SECURITIES AND EXCHANGE COMMISSION
                      WASHINGTON, D.C. 20549


                          FORM 10-KSB

      ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                SECURITIES EXCHANGE ACT OF 1934


          FOR THE FISCAL YEAR ENDED DECEMBER 31, 2001


                 COMMISSION FILE NO.: 0-161470


                       TELE-OPTICS, INC.
         ----------------------------------------------
         (Name of Small Business Issuer in its Charter)

         Delaware                                         65-0008442
---------------------------------                    -------------------
(State or other jurisdiction                          (IRS Employer
of incorporation or organization)                    Identification No.)


   21218 St. Andrews Boulevard, #642, Boca Raton, Florida 33433
   ------------------------------------------------------------
   (Address of principal executive offices, including zip code)


                          (954) 360-4951
                   ---------------------------
                   (Issuer's telephone number)


                              None
        -----------------------------------------------------
        (Former name, former address, and former Fiscal Year,
                    if changed since last report)


   Securities registered pursuant to Section 12(b) of the Act:


       None                                                None
---------------------                             ----------------------
(Title of Each Class)                             (Name of Each Exchange
                                                   on which Registered)


Securities registered pursuant to 12(g) of the Act:


               Common Stock, par value $.001 per share
               ---------------------------------------
                           (Title of Class)

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

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

State issuer's revenues for its most recent fiscal year: $-0-

The aggregate market value of the Registrant's voting stock held by non-
affiliates, based upon the closing sales price for the common stock of
$-0- per share on March 15, 2002 was $-0-.

As of March 15, 2002, there were 8,000,000 shares of the Registrant's
Common Stock issued and outstanding.



<PAGE>   1


                        TELE-OPTICS, INC.



                        TABLE OF CONTENTS

                                                         Page
PART I

Item 1.  Business......................................... 3

Item 2.  Properties....................................... 6

Item 3.  Legal Proceedings................................ 6

Item 4.  Submission of Matters to a
           Vote of Security Holders....................... 6

PART II

Item 5.  Market for Company's Common Equity
           And Related Stockholder Matters................ 7

Item 6.  Management's Discussion and
           Analysis or Plan of Operations................. 8

Item 7.  Financial Statements and Supplementary Data...... 9

Item 8.  Change in and Disagreements
           with Accountants on Accounting
           and Financial Disclosure....................... 9

PART III

Item 9.  Directors, Executive Officers, Promoters
           and Control Persons; Compliance with
           Section 16(a) of the Exchange Act.............. 10

Item 10. Executive Compensation........................... 11

Item 11. Security Ownership of Certain
           Beneficial Owners and Management............... 11

Item 12. Certain Relationships and Related Transactions... 12

Item 13. Exhibits, Financial Statement
           Schedules and Reports on Form 8-K.............. 13

SIGNATURES



<PAGE>   2


                              PART I

ITEM 1.  BUSINESS
         --------

Tele-Optics, Inc. (the "Company" or the "Registrant") was incorporated
in December 1986 for the purpose of acquiring all of the common stock of
Lenzar Optics, Inc. ("Lenzar").  Lenzar was then engaged in development,
manufacture and marketing of a variety of optical, electronic and
electro-optical products for use in the medical and defense industries.
In September, 1991, the Company sold all assets related to Lenzar's
operations to a third party.  Following that sale, the Company had no
active business operations and intended to liquidate its assets.  In
December 1991, the Company entered into an agreement to acquire all of
the issued and outstanding common stock of Fantasia Homes, Inc.
("Fantasia") (the "Fantasia Agreement").  In May 1992, however, the
Company rescinded the Fantasia Agreement and canceled all shares of its
common stock issued in connection with the Fantasia Agreement.  Since
rescission of the Fantasia Agreement, the Company has investigated the
possibility of acquiring a potential business opportunity.  The Company,
however, did not possess the capital necessary to successfully pursue any
such acquisition.  The Company has had virtually no active business
operations since late 1991.

On November 21, 1997, (the "Closing Date"), new investors, including the
Company's current management (the "Buyers"), completed the purchase of
an aggregate of 3,100,000 shares of the Company's Common Stock (the
"Purchased Shares"), representing approximately sixty-two (62%) percent
of the Company's then issued and outstanding Common Stock as of the
Closing Date.  The Purchased Shares were acquired from the authorized but
previously unissued shares of the Company's Common Stock.  As part of the
aggregate purchase price for the Purchased Shares, the Buyers agreed to
pay certain obligations of the Company, including certain past due and
current accounting and legal fees, stock transfer agent fees, franchise
taxes, state and federal taxes, and other expenses incurred or to be
incurred in connection with bringing the Company current with respect to
reporting obligations under the Securities and Exchange Act of 1934 (the
"Act").  As a result, the Company has filed certain disclosure documents
with the Securities and Exchange Commission ("SEC"), including Annual
Reports on Form 10-KSB and Quarterly Reports on Form 10-QSB.
Simultaneously with the acquisition of the Purchased Shares, an
additional 300,000 shares of the Company's Common Stock was acquired by
a member of the law firm which represented the Company in connection with
the transaction.  Such shares were issued during 1999.  See "Financial
Statements"

In addition, since the Closing Date, the Buyers and others have provided
additional sufficient funds in the form of equity investment and loans
to ensure the Company's viability and permit the Company to continue its



<PAGE>    3


limited operations and pursue business opportunities, including a
possible business combination, merger or similar transaction.  During
1999, the Company issued an additional 1,960,000 shares for an aggregate
purchase price of $19,600, which includes $4,600 for services that were
rendered to the Company.  During 2000 and 2001, the Company issued an
additional 1,000,000 shares for an aggregate purchased price of $15,000.
The Company continues to engage in no commercial operations at this time.
See "Financial Statements".

