U.S. Securities and Exchange Commission
                     Washington, D.C. 20549

                           Form 10-KSB

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

For the fiscal year ended December 31, 2001

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the transition period from ........... to ...........

Commission file number 000-30599

                    NEW ERA TRADING GROUP, INC.
         (Exact name of registrant as specified in its charter)

         FLORIDA                                              65-0093914
 (State or other jurisdiction of                            (IRS Employer
 incorporation organization)                              Identification No.)

         7511 N.W. FIRST COURT, PEMBROKE PINES, FLORIDA       33024
       (Address of principal executive offices)            (Zip Code)

(954) 894-3696                                      (954) 894-3676
Issuer's telephone number                           Issuer's Facsimile number

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

Title of each class:  NONE

Name of each exchange on which registered:  NOT APPLICABLE

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

Title of class:  Common Stock, par value $.001 per share

Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months and (2)
has been subject to such filing requirements for the past 90 days. Yes [ ]
No [X]

Check if there is no disclosure of delinquent filers in response to Item
405 of Regulation S-B is not contained in this form, and no disclosure
will be contained, to the best of registrant'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.    [  ]

State issuer's revenues for its most recent fiscal year. None

State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date:  15,020,960 shares at
November 30, 2002

DOCUMENTS INCORPORATED BY REFERENCE

If the following documents are incorporated by reference, briefly
describe them and identify the part of the Form 10-KSB (e.g., Part I,
Part II, etc.) into which the document is incorporated: (1) any annual
report to security holders; (2) any proxy or information statement; and
(3) any prospectus filed pursuant to Rule 424(b) or (c) of the Securities
Act of 1933 ("Securities Act").  The list documents should be clearly
described for identification purposes (e.g., annual report to security
holders for fiscal year ended December 24, 1990).

NONE

Transitional Small Business Disclosure Format (check one):   Yes [ ]  No [X]

                      FORWARD-LOOKING STATEMENTS

This annual report contains forward-looking statements within the
meaning of Section 21E of the Securities Exchange Act of 1934, as
amended, and Section 27A of the Securities Act of 1933, as amended, and
is subject to the safe harbors created by those sections. These forward-
looking statements are subject to significant risks and uncertainties,
including information included under Parts I and II of this annual
report, which may cause actual results to differ materially from those
discussed in such forward-looking statements. The forward-looking
statements within this annual report are identified by words such as
"believes", "anticipates", "expects", "intends", "may", "will" and other
similar expressions regarding the Company's intent, belief and current
expectations. However, these words are not the exclusive means of
identifying such statements. In addition, any statements which refer to
expectations, projections or other characterizations of future events or
circumstances and statements made in the future tense are forward-looking
statements. Readers are cautioned that actual results may differ
materially from those projected in the forward looking statements as a
result of various factors, many of which are beyond the control of the
Company. The Company undertakes no obligation to publicly release the
results of any revisions to these forward-looking statements which may be
made to reflect events or circumstances occurring subsequent to the
filing of this annual with the SEC. Readers are urged to carefully review
and consider the various disclosures made by the Company in this annual
report.

PART I

Item 1. Description of Business.

Business Development Since Inception

New-Era Trading Group, Inc., (the "Company") was incorporated in Florida in
December 1988, under the name "Gardner Marketing Services, Inc."  Management
believes that from incorporation until 1992, the Company was essentially
dormant.  In September 1992, the Company began an effort to develop an
import/export business.  Initially, the Company imported a single consumer
product from Brazil.  In March 1994, the founder of the Company and his wife
sold their entire stock interest in the Company to a third party and withdrew
from all involvement with the Company.  In May 1994, the Company changed its
name to New-Era Trading Group, Inc.  Subsequently, the Company added
importation and distribution of two additional Brazilian products (one of
which it also sought to distribute in Europe) and terminated importation of
its initial Brazilian product.  Being unable to establish an adequate market,
quality control and gross profit margins for these products, the Company
terminated trade in the Brazilian products and undertook the importation and
distribution of a line of food products from Ecuador.  The Company was unable
to raise sufficient additional capital to support the marketing effort for
the products or for any further business activity and ceased all business
operations in February 1998.  In connection with the cessation of business,
the Company liquidated all of its assets (primarily a limited amount of
office furnishings and equipment).  At the present time the Company has
returned to developmental and promotional stages.  The Company is now a
"shell" company conducting no business operation, other than its limited
efforts to seek merger partners or acquisition candidates.  The Company does
not have any employees or own any assets, other than its trademark, which one
of the Company's directors and former president expects to retain personally
in any Business Combination, in view of the expectation that the trademark is
unlikely to have any value to the business enterprise following any merger or
acquisition.

Planned Pursuit of a Business Combination

The Company plans to seek a merger, exchange of capital stock, asset
acquisition or other similar business combination (a "Business Combination")
with an operating or development stage business (the "Target Business") which
desires to employ the Company to become a reporting corporation under the
Securities Exchange Act of 1934, as amended, ("Exchange Act").  The Company
has elected to register it's common stock, $.01 value (the "Common Stock")
pursuant to Section 12(g) of the Exchange Act on a voluntary basis in order
to create a reporting "shell" company.  Following the filing of this annual
report, the Company intends to seek a securities broker-dealer to become a
market maker for the Company's Common Stock and to sponsor the quotation
thereof on the OTC Bulletin Board operated by the National Association of
Securities Dealers, Inc.  The Company believes that being a fully reporting
company under the Exchange Act and having its Common Stock quoted on the OTC
Bulletin Board, whether or not bid and asked quotations are actually
published from time to time, will make the Company more attractive to a
Target Business which is seeking a shell company with which to merge or by
which to be acquired.  The sole cost to a Target Business of merging with or
being acquired by the Company, other than normal professional fees related to
the transaction and required filings with the Commission, will be an
obligation to pay off the Company's existing liabilities of approximately
$107,000.  The Company's current directors and officers, who coincidentally
considered as a group are the Company's controlling stockholders at the date
of this annual report, do not expect to sell any Common Stock which they now
own to the Target Business or its affiliates in connection with a Business
Combination.  The payment of the Company's accrued liabilities are expected
to be the Target Business' entire direct cost of entering into a Business
Combination with the Company.

Reasons the Company may be Attractive as a Shell Company

The Company believes that the amount required to pay off its liabilities
(approximately $107,000) is less than the typical price currently being
charged by others to acquire control of a "fully reporting shell company".
The Company was not created from scratch to be a shell company.  The Company
has a defined business history, audited financial statements and no
contingent liabilities or unknown liabilities.  The Company has approximately
270 stockholders of record and 15,020,960 shares of Common Stock outstanding,
all of which was issued between 1988 and 2000 to the founders, to subsequent
management and to investors in the Company's efforts to capitalize and
establish itself as a going concern.  Of the issued and outstanding shares of
Common Stock, 6,455,820 shares are owned by "affiliates" of the Company
(directors, officers and persons who own more than ten percent) and are
therefore subject to public resale in compliance with Rule 144 of the
Securities Act of 1933, as amended (the "Securities Act") for so long as the
holders remain affiliates.  Any persons who acquires or agrees to acquire,
otherwise in a public market transaction, shares of the Company's Common
Stock from these affiliates at a time they are affiliates will purchase a
"restricted security" which is subject to public resale only in compliance
with Rule 144.  The Company's current affiliates do not expect to sell any of
their holdings in the Company to the affiliates of the Target Business, since
the stock held by the current affiliates is expected to become part of the
Company's "public float", after such persons cease to be the Company's
affiliates, and therefor facilitate development of a public trading market
for the Company's Common Stock.  Sales by the Company's current affiliates of
all or part of their holdings in the Company to the affiliates of the Target
Business cannot be rule out altogether, because such future affiliates may
believe it is not necessary to have a public float of approximately one
million shares to develop a public trading market and may accordingly desire
to purchase some or all of the holdings of current affiliates.  The Company's
stockholders other than its current affiliates will not be able to
participate in any such sales to affiliates of the Target Business.

