W. Schnobrich
                                       Name:   Roger W. Schnobrich
                                       Title:     Director