Management has determined that the Company's current business plan is
primarily to seek one or more potential businesses which may, in the
opinion of management, warrant the Company's involvement.  The Company
recognizes that as a result of its limited financial, managerial or other
resources, the number of suitable potential businesses which may be
available to it will be extremely limited.  In seeking to attain its
business objective, the Company will not restrict its search to any
particular industry.  Rather, the Company may investigate businesses of
essentially any kind or nature, including but not limited to, finance,
high technology, manufacturing, service, sports, research and
development, communications, insurance, brokerage, transportation and
others.  Notwithstanding the foregoing, management does not intend to
become involved with a company which is an "investment company" under the
Investment Company Act of 1940, or with a company which may be deemed an
"investment advisor" under the Investment Advisors Act of 1940.  Nor does
the Company intend to become an investment company or an investment
advisor.  Management's discretion is otherwise unrestricted and it may
participate in any business whatsoever which may in the opinion of
management, meet the business objectives discussed herein.  It is
emphasized that the business objectives discussed herein are extremely
general and are not intended to be restrictive upon the discretion of
management.  As of the date of this report, the Company has not chosen
the particular area of business in which its proposes to engage and has
not conducted any market studies with respect to any business or
industry, although management of the Company has had preliminary
discussions with a variety of enterprises.

The Company will not restrict its search to any specific industry (except
as set forth above), but may acquire an entity or position in a company
which is (i) in its preliminary or development stage; or (ii) is a going
concern.  At this time, it is impossible to determine the needs of the
business in which the Company may seek to participate, and whether such
business may require additional capital, management, or may be seeking
other advantages which the Company may offer.  In other instances,
possible business endeavors may involve the acquisition of or a merger
with a company which does not need additional equity, but seeks to
establish a public trading market for its securities.



<PAGE>   4


Businesses which seek the Company's participation in their operations may
desire to do so to avoid what such businesses deem to be adverse factors
related to undertaking a public offering.  Such factors include
substantial time requirements and legal costs, along with other
conditions or requirements imposed by Federal and state securities laws.

The analysis of potential business endeavors will be undertaken by or
under the supervision of the Company's management.  Management is
comprised of individuals of varying business experiences, and management
will rely on their own business judgment in formulating decisions as to
the types of businesses which the Company may acquire or in which the
Company may participate.  It is quite possible that management will not
have any business experience or expertise in the type of businesses
engaged in by a company which may be investigated by the Company.

In analyzing prospective businesses, management anticipates considering
such factors as available technical, financial and managerial resources;
working capital and other financial requirements; such businesses'
history of operations, if any, and prospects for the future; the nature
of present and expected competition; the quality and experience of
management services which may be available and the depth of that
management; the potential for further research and development; risk
factors; the potential for growth and expansion; the potential for
profit; the perceived public recognition or acceptance of such
businesses, products, services, trade or service marks; its name
identification; and other relevant factors.  The Company may compensate
its management and/or advisors in connection with the review and analysis
of a prospective business combination.

While it is anticipated that these factors will be considered, to a large
extent a decision to participate in a specific business will be
difficult, if not impossible, to analyze through the application of
objective criteria.  In many instances, the achievements of a specific
business to date may not necessarily be indicative of its potential for
the future because of various changing requirements in the marketplace,
such as the ability to substantially shift marketing approaches, expand
significantly or change product emphasis, change or substantially alter
management, or other factors.  On the other hand, the management of such
companies may not have proven their abilities or effectiveness, or
established the viability of the market, or the products or services
which they propose to market.  As such, the profitability of such a
business may be unpredictable and might therefore subject the Company and
its assets to substantial risks.

It is anticipated that any number of prospective businesses will be
available to the Company from various sources, including its management,
its professional advisors, securities broker-dealers, venture



<PAGE>   5


capitalists, members of the financial community, and others who may
present unsolicited proposals.  In some instances, the Company may
publish notices or advertisements in financial or trade publications
seeking potential business acquisitions.  In certain circumstances, the
Company may agree, in connection with an acquisition, to pay a finder's
fee or other compensation to an investment banking firm or other person
(who may or may not be affiliated with the Company) who submits to the
Company a business in which the Company participates.