Activities Designed to Locate a Target Business

The Company intends to seek business opportunities for the purpose of
effectuating a Business Combination with a Target Business which management
believes to possess significant growth and profit potential.  Immediately
prior to or following the completion of Business Combination, the Company
intends to seek a market maker to sponsor the quotation of the Company's
common stock on the OTC Bulletin Board or to apply directly for listing of
its common stock for trading.  The Company intends to seek opportunities
demonstrating the potential of long term growth as opposed to short term
earnings.  The Company may effect a Business Combination with a Target
Business which may be financially unstable, in its early stages of
development or growth and involve a high degree of risk.  The Company will
not restrict its search to any specific business, industry or geographical
location, and the Company may participate in a business venture of virtually
any kind or nature.  None of the Company's present directors and officers
expect to remain associated in any operational, managerial or executive
capacity with or as directors of the Company following a Business
Combination.  Nor does present management of the Company expect to be
involved in management of or as an investor in the Target Business before a
Business Combination.  Present management expects the management of the
Target Business will assume management of the Company following the Business
Combination.  Presently, the Company has no plan, proposal, agreement,
understanding or arrangement and is not conducting any discussions to acquire
or merge with any specific business or company, and the Company has not
identified any specific business or company for investigation and evaluation.
Furthermore, the Company has no budget or funding set aside for that purpose.
Any investigation, discussion, negotiation and acquisition of a Target
Business, if any, will be paid for by the Company's present management.
Pursuant to resolution of the Company's board of directors, no Business
Combination may occur prior to the Company obtaining the requisite audited
financial statements required pursuant to Form 8-K (or its equivalent)
promulgated under the Exchange Act.

The discussion of the proposed business under this caption and throughout
this annual report is purposefully general and is not meant to be restrictive
of the Company's virtually unlimited discretion to search for and enter into
a Business Combination.

Special Considerations

As a shell company, the Company faces special risks inherent in the
investigation, acquisition or involvement in a business opportunity, whether
it is in the development stage or is an operating company with a purported
history of success.  Especially in a Business Combination with a Target
Company which is in the development stage, the Company expects to face all of
the unforeseen costs, expenses, problems and difficulties generally
experienced by such companies.  And, the Target Company may have a "going
concern" qualification to its audit report.  The Company is dependent upon
its directors and officers for efforts to effectuate a Business Combination.

Due to the Company's financial condition, the Target Business is expected to
be primarily motivated by a desire to establish a public trading market for
its shares, while avoiding what it might deem to be the adverse consequences
of undertaking a public offering itself, such as difficulty in obtaining an
underwriter, time delays, uncertainty of success and significant expenses
incurred to comply with the Securities Act that regulates initial public
offerings.  A Target Business might desire, among other reasons, to create a
public market for their shares in order to enhance liquidity for current
shareholders, to facilitate raising capital through the public or private
sale of additional securities or to have securities eligible for public
trading with which to acquire additional businesses or assets.  The Company's
present management expects any Target Business to require additional funding,
of which there is no assurance.

At the date of this annual report, the Company's common stock is not quoted
in any public quotation medium (principally the "Pink Sheets" and the OTC
Bulletin Board) or traded in any public stock market (either NASDAQ or a
securities exchange).  The Company's present management believes it is
unlikely a public trading market for the Company's Common Stock will develop
until after a Business Combination occurs, even if the Company obtains a
sponsoring market maker which is approved to publish quotations for the
Common Stock on the OTC Bulletin Board.  There is no assurance that a viable
public trading market for the Company's Common Stock will ever develop either
before or after a Business Combination.  Common Stock or other securities
which the Company issues in consideration for a Business Combination are
expected to be issued in a transaction not involving a public offering
pursuant to an exemption from registration under the Securities Act and
therefore classified as a "restricted security" subject to the limitations on
resale, including a one year holding period during which no public resales
can be made without registration, imposed by Rule 144 promulgated under the
Securities Act.  It is likely that those persons receiving the restricted
Common Stock will be affiliates (directors, officers and principal
stockholders) of the Target Business and of the Company following the
Business Combination; and, such securities owned by them will continue to be
subject to the limitations of Rule 144 as long as the holders remain
affiliates of the Company.  Initially, only the approximately one million
shares of Common Stock which the Company presently has issued and outstanding
will be available for resale in a public securities market, should one
develop.  Any of those shares held by persons who continue to be after or
become in connection with the Business Combination affiliates of the Company
will be resalable only in compliance with the requirements of Rule 144.  The
Company does not expect to provide to any stockholder with any right to
register restricted Common Stock under the Securities Act; but, any such
registration would be within the discretion of the Company's new management
following a Business Combination.  See "Market for Common Equity and Related
Stockholder Matters".

Unspecified Industry and Target Business

The Company is not limited to the type of business, the industry in which it
operates or the geographic location where it is located in its selection of a
Target Business.  The Company's efforts in identifying a prospective Target
Business are expected to emphasize businesses primarily located in the United
States; however, the Company reserves the right to acquire a Target Business
located exclusively or primarily outside of the United States.  In seeking a
Target Business, the Company will consider, without limitation, businesses
which (i) offer or provide services or develop, manufacture or distribute
goods in the United States or abroad, including, without limitation, in the
following areas: real estate, health care and health products, educational
services, environmental services, consumer-related products and services
(including amusement, entertainment and/or recreational services), personal
care services, voice and data information processing and transmission and
related technology development, or (ii) is engaged in wholesale or retail
distribution.  The Company has not selected any particular industry,
geographic area or market or any Target Business on which to focus its
Business Combination efforts.  Accordingly, the Company is only able to make
general disclosures concerning the risks and hazards of completing a Business
Combination with a Target Business since there is presently no current basis
for the Company to evaluate the possible merits or risks of the Target
Business or the particular industry in which the Company may ultimately
operate.  To the extent the Company effects a Business Combination with a
financially unstable company or an entity in its early stage of development
or growth (including entities without established records of sales or
earnings), the Company will become subject to numerous risks inherent in the
business and operations of financially unstable and early stage or potential
emerging growth companies.  In addition, to the extent that the Company
effects a Business Combination with a Target Business in an industry
characterized by a high level of risk, the Company will become subject to the
currently unascertainable risks of that industry.  An extremely high level of
risk frequently characterizes certain industries which experience rapid
growth, changing or obsolescent technologies.  Although present management
will endeavor to evaluate the merits and risks of the Target Business, there
is no assurances their evaluation will be complete or valid, or that current
management is qualified to make such evaluation.

Probable Lack of Business Diversification

The Company has no financial or other resources.  While the Company may,
under certain circumstances, seek to effect a Business Combination with more
than one Target Business, as a result of its limited resources, the Company
will, in all likelihood, have the ability to effect only a single Business
Combination while it remains a shell company.  Accordingly, the prospects for
the Company's success are expected to be entirely dependent upon the future
performance of a single business.  Unlike certain entities that have the
resources to consummate several Business Combinations or entities operating
in multiple industries or multiple segments of a single industry, it is
highly likely that the Company will not have the resources to diversify its
operations or benefit from the possible spreading of risks or offsetting of
losses.  The Company's probable lack of diversification could subject the
Company to numerous economic, competitive and regulatory developments, any or
all of which may have a material adverse impact upon the particular industry
in which the Company may operate after completing a Business Combination.
The prospects for the Company's success may be dependent upon the development
or market acceptance of a single or limited number of products, processes or
services.  Accordingly, there is no assurance the Target Business will prove
to be commercially viable.