It is anticipated that locating and investigating specific proposals will
take a substantial period of time, although the time such process will
take can by no means be assured.  Further, even after a business is
located, the negotiation, drafting and execution of relevant agreements,
disclosure documents and other instruments may require substantial
additional time, effort and attention on the part of management, as well
as substantial costs for attorneys, accountants and others.  If a
decision is made not to participate in a specific business endeavor, the
costs theretofore incurred in the related investigation might not be
recoverable.  Furthermore, even if an agreement were reached for the
participation in a specific business, the failure to consummate that
transaction might result in the loss to the Company of the related costs
incurred, including compensation paid to management and its advisors.


ITEM 2.  PROPERTIES
         ----------

At present, the Company does not own any property.  The Company maintains
its business address at a minimal cost.  Administrative services,
including the use of fixtures, furniture and equipment, and the use of
employees to provide secretarial and bookkeeping services, are provided
to the Company at minimal cost by the Company's current officers and
directors.


ITEM 3.  LEGAL PROCEEDINGS
         -----------------

The Company is not party to any litigation.  To the knowledge of
management, no litigation is currently threatened.


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

Not applicable.




<PAGE>    6



                             PART II


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

The Company's Common Stock commenced trading in the over-the-counter
market during 1987.  The last quotation for the Company's Common Stock,
which management is aware of, appeared on Nasdaq on October 7, 1991.  The
Company is currently unaware of any trading market for its Common Stock.
The following table sets forth the range of high and low bid quotations
for the Company's Common Stock for the period indicated as reported by
Nasdaq during the two years prior to October 7, 1991.  The below
quotations represent prices between dealers and do not include retail
mark-up, mark-down or commission.  The quotations do not necessarily
represent actual transactions.

     Fiscal Period                     High Bid        Low Bid
     -------------                     --------        --------

     1989:
     ----
     First Quarter..................... $ 3.25         $ 2.00
     Second Quarter....................   3.75           1.875
     Third Quarter.....................   2.125          1.625
     Fourth Quarter....................   2.00           1.25

     1990:
     ----
     First Quarter..................... $ 1.875        $ 1.125
     Second Quarter....................   1.875          0.8125
     Third Quarter.....................   0.875          0.3125
     Fourth Quarter....................   0.375          0.025

     1991:
     ----
     First Quarter..................... $ 0.625        $ 0.25
     Second Quarter....................   0.6875         0.50
     Third Quarter.....................   0.5625         0.34375
     Fourth Quarter
         (through October 7, 1991).....   0.0625         0.03125



To the best of the Company's knowledge the last available quotations for
its Common Stock appeared in the Nasdaq System on October 7, 1991.  High
and low bid prices were 1/16 and 1/32 respectively, on that date.

As of March 15, 2002, there were approximately 237 record holders of the
Company's outstanding Common Stock.  Since additional shares of the
Company's Common Stock are held for stockholders at brokerage firms
and/or clearing houses, the Company was unable to determine the precise
number of beneficial owners of its Common Stock as of March 15, 2002.



<PAGE>    7



The Company has never declared or paid cash dividends on its capital
stock and the Company's Board of Directors intends to continue that
policy for the foreseeable future.  Earnings, if any, will be used to
finance the development and expansion of the Company's business.  Future
dividend policy will depend upon the Company's earnings, capital
requirements, financial condition and other factors considered relevant
by the Company's Board of Directors and will be subject to limitations
imposed under Delaware law.


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

The analysis of the Company's financial condition, liquidity, capital
resources and results of operations should be viewed in conjunction with
the accompanying financial statements including the notes thereto.

Financial Condition
-------------------

At December 31, 2001, the Company had current assets and total assets of
$3,614 as compared to current assets and total assets of $935 at December
31, 2000; liabilities of $4,800 as of December 31, 2001, as compared to
liabilities of $740 as of December 31, 2000, and a net worth of $(1,186)
as of December 31, 2001, as compared to a net worth of $195 at December
31, 2000.  The decrease in net worth was the result of expenses incurred
by the Registrant in connection with keeping the Company current in its
periodic filings with the SEC and related operating expenses.  See
"Business" and "Financial Statements".

Liquidity
---------

Since the Company's operating expenses, in management's opinion, will be
minimal during the Company's 2002 fiscal year and until the Company is
able to engage in meaningful operations, the Company does not now
anticipate a significant liquidity deficiency.  It is anticipated that
the Company's current management and others will fund the Company's
operations, if required, by loans, forgiveness of loans, and/or further
contributions of capital.  The Company has no present commitment that is
likely to result in its liquidity increasing or decreasing in any
material way.  In addition, the Company knows of no trend, additional
demand, event or uncertainty that will result in, or that are reasonably
likely to result in, the Company's liquidity increasing or decreasing in
any material way.

Capital Resources
-----------------

The Company has no material commitments for capital expenditures.  The
Company knows of no material trends, favorable or unfavorable, in the


<PAGE>   8


Registrant's capital resources.  The Company has no outstanding credit
lines or credit commitments in place and has no current need for
financial credit.

Results of Operations
---------------------

The Company has not had any material operations since 1991.  The Company
had no revenues for the fiscal year ended December 31, 2001.  During the
fiscal year ended December 31, 2001, the Company incurred expenses in the
amount of $11,381 in connection with bringing the Company current in its
periodic reporting, and other miscellaneous expenses.  During 2001, the
Company did not engage in any meaningful operations.

The Registrant knows of no trends or uncertainties that had, or that the
Company reasonably expects will have, a materially favorable or
unfavorable impact on sales, revenues or income from operations.  Other
than expenses incurred in the preparation and filing of its delinquent
and current reports on Forms 10-KSB and Forms 10-QSB and related
expenses, the Registrant knows of no events that caused a material change
in the relationship between its costs and revenues, and knows of no such
cause for the future.  The Company's income has been unaffected by
inflation.  See "Business".


ITEM 7.  FINANCIAL STATEMENTS
         --------------------
The financial statements required pursuant to this Item 7 are included
in this Form 10-KSB as a separate section commencing on page F-1 and are
hereby incorporated by reference into this Item 7.


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

The Company changed accountants from Thomas W. Klash, CPA to
Grassano Accounting, P.A.  The Company terminated Thomas W. Klash, CPA
by resolution by the Company's Board of Directors dated June 26, 2001.
The report of Thomas W. Klash, CPA on the Company's financial statements
for the fiscal year ended December 31, 2000 did not contain an adverse
opinion or disclaimer of opinion, and was not qualified or modified as
to uncertainty, audit scope, or accounting principles, except for a going
concern uncertainty.

In connection with the audit of the Company's financial statements
for the fiscal year ended December 31, 2000, and in the subsequent
interim period, there were no disagreements, disputes, or differences of
opinion with Thomas W. Klash, CPA on any matters of accounting principles
or practices, financial statement disclosure, or auditing scope and
procedures, which, if not resolved to the satisfaction of Thomas W.
Klash, CPA would have caused Thomas W. Klash, CPA to make reference to
the matter in its report.



<PAGE>    9


                             PART III



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

The directors and executive officers of the Company as of the date of
this report are as follows:


Name                     Age     Position
----                     ---     --------

John P. Little           60      President and Director

Bert L. Gusrae           65      Vice President and Director

David A. Carter          51      Secretary/Treasurer and Director


JOHN P. LITTLE joined the Company in 1991 as a director and has served
as President and as a director of the Company since 1992.  Mr. Little is
also President of Southern Leasing Services, Inc.,  a private company
engaged in equipment leasing with offices in North Palm Beach, Florida.
He is also a director of Westmark Group Holdings, Inc., a public company
seeking a business combination.  From October, 1993 to December, 1997,
Mr. Little was also Senior Vice President of Trans-Ocean Investment
Corporation, an advisor to individuals and corporations with regard to
investment possibilities within Europe.  Mr. Little holds the Bachelors
of Business Administration degree from the University of Mississippi with
emphasis in banking, finance and accounting.  Mr. Little also operates
a consulting practice providing services to international business
investors requiring local contacts and banking practices knowledge,
principally in the Carribean basin.  In his consulting practice, Mr.
Little emphasizes the formation of international business corporations,
trusts and other business entities engaged in international business and
investments.

BERT L. GUSRAE has been a Vice-President and a Director of the Company
since November 21, 1997.  Mr. Gusrae is an attorney, and during the past
five years, he has been of counsel to David A. Carter, P.A., and Gusrae,
Kaplan & Bruno.

DAVID A. CARTER has been Secretary/Treasurer and a Director of the
Company since November 21, 1997.  Mr. Carter has managed a legal practice
under the name David A. Carter, P.A. since October 1990.

COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT

Section 16(a) of the Securities Exchange Act of 1934 (the "Exchange Act")
requires the Company's officers and directors, and persons who own more
than ten percent of a registered class of the Company's equity securities
(collectively the "Reporting Persons") to file reports and changes in


<PAGE>    10


ownership of such securities with the Securities and Exchange Commission
and the Company.  Based solely upon a review of (i) Forms 3 and 4 and
amendments thereto furnished to the Company pursuant to Rule 16a-3(e),
promulgated under the Exchange Act, during the Company's fiscal year
ended December 31, 1999 and (ii) Forms 5 and any amendments thereto
and/or written representations furnished to the Company by any Reporting
Persons stating that such person was not required to file a Form 5 during
the Company's fiscal year ended December 31, 1998, it has been determined
that no Reporting Persons were delinquent with respect to such person's
reporting obligations set forth in Section 16(a) of the Exchange Act.


ITEM 10.  EXECUTIVE COMPENSATION

The following table sets forth summary compensation information with
respect to compensation paid by the Company to the Chief Executive
Officer of the Company ("CEO") and the Company's four most highly
compensated executive officers other than the CEO, who were serving as
executive officers during the Company's fiscal year ended December 31,
2001.