Limited Ability to Evaluate Target Business and Its Management

Although the Company intends to closely scrutinize the business and
management of a prospective Target Business in connection with evaluating the
desirability of effecting a Business Combination, there is no assurance the
scrutiny and resulting assessment of management will prove to be correct,
especially since none of the Company's current directors and officers are
professional business analysts.  See "Directors, Executive Officers,
Promoters and Control Persons".  Accordingly, the Company will be entirely
dependent upon the efforts, experience and ability of the management of the
Target Business who are unidentifiable at this time.  In addition, there is
no assurance the future management will have the necessary skills,
qualifications or abilities to manage a publicly owned and traded company.
The Company may also seek to recruit additional managers to supplement the
incumbent management of the Target Business; but, any such recruitment would
be within the discretion and judgment of the Target Business' management.
There is no assurance the Company will have the ability to recruit additional
managers, or that additional managers will have the requisite skill,
knowledge or experience necessary or desirable to enhance the Target
Business' incumbent management.

No Opportunity for Stockholder Evaluation or Approval of Business
Combinations

The Company's stockholders will not have an opportunity to evaluate the
specific merits and risks or and financial or other information about the
Target Business and will have no control over the decision to effect or not
effect a Business Combination with any potential Target Business.
Stockholders of the Company who are not directors and officers will, in all
likelihood, not have the opportunity to evaluate the Target Company until
after the Company has entered into an agreement to effectuate a Business
Combination.  Even then, stockholders will have an opportunity to evaluate
the Target Company, only in the event stockholder approval is required by
Florida corporate law for the Business Combination; but, it is likely the
Business Combination will be structured in such a way as to avoid a
requirement for stockholder approval.  As a result, non-affiliate
shareholders of the Company are expected to be almost entirely dependent on
the judgment and experience of the Company's current management in the
selection and ultimate consummation of a Business Combination.  In addition,
under Florida law, the form of Business Combination could eliminate
dissenters' rights (i.e., the right to receive fair payment with respect to
the Company's Common Stock) which stockholders who are not in favor of the
proposed Business Combination would have in the event the Business
Combination took another form.  Since the Company's Common Stock has little
to no value at the present time, management believes that any Business
Combination will probably increase the value of the Common Stock to a level
in excess of the amount recoverable upon exercise of dissenters' rights.

The Company does not expect the Business Combination to involve a "control
share acquisition"  as defined in Section 607.0902 of the Florida Business
Corporation Act, because the structure of the Business Combination is not
expected to hinge on the acquisition of outstanding securities.  Control
share acquisitions disenfranchise the acquiring party for a period of time
from voting the acquired shares in favor of a business combination, thereby
placing the approval of the business combination in the hands of minority
stockholders.  In the event the Business Combination would otherwise involve
a "control share acquisition", the Company's board of directors can be
expected to approve such acquisition, thereby removing it from application of
the control share acquisition statute.  Such removal will eliminate the
minority stockholders' right to evaluate the Company's proposed Business
Combination.

Selection of a Target Business and Structuring of a Business Combination

The Company cannot estimate the time that it will take to identify a Target
Business and complete a Business Combination.  This process could require
many months or years.  And, there is no assurance the Company will be able to
complete a Business Combination on terms favorable to the Company.  The
Company might identify a Target Business and effectuate a Business
Combination which proves to be unsuccessful for any number of reasons and
risk factors which cannot be identified either at this time or at the date of
the Business Combination.  If this occurs, the Company's its stockholders,
including present management, might not realize any value or only limited
value in the Common Stock which they own.

The Company's management anticipates that the selection of a Target Business
will be complex and involve risks, some of which will be and remain
undefined.  Competition for better business opportunities among promoters of
shell companies is intense.  Many promoters of shell companies have more
experience than the Company's present management has, having engaged in
numerous business combinations, having an established reputation and having
an extensive network of contact who refer possible Target Businesses to them.
Many of the better business opportunities are suitable for underwritten
public offerings or other conventional means of capital formation and have no
interest in utilizing a shell company to achieve a public trading market.
The Company's search for a Target Business requires maximum flexibility
inasmuch as the Company will be required to consider various factors and
circumstances which may preclude meaningful direct comparison among the
various business enterprises, products or services investigated.  The
Company's probable lack of diversification will not permit the Company to
offset potential losses from one venture against potential profits from
another.  Management of the Company will have  unrestricted discretion in
identifying and selecting a prospective Target Business.

In evaluating a prospective Target Business, management expects to consider,
among other factors, the following factors which are not listed in any
particular order of priority or importance:

    -  financial condition and results of operations of the Target Business;

    -  growth potential and forecasted financial performance of the Target
Business and the industry in which it operates;

    -  experience and skill of management and availability of additional
personnel of the Target Business;

    -  capital requirements of the Target Business;

    -  the availability of a transaction exemption from registration pursuant
to the Securities Act and the proxy solicitation requirements of the Exchange
Act for the Business Combination;

    -  the location of the Target Business;

    -  competitive position of the Target Business;

    -  stage of development of the product, process or service of the Target
Business;

   -   degree of current or potential market acceptance of the product,
process or service of the Target Business;

   -   possible proprietary features and possible other protection of the
product, process or service of the Target Business, including trade secrets,
patents and copyrights;

   -  regulatory environment of the industry in which the Target Business
operates;

   -  costs associated with effecting the Business Combination; and

   -  percentage of equity required by stockholders of the Target Business.

The foregoing criteria are not intended to be exhaustive.  The Company's
management expects any evaluation of the merits and risks of a particular
Business Combination will be based on other relevant considerations, in
addition to the above factors.  The Company's management anticipates the
historical operations of a Target Business may not necessarily be indicative
of the potential for the future for a variety of reasons.  The Company may
engage in a Business Combination with a newly organized firm or with a firm
which is entering a new phase of growth.  These reasons include, but are not
limited to, possible start-up or development stage enterprise, possible need
to change marketing approach, possible future availability of capital,
possible changes in management and additional staffing and other reasons.
The Company will be dependent upon its new management inherited from the
Target Business to implement its business plan, identify problems and take
effective corrective action.  The Company will incur further risks, because
in many instances, the product or service, as well as the management, of the
Target Business will not have been proven.

The Company's limited funds and the lack of full-time management will likely
make it impracticable to conduct a complete and exhaustive investigation and
analysis of a Target Business before the Company commits to a Business
Combination.  Management decisions, therefore, will likely be made based
entirely upon information provided entirely by the Target Business, which may
not include detailed feasibility studies, independent analysis, market
surveys and the like which, if the Company had more funds available to it,
would be desirable to obtain.   The Company's management expects to conduct a
due diligence review of the Target Business which will encompass, among other
things, meetings with its management, examination of its products or
services, inspection of facilities and review of financial statements and
contracts which are made available to the Company.  The information provided
by the Target Company may prove to have been either negligently or
intentionally inaccurate or misleading and it is likely current management
would not discover it to be so.  The time and costs required to select and
evaluate a Target Business (including conducting a due diligence review) and
to structure and consummate the Business Combination (including negotiating
relevant agreements and preparing requisite documents for filing pursuant to
applicable securities laws and state "blue sky" and corporation laws) cannot
presently be ascertained with any degree of certainty.  The Company's
management intends to devote only a very small portion of their individual
time to the affairs of the Company and, accordingly, consummation of a
Business Combination may require a greater period of time than if management
devoted its full time to the Company's affairs.  Each of the Company's
directors and officers, being its only personnel, have full time executive
and professional occupations outside of the Company.  Any costs incurred by
the Company will be contributed by its management, which intends to limit the
amount of such contributions to a minimum.  Management has not established a
budget for expenses or a maximum amount for contributions.

The Company anticipates that it will locate possible Target Businesses
primarily through the relationships of its management with other business
persons and professionals.  Accordingly, the opportunities to identify
possible Target Businesses is expected to be more limited than they might
otherwise be if the Company advertised or its management had been engaged in
shell corporation promotion prior to the Company.  The Company does not
intend to engage in any discussions with prospective Target Businesses until
after the effective date of this annual report.  The Company does not intend
to complete a Business Combination with a Target Business in which the
Company's management has a pecuniary interest.  The Company does not intend
to advertise or promote itself in any financial or trade publications, but it
may utilize the Internet if an appropriate forum can be identified.  Although
there are no current plans to do so, the Company may engage the services of
professional firms that specialize in finding business acquisitions, in which
case the Company or the Target Business would pay a finder's fee or other
compensation.  Since the Company has no current plans to utilize any outside
consultants or advisors to assist in a Business Combination, no policies have
been adopted regarding their use, the criteria to be used in selecting such
consultants or advisors, the services they would provided, the term of
service, or the amount of fees that may be paid.  Because of the limited
resources of the Company, it is likely that any such fee the Company agrees
to pay would be paid in shares of Common Stock or be paid in cash by the
Target Business.  In no event will the Company pay a finder's fee or
commission, either in cash or stock, to a director or officer of the Company
or any entity with which he is affiliated, or otherwise compensate them in
connection with their efforts to locate a Target Business.

Expected Accounting Treatment of a Business Combination

The Company expects the Business Combination to be treated as a "reverse
merger" under generally accepted accounting principals and for reporting
purposes under the Exchange Act.  Reverse merger treatment provides
essentially that the financial statements of the acquired company (the Target
Business) replace the Company's historical financial statements, with certain
adjustments to account for the Company's assets (none), liabilities
(approximately $107,000) and stockholders' equity.

Federal Income Tax Considerations

As a general rule, federal and state tax laws and regulations have a
significant impact upon the structuring of business combinations. The Company
will evaluate the possible tax consequences of any prospective Business
Combination and will endeavor to structure a Business Combination so as to
achieve the most favorable tax treatment to the Company, the Target Business
and their respective stockholders.  There is no assurance that the Internal
Revenue Service or relevant state tax authorities will ultimately assent to
the Company's tax treatment of a particular consummated Business Combination.
To the extent the Internal Revenue Service or any relevant state tax
authorities ultimately prevail in recharacterizing the tax treatment of a
Business Combination, there may be adverse tax consequences to the Company,
the Target Business and their respective stockholders.  Tax considerations,
as well as other relevant factors, will be evaluated in determining the
precise structure of a particular Business Combination, which could be
effected through various forms of a merger, consolidation or stock or asset
acquisition.  The change in control and change in the Company's business,
both of which are expected to result with a Business Combination, will
eliminate the Company's net operating loss carry forwards for federal income
tax purposes.

Expected Dilution in Ownership of Current Stockholders and Change in Control

The Company expects to issue a substantial number of additional shares in
connection with the consummation of a Business Combination, perhaps as much
as ninety percent or more of the issued and outstanding share of the
Company's Common Stock following the Business Combination.  Issuance of
additional shares by the Company would result in a decrease in the percentage
ownership of the Company's present stockholders.  In addition, the issuance
of additional securities and their potential sale in any trading market which
might develop in the Company's Common Stock, for which there is presently no
trading market and there is no assurance one will develop, could depress the
price of the Company's Common Stock in any such market which may develop.

The management of the Target Business is expected to take control of the
Company and its present management will have no control.  To the extent that
such additional shares are issued, dilution to the interests of the Company's
stockholders will occur.  There is no assurance as to the experience or
qualification of the Target Business' management.

Impact of Having No Funds or Resources

The Company does not have any funds or resources.  The Company's management
is not obligated to provide any funding to assist with the search for a
Target Business or a resulting Business Combination.  The Company is either
unable, due to its financial condition and prospects, or unwilling at the
present time either to borrow or sell securities for funding purposes.  Any
such borrowing or capital formation will be dependent upon the management of
the Target Business.  The unwillingness and inability of the Company to
borrow funds for infusion of capital into a Target Business may have a
material adverse effect on the Company's ability to consummate a Business
Combination with a desirable Target Business.  Any borrowing or sale of
securities, or both, are expected to be dependent upon the results of the
Business Combination, the financial condition and prospects of the Company
thereafter and the Company's future management.

Impact of Compliance with Federal Securities Laws

Securities of the Company which are issued in the Business Combination will
be issued in reliance upon exemptions from registration under applicable
federal and state securities laws.  The Company intends primarily to target
only those companies where an exemption from registration would be available.
Since the Target Business has not been identified, there is no assurances the
Company will be able to rely on such exemptions.  Registration of securities
typically requires significant costs and time delays are typically
encountered.  If registration of the securities is required, the costs
thereof would have to be paid by the Target Business.

Allocation of Management Time and Conflicts of Interest

The Company's directors and officers are employed full time in executive or
professional positions and business activities with enterprises other than
the Company.  Each of the Company's directors and officers expects to devote
minimal time to the affairs of the Company in the search for a Target
Business and consummation of a Business Combination.  They expect the
interests of their respective other enterprises or practices to take priority
over the Company's needs and interests.  Furthermore, the Company's directors
and officers may come upon, discover or be presented with business
opportunities which could be Target Businesses for the Company and yet divert
such opportunities to their own employers, business activities or clients
other than the Company.  With respect both to the allocation of their
respective time and efforts and to steering of business opportunities toward
or away from the Company, the Company's directors and officers will have a
conflict of interest which they will in all likelihood be unable to resolve
in a commercially or professionally equitable manner.  Management expects any
business opportunity which would be desirable as both a Target Business for
the Company and an acquisition for the other business activity of a Company
director or officer's other employer, business activity or client will be
directed away from the Company.  Accordingly, the Company can expect to
consider only those business opportunities which are undesirable to or do not
have a "fit" with such other employer, business activity or client.  The
Company's directors and officers have not been, are not now and do not expect
to become directors and officers of other shell companies; but, there is no
assurance one or more of them will not do so in the future, including at a
time while the Company is still looking for a Target Business.

Investment Company Act and Other Regulation

The Company does not intend to effect a Business Combination which would
result in its classification as an "investment company" under the Investment
Company Act of 1940 (the "Investment Act").  The Company does not intend to
acquire less than eighty percent of the outstanding securities of the Target
Business, such acquisition being for purposes of being in control of the
Target Business.  Accordingly, the Company does not anticipate the resale of
any securities of the Target Business in the public securities market, except
the sale of securities to be issued and sold pursuant to a registration
statement under the Securities Act.  Furthermore, the Company does not
believe the status of any securities acquired in the Target Business as
restricted securities will have any impact on or consequences to the Company,
because the Company expects such securities to be acquired for long term
investment and for purposes of directly operating and exercising control over
the Target Business.

The Company may acquire a Target Business in an industry which is regulated
or licensed by federal, state or local authorities.  The Company cannot
predict what regulations and licensing requirements, if any, to which the
Company could become subject.  Compliance with such regulations can be
expected to be a time consuming and expensive process.

Penny Stock Regulations - State Blue Sky Restrictions - Restrictions on
Marketability

The U.S. Securities and Exchange Commission (the "Commission") has adopted
regulations which generally define a "penny stock" to be any equity security
with a market price (as defined) less than $5.00 per share or an exercise
price of less than $5.00 per share, subject to certain exceptions.  The
Company expects its Common Stock to be covered by the penny stock rules, at
least initially and perhaps indefinitely.  The penny stock rules impose
additional sales practice requirements on broker-dealers who sell such
securities to persons other than established customers and accredited
investors (generally institutions with assets in excess of $5,000,000 or
individuals with either a net worth in excess of $1,000,000 or an annual
income exceeding $200,000 individually or $300,000 jointly with their
spouse).  For transactions covered by the penny stock rules, the broker-
dealers must make a special suitability determination for the purchase and
receive the purchaser's written agreement of the transaction prior to the
sale.  Consequently, the rule may adversely affect the ability of broker-
dealers sell the Company's securities, and even their interest in handling
such securities sales, and also may adversely affect the ability of
stockholders of the Company to sell their shares in the public securities
market.