<TABLE>
<CAPTION>

                       SUMMARY COMPENSATION TABLE
-----------------------------------------------------------------------------------------------------------
                             Annual Compensation                Long-Term Compensation
                          --------------------------------- ------------------------------
                                                                         Awards                  Payments
Name of                                                     ----------------------------------   --------
Individual                                        Other     Restricted       Securities
and Principal                                     Annual      Stock          Underlying           LTIP      All Other
Position          Year    Salary     Bonus     Compensation   Awards     Award(s)  Options/SARs   Payouts   Compensation
------------------------------------------------------------------------------------------------------------------------
<S>               <C>     <C>        <C>       <C>          <C>          <C>       <C>            <C>       <C>

John P, Little
  President       2001    $-0-       $-0-          $-0-        -0-         -0-           -0-        -0-

Bert L. Gusrae
 Vice President   2001    $-0-       $-0-          $-0-        -0-         -0-           -0-        -0-

David A. Carter
 Secretary/
  Treasurer        2001   $-0-       $-0-          $-0-        -0-         -0-           -0-        -0-


</TABLE>



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

The following table sets forth, as of the date of this report,
certain information concerning beneficial ownership of the
Company's Common Stock by (i) each person known to the Company to
own 5% or more of the Company's outstanding Common Stock, (ii) all
directors of the Company and (iii) all directors and officers of
the Company as a group:



<PAGE>    11



                            Shares
Name and Address            Beneficially              Percent of
of Beneficial Owner         Owned (1)                    Class
-------------------         ------------              ----------

David A. Carter               1,150,000                 14.375%
21218 St. Andrews Blvd.
#642
Boca Raton, Florida 33431

Bert L. Gusrae                1,150,000                 14.375%
21218 St. Andrews Blvd.
#642
Boca Raton, Florida 33431

Alicia M. LaSala                750,000                  9.375%
6674 Serena Lane
Boca Raton, Florida 33433

Leonard Marshall                700,000                  8.75%
21756 Marigot Drive
Boca Raton, Florida 33436

Eugene M. Kennedy               560,000                  7.0%
517 S.W. 1st Avenue
Ft. Lauderdale, FL 33301

MIV, Inc.(2)(3)                 550,000                  6.875%
600 Sandtree Drive
Suite 206-A
Palm Beach Gardens, FL 33403

Austral Financial
Services, Inc.(2)(3)            400,310                  5.0%
600 Sandtree Drive
Suite 206-A
Palm Beach Gardens, FL 33403

Alfred Schiffrin                400,000                  5.0%
6760 S. Grande Drive
Boca Raton, FL 33433

Clearlake Properties, Inc.(4)   400,000                  5.0%
600 Sandtree Drive
Suite 206-A
Palm Beach Gardens, FL 33403

All Directors and Executive
 Officers as a Group
 (3 persons)                  3,250,310                 40.625%
________________________


(1)  As used herein, the term beneficial ownership with respect to
     a security is defined by Rule 13d-3 under the Securities
     Exchange Act of 1934 as consisting of sole or shared voting


<PAGE>    12


     power (including the power to vote or direct the vote) and/or
     sole or shared investment power (including the power to
     dispose or direct the disposition of) with respect to the
     security through any contract, arrangement, understanding,
     relationship or otherwise, including a right to acquire such
     power(s) during the next 60 days.  Unless otherwise noted,
     beneficial ownership consists of sole ownership, voting and
     investment rights.

(2)  Carole A. Little is the beneficial owner of 100% of the issued
     and outstanding securities of MIV, Inc.  The Registrant's
     President and director, John P. Little claims beneficial
     ownership of all of MIV, Inc.'s Common Stock.   The MIV, Inc.
     Tele-Optic shares should be deemed controlled by and
     attributed to Mr. Little.  The Registrant's President and
     director, John P. Little, is the beneficial owner of 100% of
     the issued and outstanding securities of Austral Financial
     Services, Inc.  The Austral Financial Services, Inc. Tele-
     Optic shares should be deemed controlled by, and attributed
     to, Mr. Little.  Mr. Little should be deemed to be in control
     of 19% of the Registrant's voting stock.

(3)  Carole A. Little and John P. Little are husband and wife.

(4)  Clearlake Properties, Inc. is controlled by Gregory D. Little,
     John and Carole Little's son.  John and Carole Little disclaim
     any beneficial ownership of these shares.
______________________



ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
          ----------------------------------------------

Not applicable.



<PAGE>    13


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


(a)(3)    The following Exhibits are incorporated as part of this
          report

    3.1   Certificate of Incorporation[1]

    3.2   By-laws[1]

    3.3 Form of certificate evidencing shares of
           Common Stock[1]

________________


[1]     Filed as an exhibit to the Company's Registration
        Statement on Form S-18 (File No: 33-13609-A) and
        incorporated herein by reference.


(b)  Reports on Form 8-K

     The Company did not file any reports on Form 8-K during the
     quarter ended December 31, 2001.



<PAGE>    14


                          SIGNATURES


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

                                  TELE-OPTICS, INC.