In addition, the Securities and Exchange Commission has adopted a number of
other rules to regulate "penny stocks".  Such rules include Rules 3a51-1,
15g-1, 15g-2, 15g-3, 15g-4, 15g-5, 15g-6, and 15g-9 under the Exchange Act.
During any period the Company's Common Stock is a "penny stock", these rules
will apply to the Company and to its Common Stock.  The rules may further
adversely affect the ability of the Company's stockholders to sell their
shares in any public market which might develop.

Stockholders should be aware that, according to Commission Release No. 34-
29093, the market for penny stocks has suffered in recent years from patterns
of fraud and abuse.  Such patterns include (i) control of the market for the
security by one or a few broker-dealers who are often related to the promoter
or issuer; (ii) manipulation of prices through prearranged matching of
purchases and sales and false and misleading press releases; (iii) "boiler
room" practices involving high-pressure sales tactics and unrealistic price
projections by inexperienced sales persons; (iv) excessive and undisclosed
bid-ask differentials and markups by selling broker-dealers; and (v) the
wholesale dumping of the same securities by promoters and broker-dealers
after prices have been manipulated to a desired level, along with the
resulting inevitable collapse of those prices and with consequent investor
losses. The Company's management is aware of the abuses that have occurred
historically in the penny stock market.  Although the Company does not expect
to be in a position to dictate the behavior of the market or of broker-
dealers who participate in the market, management will strive within the
confines of practical limitations to prevent the described patterns from
being established with respect to the Company's securities.

No public trading market in the Company's securities presently exists. In
light of the restrictions concerning shell companies contained in many state
blue sky laws and regulations, it is not likely that a trading market will be
created in the Company's securities until such time as a Business Combination
occurs with a Target Business.  There is no assurance a public trading market
will develop for the Company's Common Stock following a Business Combination.
The Company presently has 1,000,000 shares of Common Stock outstanding, all
of which are "restricted securities", as defined under Rule 144 under the
Securities Act, in that such shares were issued in transactions not involving
a public offering. Notwithstanding that all the issued and outstanding shares
are "restricted securities", 744,700 shares have been held for more than two
years, including 620,662 shares held by non-affiliates and 236,795 shares
held by affiliates of the Company.  Accordingly, only the 236,795 shares held
by affiliates are subject to the requirements and limitations of Rule 144;
and, even the shares held by affiliates will be relieved of such requirements
and limitations upon termination of the holders' affiliation with the
Company, which could be expected as a result of a business combination.  The
266,212 shares approved for issued on February 21, 2000, primarily in
liquidation of outstanding common stock purchase options and warrants, will
not become eligible for resale to the public by the various holders until
after February 21, 2001.  Out of the 2,055,385 shares recently approved for
issuance, 1,452,820 shares are held by affiliates.

Competition for Target Businesses

The Company expects to encounter intense competition from other shell
companies.  Many of these shell companies have promoters and management who
have extensive experience and contacts in the shell company arena.  Many of
these competitors possess financial, marketing, technical, personnel and
other resources which the Company does not have.  There is no assurance the
Company will be able to compete successfully for a more attractive Target
Business.  Accordingly, the Company may be forced to select a less attractive
Target Business, which may involve more risk and uncertainty and less
potential and opportunity for the stockholders to realize value in the Common
Stock.  Management believes the Company's status as a fully reporting public
company will make it more attractive compared to publicly owned shell
companies which are not fully reporting.  A recent change in the eligibility
rules for quotation on the OTC Bulletin Board are resulting in removal from
quotation of companies who are not fully reporting.  The Company believes
this rule change will result in a decrease in the number of shell companies
quoted in that medium and concurrently spur management of such shell
companies to file registration statements in the same manner as the Company
is filing this annual report, especially if the shell company is or has been
quoted on the OTC Bulletin Board.

Uncertainty of Competitive Environment of Target Business

In the event that the Company succeeds in effecting a Business Combination,
the Company will, in all likelihood, become subject to intense competition
from competitors of the Target Business.  In particular, certain industries
which experience rapid growth frequently attract an increasingly larger
number of competitors, including competitors with increasingly greater
financial, marketing, technical and other resources than the initial
competitors in the industry.  The degree of competition characterizing the
industry of any prospective Target Business cannot presently be ascertained.
There can be no assurances that, subsequent to a Business Combination, the
Company will have the resources to compete effectively, especially to the
extent that the Target Business is in a high-growth industry.

Federal Securities Law Compliance

Fully reporting companies, like the Company, are required by the Exchange Act
to furnish stockholders certain information about material acquisitions,
including audited financial statements for a Target Business with respect to
one or more fiscal years, depending upon whether or not the Target Business
is a small business issuer.  Consequently, the Company's policy is to only
effect a Business Combination with a Target Business that has available the
appropriate audited financial statements.  Maintenance of compliance with the
regular annual, quarterly and other reporting requirements, and with the
proxy solicitation rules for annual and special meetings of stockholders
(including the solicitation of consents) is expensive and time consuming.
There is no assurance the Target Business will have the resources to remain
in compliance with these requirements.  A failure to remain in compliance
will disqualify the Company from quotation of its Common Stock on the OTC
Bulletin Board.

Employees

The Company has no personnel.  The Company's limited activities related to
efforts to recruit a market maker, register under the Exchange Act and
complete a Business Combination are being conducted by the directors and
officers around their full time employment by other businesses or their
normal professional practices.

Item 2.  Description of Property.

The Company does not own or lease any property, including office space.  The
Company's limited activities related to efforts register under the Exchange
Act, to recruit a market maker and complete a Business Combination are being
conducted from the offices of the directors and officers at which their full
time employment is located, as well as from their homes.  The address of the
Company's office at its president's home, and its telephone number at that
address are for convenience and as a personal accommodation while seeking a
Target Business.

Item 3. Legal Proceedings

At the date of this annual report, no suits are pending against the Company.
All of the Company's trade debts are in default and its creditors could file
suites for collection at any time.  The Company believes that the period
within which such creditors are permitted to file suit for collection has
expired and all such debts not yet reduced to judgment are uncollectible.
Five trade creditors have obtained judgments in Pinellas County, Florida
against the Company for amounts due, plus interest, costs and attorneys fees.
The suits which have been reduced to judgment are set forth in the following
table:

Creditor's name      Case No.     Court               Amount at December 31
Evatone, Inc.       97-7015 CI   Circuit Court                $18,476.95 (1)
Xerox Corporation   98-000354    County Court                  $7,263.33 (2)
Old Dominion
Freight Lines, Inc. 98-002454    Small Claims                  $6,251.19
Yellow Freight
Systems, Inc.       97-4639      Small Claims                  $3,727.75
On the Grill
Magazine            97-5771      Small Claims                     -      (3)
(1)  This judgment is for the quotation for the full project, which was only
about one-half completed before work was suspended by the plaintiff due the
Company's non payment.
(2)  The Company believes this judgment is for the balance of the lease
contract, without credit for the returned copy machine.
(3)  The Company believes this plaintiff is no longer in business.  No
counsel is currently representing the plaintiff.  The original contract was
for $5,000, which was partially paid by the Company and by Mr. Grant pursuant
to his personal guarantee.  The Company is unable to determine the amount due
a December 31, 2001.

The amounts of all such judgments and claims are reflected on the Company's
balance sheet at December 31, 2001.

For the most part, all liabilities not reduced to judgment are more than five
years old.