Dated: March 15, 2002          By:_/s/John P. Little______________
                                  John P. Little, President
                                  and Director



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

Signature                  Capacity              Date
---------                  --------              ----


/s/John P. Little          President             March 15, 2002
John P. Little             and Director


/s/Bert L. Gusrae          Vice President        March 15, 2002
Bert L. Gusrae             and Director


/s/David A. Carter         Secretary/Treasurer   March 15, 2002
David A. Carter             and Director




<PAGE>     15










                     SEC FILE NO. 0-161470



               SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C. 20549
                _______________________________

                            EXHIBITS

                               TO

                          FORM 10-KSB

         ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
             OF THE SECURITIES EXCHANGE ACT OF 1934
                _______________________________

          FOR THE FISCAL YEAR ENDED DECEMBER 31, 2001

                               OF

                       TELE-OPTICS, INC.






<PAGE>   16






                  INDEX TO FINANCIAL STATEMENTS
                  -----------------------------







Independent Auditor's Report...........................F-2

Balance Sheet..........................................F-3

Statements of Operations...............................F-4

Statements of Stockholders' Equity.....................F-5

Statements of Cash Flows...............................F-6

Notes to Financial Statements..........................F-7








<PAGE>    F-1





                  INDEPENDENT AUDITOR'S REPORT
                  ----------------------------


To the Board of Directors
Tele-Optics, Inc.
(A Development Stage Enterprise)
Boca Raton, Florida

We have audited the accompanying balance sheet of Tele-Optics, Inc.
(a development stage enterprise) as of December 31, 2001 and the
related statements of operations, changes in stockholders' equity
(deficit) and cash flows for the years ended December 31, 2001 and
2000 and for the period from January 1, 1999 (date of inception) to
December 31, 2001. These financial statements are the
responsibility of the Company's management. Our responsibility is
to express an opinion on these financial statements based on our
audit.

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

In our opinion, the financial statements referred to above present
fairly in all material respects, the financial position of Tele-
Optics, Inc. (a development stage enterprise) as of December 31,
2001, and the results of its operations and its cash flows for the
years ended December 31, 2001 and 2000 and for the period from
January 1, 1999 (date of inception) to December 31, 2001 in
conformity with accounting principles generally accepted in the
United States of America.

The accompanying financial statements have been prepared assuming
that the Company will continue as a going concern. As discussed in
Notes 1 and 6 to the financial statements, the Company is in the
development stage and will require a significant amount of capital
to commence its planned principal operations and proceed with its
business plan.  As of the date of these financial statements, an
insignificant amount of capital has been raised, and as such there
is no assurance that the Company will be successful in its efforts
to raise the necessary capital to commence its planned principal
operations and/or implement its business plan. These factors raise
substantial doubt about the Company's ability to continue as a
going concern. Management's plans in regard to this matter are
described in Note 6. The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.


                               /s/  Grassano Accounting, P.A.

Boca Raton, Florida
March 8, 2002



<PAGE>    F-2


                        TELE-OPTICS, INC.
                  (A Development Stage Company)
                          BALANCE SHEET
                        DECEMBER 31, 2001



                              ASSETS
                              ------
                                                               December 31,
                                                                   2001
                                                               ------------

CURRENT ASSETS:
  Cash                                                         $     3,614
                                                               -----------
    Total Current Assets                                             3,614
                                                               -----------
     TOTAL ASSETS                                              $     3,614
                                                               ===========


          LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
          ----------------------------------------------

CURRENT LIABILITIES:
  Accounts payable                                               $       -
  Accrued interest payable                                             320
  Notes Payable - stockholders                                       4,800
                                                               -----------
    TOTAL CURRENT LIABILITIES                                        5,120
                                                               -----------


SHAREHOLDERS' EQUITY:
  Common stock,$.001 par value;
    100,000,000 shares authorized;
     8,000,000 shares issued and
     outstanding at December 31, 2001                                8,000
  Additional paid-in capital                                     1,764,954
  Deficit accumulated during development stage                     (67,251)
  Accumulated deficit from operations                           (1,707,209)
                                                               -----------
     TOTAL STOCKHOLDERS' EQUITY (DEFICIT)                           (1,506)
                                                               -----------

     TOTAL LIABILITIES AND
        STOCKHOLDER'S EQUITY (DEFICIT)                         $     3,614
                                                               ===========







The accompanying notes to financial statements are an integral part
of this financial statement.





<PAGE>     F-3


                             TELE-OPTICS, INC.
                       (A Development Stage Company)
                         STATEMENTS OF OPERATIONS
                  YEARS ENDED DECEMBER 31, 2001 AND 2000


<TABLE>
<CAPTION>
                                                                    January 1, 1999
                                                                    (Inception) to
                                   December 31,    December 31,       December 31,
                                       2001            2000               2001
                                  -------------    ------------     ---------------
<S>                               <C>              <C>              <C>

REVENUES                          $        -       $       -           $      -


ADMINISTRATIVE EXPENSES                  11,701          12,800              67,251
                                  -------------    ------------        ------------


NET INCOME (LOSS)                 $     (11,701)   $    (12,800)       $    (67,251)
                                  =============    ============        ============

BASIC NET LOSS PER
 COMMON SHARE                     $        -       $       -           $       (.01)
                                  =============    ============        ============

BASIC WEIGHTED AVERAGE
 COMMON SHARES OUTSTANDING            7,794,521       7,205,480           6,660,838
                                      =========       =========           =========


</TABLE>













The accompanying notes to financial statements are an integral part of this
financial statement.