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

No matters were submitted to a vote of security holders during the fourth
quarter of the fiscal year covered by this annual report.

Part II

Item 5. Market for Common Equity and Related Stockholder Matters.

Market Information

No public trading market presently exists or has ever existed for the
Company's Common Stock and the Company does not have a trading symbol.  The
Company intends to solicit the interest of a securities broker dealer to
submit an application on Form 211 to the OTC Bulletin Board for authorization
to enter quotations for the Common Stock in that quotation system.  The
Company believes it is unlikely that a trading market will develop for the
Company's Common Stock prior to a business combination.  There is no
assurance any such broker-dealer can be recruited to file a Form 211 or that
a public trading market for the Company's Common Stock will ever develop,
either before or after a Business Combination.  The Company has not
registered its Common Stock under the blue sky laws of any state.  The
holders of the Common Stock and persons who may desire to purchase shares of
Common Stock in any trading market that might develop in the future, should
be aware that there may be significant "penny stock" and state blue-sky law
restrictions upon the ability of stockholders to sell their shares and of
purchasers to purchase the shares of Common Stock.  Some jurisdictions may
not allow the trading or resale of blind-pool or "blank-check" securities,
such as the Common Stock, under any circumstances.  Accordingly, stockholders
should consider any secondary market for the Company's securities which may
develop to be a limited one.

Number of Stockholders and Status of Stock

At November 30, 2002, the Company has approximately 280 stockholders of
record holding a total of 15,285,960 shares of its Common Stock.  All of the
Common Stock has been outstanding for more than two years, except for
4,025,385 shares which were approved for issue on February 21, 2000 primarily
in liquidation of common stock purchase options and warrants on a basis of
one share for two options/warrants.  In general, under Rule 144, as currently
in effect, subject to the satisfaction of certain other conditions, a person,
including an affiliate of the Company (or persons whose shares are
aggregated), who has beneficially owned restricted shares of Common Stock for
at least one year is entitled to sell, within any three-month period, a
number of shares that does not exceed the greater of 1% of the total number
of outstanding shares of the same class or, if the Common Stock is traded on
a national securities exchange or the NASDAQ system, the average weekly
trading volume during the four calendar weeks preceding the sale. A person
who has not been an affiliate of the Company for at least the three months
immediately preceding the sale and who has beneficially owned restricted
shares of Common Stock for at least two years is entitled to sell such shares
under Rule 144 without regard to any of the limitations described above.  In
the event the Company becomes delinquent in filing reports under the Exchange
Act, Rule 144 would not be available for the resale of any shares owned by
affiliates or owned by non-affiliates of the Company for less than two years.

Transfer Agent

The Company's transfer agent is Executive Registrar & Transfer Agency, Inc.,
Phoenix, Arizona.

Dividends

The Company has not paid any dividends on its Common Stock to date and does
not presently intend to pay cash dividends prior to the consummation of a
Business Combination. The payment of cash dividends in the future, if any,
will be contingent upon the Company's revenues and earnings, if any, capital
requirements and general financial condition subsequent to the consummation
of a Business Combination. The payment of any dividends subsequent to a
Business Combination will be within the discretion of the Company's then
board of directors.  It is the expectation of the current board of directors
that the Company will retain all earnings, if any, for use in the Company's
business operations; and, accordingly, the current board of directors does
not anticipate the Company paying any cash dividends in the foreseeable
future.

Recent Sales of Securities:

The Company did not sell any securities during the 2001 fiscal year or during
2002.

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

The Company is presently a development stage company conducting no business
operation, other than its efforts to effect a Business Combination with a
Target Business which the Company considers to have significant growth
potential.  Since the Company terminated its business operation in February
1998, the Company has neither engaged in any operations nor generated any
revenue.  It receives no cash flow.  The Company will carry out its plan of
business as discussed above.  See "Description of Business".  The Company
does not have any liquidity and capital resources and cannot be sure that its
whether the Target Business with which the Company effectuates a Business
Combination, if any, will have any liquidity or capital resource, or that it
will not diminish the liquidity and capital resources which it has at the
date of a Business Combination through and as a result of continuing business
operations.  The continuation of the Company's business is dependent upon its
management's voluntary coverage of the expenses of its limited activities,
which coverage can be terminated at any time, effectuate a Business
Combination and ultimately, engage in future profitable operations.

Presently, the Company does not have any resources or funding commitments to
meet expected expenses for the next twelve months.  The Company does not
generate any cash revenue or receive any type of cash flow.  Possible
expenses for the next twelve months cannot be estimated at the present time.
Any funding voluntarily provided by current management will be represented by
promissory notes bearing simple interest at prime plus 2% or by the issue of
Common Stock.

Prior to the occurrence of a Business Combination, the Company may be
required to raise capital through the sale or issuance of additional
securities in order to ensure that the Company can meet  its operating costs
prior to the effectuation of a Business Combination. As of the date of this
annual report, no commitments of any kind to provide additional funds have
been obtained, and the current management is under no obligation to provide
such funds.  There are no agreements or understandings of any kind with
respect to any loans from such persons on behalf of the Company.
Accordingly, there is no assurance that any additional funds will be
available to the Company to allow it to cover its necessary expenses.  In the
event the Company can no longer borrow funds from its current management, and
the Company elects to raise additional capital prior to the effectuation of a
Business Combination, it expects to do so through the private placement of
restricted securities rather than through a public offering.  The Company
does not currently contemplate making any securities offering, a Regulation S
offering or borrowing any money from third parties who are not part of
current management.

Item 7. Financial Statements.

Board of Directors
New Era Trading Group, Inc.
7511 NW First Court
Pembroke Pines, FL 33024

We have audited the accompanying balance sheets of New Era Trading Group,
Inc. as of December 31, 2001 and the related statements of operations,
changes in stockholders' equity, and cash flows for the year ended December
31, 2001 and 2000.  These financial statements are the responsibility of the
Company's management.  Our responsibility is to express an opinion on the
financial statements based on our audits.

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

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of New Era Trading Group, Inc.
as of December 31, 2001 and 2000 and the results of its operations and cash
flows for the year then ended in conformity with generally accepted
accounting principles.


/s/ Costales & Costales

Certified Public Accountants
Miami, Florida
January 15, 2002

<TABLE>
                     New-Era Trading Group, Inc.
                         Balance Sheet

                                                        December 31, 2001
                                                        -----------------
<S>                                                            <C>
Assets
Current assets:
     Cash                                               $       -
     Accounts receivable                                        -
     Inventory                                                  -
                                                            ---------
Total current assets                                            -

Equipment, net of accumulated deprecation                       -

Other assets:
     Deferred offering costs                                    -
     Deposits                                                   -
                                                            ---------
Total other assets                                              -
      Total                                             $       -
                                                            =========

Liabilities and Stockholders' Equity
Current liabilities:
     Accounts payable                                   $       -
     Notes and advances payable                              107,353
     Accrued expenses                                          8,547
                                                            ---------
Total current liabilities:                                   115,927

Long-term liabilities
     Notes payable, net of current portion                  ---------
Total long-term liabilities                                     -

Stockholders' equity
      Common stock, $.01 par value,
       25,000,000 shares authorized,
       15,120,960 shares issued and
       outstanding on 12/31/01                               151,210
      Additional paid-in capital                           1,607,988
      Accumulated deficit                                 (1,637,481)
      Treasury stock                                        (237,644)
                                                           -----------
Total stockholders' equity                                  (115,927)
                                                           -----------
                                                      $         -
                                                           ===========

<FN>
Read independent auditors' report.  The accompanying notes are an integral
part of the financial statements.
</TABLE>


                    New-Era Trading Group, Inc.
<TABLE>
                     Statement of Operations
                 For the Years Ended December 31
<CAPTION>

                                                   2000         2001
                                                  ------       ------
<S>                                                 <C>          <C>
Revenue:
     Sales                                       $   -        $   -
     Other                                        ------       ------

Cost of goods                                        -            -
                                                  ------       ------

Gross profit (loss)                                  -            -

Costs and Expenses:
     Selling expenses                                -            -
     General and administrative                     550           -
     Interest                                      4,286        4,286
                                                  ------       ------
                                                   4,836        4,286
                                                  ------       ------
Net Loss                                        $ (4,836)    $ (4,286)
                                                  ========    =========

Primary net loss per common share               $ (0.00)     $  (0.00)
                                                  ========    =========

<FN>
Read independent auditors' report.  The accompanying notes are an integral
part of the financial statements.
</TABLE>


                    New-Era Trading Group, Inc.
<TABLE>
           Statement of Changes in Stockholders' Equity
               Years ended December 31, 2000 and 2001
<CAPTION>

                                                  Additional
                             Common Stock          Paid-in       Accumulated
                         -------------------
                         Shares        Amount      Capital         Deficit
                         ----------------------------------------------------
<S>                        <C>           <C>         <C>            <C>
Balance,
December 31, 2000       15,120,960     $151,210    $1,607,988   $(1,633,193)

Issuance of Stock
Net Loss for the Period                                              (4,286)
                      -------------------------------------------------------
Balance, December 31, 2001                                      $(1,637,481)
                      =======================================================


<FN>
Read independent auditors' report.  The accompanying notes are an integral
part of the financial statements.
</TABLE>


<TABLE>
                      New-Era Trading Group, Inc.

                        Statement of Cash Flows
                  Years Ended December 31, 2000 and 2001
<CAPTION>
                                                          2000          2001
                                                         ------        ------
<S>                                                       <C>           <C>
Operating activities
     Net loss                                         $ (4,836)     $ (4,286)
     Adjustments to reconcile net loss
          to net cash used by operating
          activities:
              Depreciation and amortization                -              -
              Loss on retirement of equipment              -              -
              (Increase) decrease in:
                   Other assets                            -              -
              Increase (decrease) in:
                    Accounts payable                       -              -
                    Accrued expenses                     4,286          4,286
                                                        ------       --------
     Total adjustments                                   4,286          4,286
                                                        ------       --------
     Net cash provided (used) by operating activities     (550)           -
                                                        ------       --------
Financing activities
     Payments on notes payable                             -              -
     Additional Paid in Capital                            550            -
                                                        ------       --------
     Net cash used by financing activities                 550            -

Net increase (decrease) in cash                            -              -

Cash, beginning of year                                    -              -
                                                        ------       --------
Cash, end of year                                      $   -           $  -
                                                     ========        ========

Supplemental disclosures of cash flow
     information and noncash investing
     and financing activities
          Cash paid during year for interest           $   -          $   -
                                                     =========       ========
          Stock exchanged for debt                     $   -          $   -
                                                     =========       ========


<FN>
Read independent auditors' report.  The accompanying notes are an integral
part of the financial statements.
</TABLE>


New-Era Trading Group, Inc.
Notes to Financial Statements
Years Ended December 31, 2000 and 2001


1.  Background Information

New Era Trading Group, Inc. (the "Company") (f/k/a Gardner Marketing
Services, Inc.) was incorporated in Florida on December 15, 1988.  The
Company was essentially dormant until 1992, at which time the Company began
import/export operations of torches used for decorative outdoor lighting.  In
1994, the Company ceased distribution of the torches and began import/export
operations of solid and gelatin cane sugar and alcohol fuels for cooking and
warming food and lighting charcoal.  The distribution of the latter was
ceased in 1996 and the Company has remained essentially dormant since.  The
Company's headquarters is located in Largo, Florida.

2.  Summary of Significant Accounting Policies

The significant accounting policies followed are:

The preparation of 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.

Equipment is recorded at cost.  Depreciation is calculated by the straight-
line method over the estimated useful lives of the assets of approximately
five to seven years.  Additions to and major improvements of equipment are
capitalized.  Maintenance and repair expenditures are charged to expense as
incurred.  As equipment is sold or retired, the applicable cost and
accumulated depreciation are eliminated from the accounts, and any gain or
loss is recorded.

Inventories are stated at the lower of cost or market.  Cost is determined by
the first-in, first-out (FIFO) method.

Advertising costs are charged to operations when incurred.  For the year
ended December 31, 2001 and 2000 advertising expense amounted to $0.

Net loss per common share is based upon the weighted average common shares
outstanding during each period.



Read Independent Auditors' Report


New Era Trading Group, Inc.
Notes to Financial Statements
For the Year Ended December 31, 2000 and 2001

3.  Equipment

There was no equipment as of December 31, 2001.

4.  Inventory

There was no inventory as of December 31, 2001.

5.  Deferred Offering Cost

Deferred Offering Cost consists of costs incurred by the Company in the
process of a public offering.  There were no costs in 2001.

6.  Income Taxes

The Company has a net operating loss carryover available for future periods
of approximately $808,000.  This carryover will expire between 2007 and 2011.

7.  Stockholders' Equity

On January 21, 1989, the Company authorized and issued 100 shares of common
stock for a $1 par value.  On October 18, 1993, the Company increased the
authorized shares of common stock to 2,500,000 shares with a par value of
$.01.  Also on October 18, 1993, the Company's Board of Directors declared a
stock split (9,000 to 1) of its outstanding common stock.

The Company has issued 2,715,000 options to purchase shares of the Company's
common stock at $.20 per share.  These options will expire in the years 1999
through 2001.

During February 1996, the Board of Directors authorized a 5-for-1 stock split
of common stock to stockholders of record as of February 10, 1996.

8.  Lease Commitments

There are no outstanding lease commitments.


Read Independent Auditors' Report



PART III

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

The names, ages and terms of office of directors and executive officers of
the Company are set forth in the following table.

Name                Age   All positions with Company          Director since
J. Stuart Grant     42    Director                                    1992
Steven L. Hocke     48    Director and President                      1995
Ronald L. Mallett   52    Director and Chief Financial Officer        1997
Jackson L. Morris   58    Director and Secretary                      1997

Each director is elected by holders of a majority of the Common Stock to
serve for a term of one year and until his successor is elected and
qualified.  Directors were last elected by the stockholders in 1996 and those
directors have continued in office until the present time.  Officers serve at
the will of the board.  Directors have been compensated for their services by
the issuance of the Options which have been converted into a lesser number of
shares of Common Stock.  The Company does not have any agreement to pay
compensation to its presently incumbent directors or officers.  Any future
compensation payable to directors will be in the discretion of the board of
directors taking office following a Business Combination.  The presently
incumbent directors and officers expect to resign in connection with a
Business Combination; provided, the retiring board expects to elect the
persons designated by the board of the Target Business as directors to fill
vacancies created by such resignations.  None of the presently incumbent
directors and officers are, nor have they been within the last five years,
directors or officers of shell companies, except for Mr. Hocke who was for
period of approximately five months a director of Fuji Electrocell Corp. and
in which capacity he was not involved in locating a merger partner for that
company.

J. Stuart Grant is a director and the controlling stockholder.  Mr. Grant
joined the Company in 1992 and served as its president from that time until
June 1999.  Mr. Grant is the founder, a director and president on a full time
basis of 1 Global City.Com, Inc., a Florida corporation, which is developing
a Web site on the Internet, provides Web design and development services and
information technology services to others and is distributing business card
size cd-roms.  Between February and November 1998, when Mr. Grant founded 1
Global City.Com, Inc., Mr. Grant essentially was not employed.  Mr. Grant was
employed with Home Federal Bank from 1986 to 1987 as a branch manager and
with Barnett Bank from 1987 to 1988 in the commercial credit department.  He
was employed as a registered representative with the investment banking firms
of Shearson, Lehman Brothers from 1988 to 1990, with Smith Barney from 1990
to 1991 and with Raymond James and Associates from 1991 to 1992.  In the
securities brokerage business, Mr. Grant customers were primarily individual
investors.  Mr. Grant earned a Bachelor of Business Administration degree
(1986) from Morehead State University in Kentucky.