<PAGE>   F-4


                                             TELE-OPTICS, INC.
                                       (A Development Stage Company)
                               STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)
                                  YEARS ENDED DECEMBER 31, 2001 AND 2000

<TABLE>
<CAPTION>

                                 Common Stock                         Deficit     Accumulated
                                $.001 par Value                     Accumulated     Deficit
                                Authorized Value         Addt'l       During         From
                               100,000,000 Shares        Paid-In    Development      Prior
                               Shares      Amount        Capital       Stage       Operating     Total
                              ---------   -------      ----------   -----------   -----------   --------
<S>                           <C>         <C>          <C>          <C>           <C>           <C>

Balance - December 31, 1999   7,000,000   $ 7,000      $1,750,954   $   (42,750)  $(1,707,209)  $  7,995

Issuance of common stock
 for cash                       500,000       500           4,500           -             -        5,000

Net (loss)                          -         -               -         (12,800)          -      (12,800)

Balance - December 31, 2000   7,500,000     7,500       1,755,454       (55,550)    1,707,209        195

Issuance of common stock
 for cash                       500,000       500           9,500           -             -       10,000

Net income (loss)                   -         -               -         (11,701)          -      (11,701)
                              ---------   -------      ----------   -----------   -----------   --------
Balance - December 31, 2001   8,000,000   $ 8,000      $1,764,954   $   (67,251)  $(1,707,209)  $ (1,506)
                              =========   =======      ==========   ===========   ===========   ========

</TABLE>








The accompanying notes to financial statements are an integral
part of this financial statement.




<PAGE>    F-5



                                     TELE-OPTICS, INC.
                               (A Development Stage Company)
                                 STATEMENTS OF CASH FLOWS
                          YEARS ENDED DECEMBER 31, 2001 AND 2000



<TABLE>
<CAPTION>

                                                                                   January 1, 1999
                                                 December 31,   December 31,      (Inception ) to
                                                    2001           2000           December 31, 2001
                                                 ------------   ------------      -----------------
<S>                                              <C>            <C>               <C>

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net (loss)                                     $  (11,701)    $  (12,800)         $  (67,251)
  Adjustments to reconcile net
     (loss) to net cash used in
     operating activities:
       Increase (decrease) in
         accounts payable                              (740)        (4,526)                -
       Increase in accrued
         interest payable                               320            -                   320
       Stock issued for services                        -              -                 7,600
                                                 ----------     ----------          ----------
  Net cash used in
    operating activities                            (12,121)       (17,326)            (59,331)
                                                 ----------     ----------          ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from loans
    from stockholders                                 4,800            -                 4,800
  Proceeds from sale of common stock                 10,000          5,000              30,000
                                                 ----------     ----------          ----------

  Net cash provided by
     financing activities                            14,800          5,000              34,800
                                                 ----------     ----------          ----------

Net Increase (Decrease) in cash                       2,679        (12,326)            (24,531)

CASH - BEGINNING OF PERIOD                              935         13,261              28,145
                                                 ----------     ----------          ----------

CASH - END OF PERIOD                             $    3,614     $      935          $    3,614
                                                 ==========     ==========          ==========

</TABLE>




The accompanying notes to financial statements are an integral part
of this financial statement.




<PAGE>   F-6



                           TELE-OPTICS, INC.
                     (A Development Stage Company)
                     NOTES TO FINANCIAL STATEMENTS
                           DECEMBER 31, 2001



NOTE A -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
          ------------------------------------------

          ORGANIZATION AND BUSINESS OPERATIONS - Tele-Optics, Inc.
          (the "Company") was incorporated in the state of Delaware
          on December 31, 1986.  In 1987, the Company issued shares
          of its common stock pursuant to a public offering.  The
          Company was engaged in the manufacture of optical
          products until 1991 when all assets and operations were
          sold.

          The Company was inactive from 1992 through 1998.  Since
          1999, the Company has devoted its activities to raising
          capital, becoming current on all previously delinquent
          regulatory reporting obligations, and seeking to effect
          a merger or acquisition with a company that management
          believes to have significant growth potential.
          Accordingly, the Company is classified as a Development
          Stage Enterprise, effective January 1, 1999.

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

          FAIR VALUE OF FINANCIAL INSTRUMENTS - Financial
          instruments, including cash, receivables, accounts
          payable, and notes payable are carried at amounts which
          reasonably approximate their fair value due to the short-
          term nature of these amounts or due to variable rates of
          interest which are consistent with market rates. At
          present, the Company does not have any receivables,
          accounts payable or notes payable.