Steven L. Hocke is a director and, since February 1998, the president of the
Company, has been for the past fifteen years and is now an independent
mortgage broker.  From 1994 to the present, Mr. Hocke has been affiliated as
an independent mortgage broker with Mid America Funding Corporation at its
office in Fort Lauderdale, Florida.  From 1985 to 1994, Mr. Hocke was
affiliated as an independent mortgage broker with Residential Mortgage
Services, Inc. in Fort Lauderdale, Florida.  Mr. Hocke also has a real estate
sales license and is affiliated with Jalmark Real Estate in Pembroke Pines,
Florida.  Mr. Hocke is a director and vice president of 1 Global City.Com,
Inc.  He earned a B.S. degree in elementary education (1975) from Valparaiso
University in Valparaiso, Indiana and a M.E. degree in education (1986) from
Nova University, in Davie, Florida.

Ronald L. Mallett, a director and treasurer of the Company, is a Vice
President and the General Manager of Thigpen Heating & Cooling, Inc. of
Jacksonville, Florida, employment which he started in June 1997.  From 1990
to June 1997, Mr. Mallett was a vice president of Certified Air Contractors,
Inc. of Jacksonville, Florida.  Both Thigpen Heating & Cooling, Inc. and
Certified Air Contractors, Inc. are regional heating, air conditioning and
refrigeration contractors with annual sales of approximately $4 million and
$3 million, respectively.  Mr. Mallett's duties with each company include
sales and operations.  Mr. Mallett is a member of the Occupational License
Tax Equity Study Commission, a post appointed by the mayor of Jacksonville,
Florida, for one year beginning 1995.  From 1990 to 1995, Mr. Mallett was the
president of Jacksonville Air Conditioning Contractors Association and in
1990 and 1991 he was a member of the board of the American Subcontractors
Association, North Florida Chapter.  Beginning in 1994 to the present Mr.
Mallett has served on several committees of the Associated General
Contractors of North Florida and was elected to the board of that
organization in 1996.  Mr. Mallett is a director and the executive vice
president of 1 Global City.Com, Inc.  Mr. Mallett retired from the U.S.
Marine Corps in 1990 with the rank of Captain after twenty-three years of
service.  Mr. Mallett earned a B.S. degree in occupational education (1985)
from Southern Illinois University.

Jackson L. Morris, Esq., a director and secretary of the Company, is an
attorney in private practice since 1992.  He practiced law in Tampa and St.
Petersburg, Florida with the law firm of Harris, Barrett, Mann & Dew in 1991
and 1992.  Mr. Morris was a founding member of the St. Petersburg, Florida law
firm of Greene & Mastry, P.A. in 1984, practicing law with that firm until
1991 and with its predecessor from 1982 to 1984.  Mr. Morris' law practice has
been primarily in the areas of general corporate, securities and contract law.
Mr. Morris is a member of The Florida Bar, The State Bar of Georgia (inactive)
and The District of Columbia Bar.  He is admitted to practice before the
United States Tax Court and Supreme Court of the United States of America.
Mr. Morris is a director of Stampede Worldwide, Inc., a company whose stock is
publicly traded and quoted in the "Pink Sheets" and which has recently been
reorganized under Chapter 11 of the Bankruptcy Code. Mr. Morris is a director,
the secretary and general counsel of 1 Global City.Com, Inc.  Mr. Morris has
agreed, without admitting or denying the facts therein, to entry of an
administrative order by the U.S. Securities and Exchange Commission on April
3, 2001 that he cease and desist from the sale of securities in violation of
the registration requirements of the Securities Act of 1933, as amended.  The
order stems from public sales in 1998 of 50,000 shares of stock Mr. Morris
received in payment of legal fees in connection with a reverse merger and
which he made in reliance upon an opinion of counsel the Commission alleged
was invalid.  Mr. Morris earned a B.A. degree in economics (1966) and a Juris
Doctor degree (1969) from the Emory University in Atlanta, Georgia and a LL.M.
degree in federal taxation (1974) from Georgetown University Law Center.

Section 16(a) Beneficial Ownership Reporting Compliance-

None of the directors, officers or persons owning more than five percent of
the Company's common stock have filed reports of beneficial ownership on
Forms 3, 4 or 5 pursuant to Section 16(a) under the Securities Exchange Act
of 1934, as amended.  Such persons will file a report on Form 3, subsequent
to the date hereof in anticipation that the Common Stock will be admitted to
quotation on the OTC Bulletin Board.

Item 10. Executive Compensation:

The Company did not pay or accrue any compensation to its executive officers
during 2001.

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

The names of directors and officers and the name of each person who owns
legally and beneficially more than five percent of the Company's issued and
outstanding Common Stock on November 30, 2002 which has not changed since
that date, the address of each such person, the number of shares which each
owns and the percentage of the outstanding Common Stock represented by such
shares is set forth in the following table.

Name                               Number of shares
Percentage

J. Stuart Grant                      3,218,000 (1)                   21.4
311 Palmetto Lane, Largo, Florida 33770
Steven L. Hocke                      2,002,500 (2)                   13.3
7511 N.W. First Court, Pembroke Pines, Florida 33024
Ronald L. Mallett                      590,000 (3)                    3.9
2716 Victorian Oaks Drive, Jacksonville, Florida 32223
Jackson L. Morris                      635,320 (4)                    4.2
3116 West North A Street, Tampa, Florida 33609-1544
Directors and officers               6,445,820                       42.8
as a group (4 persons)
Sergia Quijano                         765,000 (5)                    5.1
2140 Taylor Street, Apt. 903, San Francisco, California 94133

(1)  2,505,500 shares acquired more than two years ago.
(2)  1,847,500 shares acquired more than two years ago.  Beneficial ownership
of 1,047,500 shares held jointly by Mr. Hocke and his wife.
(3)  500,000 shares acquired more than two years ago.  Beneficial ownership
of 10,000 shares held jointly by Mr. Mallett and his wife.
(4)  150,000 shares acquired more than two years ago.  Includes 100,000
shares which the transfer agent has overlooked issuance.
(5)  All shares acquired more than two years ago.

Item 12.  Certain Relationships and Related Transactions.

The Company has not engaged in any related party transactions with its
directors or officers within the twelve months ended December 31, 2000.

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

(a) Exhibits:

3(a)  Articles of Incorporation, as amended, incorporated by reference to
Registration Statement on Form 10-SB, Commission File No. 000-30599.

3(b)  Bylaws, incorporated by reference to the Registration Statement on
Form 10-SB, Commission File No. 000-30599.

(b) Reports on Form 8-K.   The Company did not file any reports on Form 8-K
during the last three months of the period covered by this annual report.

SIGNATURES

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

New Era Trading Group, Inc.
By: /s/ Steven L. Hocke
Steven L. Hocke
President and Chief Executive Officer
Date signed:  December 15, 2002

By: /s/ Ronald L. Mallett
Ronald L. Mallett,
Principal Accounting and Chief Financial Officer
Date signed:  December 15, 2002

EXHIBIT INDEX


Supplemental information to be Furnished With Reports Filed Pursuant to
Section 15(d) of the Exchange Act By Non-reporting Issuers

(1) The Company has not issued any annual report to its stockholders during
or for the 2001 fiscal year.
(2)  The Company did not issue a proxy statement, form of proxy or other
proxy soliciting material to the Company's stockholders for any purpose
during the 2001 fiscal year.