          IMPAIRMENT OF LONG-LIVED ASSETS - The Company adopted
          FASB Statement No. 121 (SFAS 121), "Accounting for the
          Impairment of Long-Lived Assets and for Long-Lived Assets
          to Be Disposed Of". SFAS 121 requires that impairment
          losses are to be recorded when long-lived assets to be
          held and used are reviewed for impairment whenever events
          or changes in circumstances indicate that the related




<PAGE>    F-7



                           TELE-OPTICS, INC.
                     (A Development Stage Company)
                     NOTES TO FINANCIAL STATEMENTS
                           DECEMBER 31, 2001




NOTE A -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Cont'd)
          ------------------------------------------

          carrying amount may not be recoverable. When required,
          impairment losses on assets to be held and used are
          recognized based on the fair value of the asset. Long-
          lived assets to be disposed of, if any, are reported at
          the lower of carrying amount or fair value less cost to
          sell. There have been no material adjustments for
          impairments of long-lived assets.

          CASH AND CASH EQUIVALENTS - For purposes of the statement
          of cash flows, the Company considers all highly liquid
          investments purchased with an original maturity of three
          months or less to be cash equivalents.

          INCOME TAXES - The Company accounts for income taxes
          under the Financial Accounting Standards Board of
          Financial Accounting Standard No. 109, "Accounting for
          Income Taxes" ("Statement 109"). Under Statement 109,
          deferred tax assets and liabilities are recognized for
          the future tax consequences attributable to differences
          between the financial statement carrying amounts of
          existing assets and liabilities and their respective tax
          basis. Deferred tax assets and liabilities are measured
          using enacted tax rates expected to apply to taxable
          income in the years in which those temporary differences
          are expected to be recovered or settled. Under Statement
          109, the effect on deferred tax assets and liabilities of
          a change in tax rates is recognized in income in the
          period that includes the enactment date. There were no
          current or deferred income tax expense or benefits due to
          the Company's not having any material operations for the
          period ending December 31, 2001.

          RECENT ACCOUNTING PRONOUNCEMENTS - In 2000, the Company
          is subject to the provisions of Statement of Financial
          Accounting Standards No. 130 ("SFAS 130"), "Reporting
          Comprehensive Income" and Statement of Financial
          Accounting Standards No. 131 ("SFAS 131"), "Disclosures
          about Segments of an Enterprise and Related Information."
          Neither statement had any impact on the Company's
          financial statements as the Company does not have any
          "comprehensive income" type earnings (losses) and its
          financial statements reflect how the "key operating
          decisions makers" view the business. The Company will
          continue to review these statements over time, in
          particular SFAS 131, to determine if any additional
          disclosures are necessary based on evolving
          circumstances.



<PAGE>    F-8



                           TELE-OPTICS, INC.
                     (A Development Stage Company)
                     NOTES TO FINANCIAL STATEMENTS
                           DECEMBER 31, 2001



NOTE 2    COMMON STOCK TRANSACTIONS
          -------------------------

          During the year ended December 31, 2000, the Company sold
          500,000 shares of common stock for $.01 per share.  On
          May 30, 2001, the Company sold 500,000 shares of common
          stock for $.02 per share.


NOTE 3    NET LOSS PER SHARE
          ------------------

          The Company computes net loss per share in accordance
          with SFAS No. 128 "Earnings per Share" ("SFAS No. 128")
          and SEC Staff Accounting Bulletin No. 98 ("SAB 98").
          Under the provisions of SFAS No. 128 and SAB 98, basic
          net loss per share is computed by dividing the net loss
          available to common stockholders for the period by the
          weighted average number of common shares outstanding
          during the period.  Diluted net loss per share is
          computed by dividing the net loss for the period by the
          number of common and common equivalent shares outstanding
          during the period. There were no common equivalent shares
          outstanding as of December 31, 2001 and 2000.


NOTE 4    NOTES PAYABLE-STOCKHOLDERS
          --------------------------

          On March 1, 2001, four stockholders each lent the Company
          $1,200, evidenced by unsecured promissory notes bearing
          an interest rate of 8% and due on September 1, 2001.  The
          notes have subsequently been extended to be due on
          December 31, 2002.  Interest of $320 has been accrued on
          the notes.


NOTE 5 -  INCOME TAXES
          ------------

          Deferred taxes relating to the tax benefit the Company's
          net operating loss was offset by a valuation allowance
          due to the uncertainty of profitable operations in the
          future.  Also, as a result of the Company's change of
          control, the net operating losses which can be utilized
          each year will be limited under the provisions of
          Sections 382 and 383 of the Internal Revenue Code of
          1986, as amended.

          The Company's net operating loss carryforward of
          approximately $1,669,000, which expires from the year
          2006 through 2016, may be carried forward for tax
          purposes, to offset taxable income.



<PAGE>   F-9



                           TELE-OPTICS, INC.
                     (A Development Stage Company)
                     NOTES TO FINANCIAL STATEMENTS
                           DECEMBER 31, 2001



NOTE 6    GOING CONCERN
          -------------

          The Company has sustained recurring operating losses and
          has minimal assets.  These factors raise substantial
          doubt as to the Company's ability to continue as a going
          concern.  Management's plans regarding this uncertainty
          is to raise additional working capital and to seek
          potential merger candidates.






<PAGE>  F-10