SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB
                                   -----------

                   Quarterly Report Under Section 13 or 15(d)
                   Of the Securities and Exchange Act of 1934

         For the Quarter Ended              Commission File Number
         ---------------------              ----------------------
            March 31, 2002                       000-29605


                              Cyberexcellence, Inc.
                              ---------------------
                 (Name of Small Business Issuer in Its Charter)



                 Nevada                                     88-0356052
                 ------                                     ----------
    (State or Other Jurisdiction of                      (I.R.S. Employer
     Incorporation or Organization)                     Identification No.)

                  4114 Splendor Way, Salt Lake City, Utah 84124
                  ---------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)


                                 (801) 243-4498
                ------------------------------------------------
                (Issuer's Telephone Number, Including Area Code)


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

        Title of Each Class          Name of each Exchange on Which Registered
        -------------------          ------------------------------------------
  Common Stock ($0.001 Par Value)                       None

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 (or for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days.
                         Yes   [X]                 No   [ ]

State the number of shares  outstanding  of each of the  registrants  classes of
common equity, as of the latest practicable date:

At March 31, 2002, the number of shares  outstanding of the registrant's  Common
Stock, $0.001 par value (the only class of voting stock), was 2,042,000.







<PAGE>






                                TABLE OF CONTENTS

                                     PART I
                                                                       Page


Item 1.    Description of Business......................................1

Item 2.    Description of Property......................................5

Item 3.    Legal Proceedings............................................5

Item 4.    Submission of Matters to a Vote of Security-Holders..........5


                                     PART II

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

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

Item 7.     Financial Statements.........................................7

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

            Signatures..................................................





<PAGE>





                                     PART I

ITEM 1.           DESCRIPTION OF BUSINESS

History

Cyberexcellence,  Inc. (the  "Company")  was formed as a Nevada  corporation  on
February 15, 1996, for the purpose of  specializing  in Internet  "virtual mall"
development.  The Company was one of over 40 related companies whose plan was to
create a virtual  mall with  theme  based  stores to sell  merchandise  over the
Internet.  The Company's  former parent,  Axia Group,  Inc. (f/k/a  CyberAmerica
Corporation),  a fully reporting company under the Exchange Act of 1934, through
its now defunct subsidiary  CyberMalls,  Inc. was in the process of developing a
specialized  search engine.  This search engine was designed to assist consumers
in the purchase of products by narrowing  the number of responses  received when
searching for a specific  product.  However,  due to a lack of necessary funding
CyberMalls,  Inc.'s  plans  to  create  the  search  engine  were  discontinued.
Consequently,  the plans to create a virtual  mall with at least 40 theme  based
stores with the 40 related companies including the Company's theme based virtual
store were  abandoned.  The Company  became a "blank  check" or "shell"  company
during the last quarter of 1996 as a result of the  inability  of the  Company's
then  parent  to  sufficiently  fund the  Company's  planned  operations  and is
currently seeking a business or businesses to acquire.

General

The Company is a "blank check" or "shell" corporation that seeks to identify and
complete a merger or acquisition  with a private entity whose business  presents
an opportunity for Company  shareholders.  The Company's  management will review
and evaluate business ventures for possible mergers or acquisitions. The Company
has not yet  entered  into any  agreement,  nor does it have any  commitment  or
understanding  to enter into or become engaged in a transaction,  as of the date
of this filing.  Further, the business objectives discussed herein are extremely
general  and are not  intended  to  restrict  the  discretion  of the  Company's
management.

A decision to participate in a specific business  opportunity will be made based
upon a Company analysis of the quality of the prospective business opportunity's
management and personnel, asset base, the anticipated acceptability of business'
products or marketing concepts, the merit of a business plan, and numerous other
factors which are difficult,  if not impossible,  to analyze using any objective
criteria.

Selection of a Business

The Company  anticipates that potential business  opportunities will be referred
from  various  sources,  including  its  officers  and  directors,  professional
advisors,  securities broker-dealers,  venture capitalists,  persons involved in
the financial community,  and others who may present unsolicited proposals.  The
Company will not engage in any general solicitation or advertising for a
business  opportunity,  and will rely on the personal contacts of Management and
their  affiliates,  as well as indirect  associations  with other  business  and
professional  people.  Management's  reliance  on "word of mouth"  may limit the
number of potential business opportunities identified. While it is not presently


                                       1

<PAGE>

anticipated  that  the  Company  will  engage  unaffiliated  professional  firms
specializing  in business  acquisitions  or  reorganizations,  such firms may be
retained if management  deems it in the best  interest of the Company.  Finder's
fees  paid  to  professional  acquisition  firms  could  involve  one-time  cash
payments,  payments based on a percentage of the business  opportunity's evenues
or product sales volume,  payments involving  issuance of securities  (including
those  of  the  Company),   or  any  combination  these  or  other  compensation
arrangements.  Consequently,  the  Company  is  unable  to  predict  the cost of
utilizing such services.  As of the filing date there have been no  discussions,
agreements  or  understandings   with  any  professional   advisors,   financial
consultants,  broker-dealers  or  venture  capitalists.  The  Company's  present
intentions  are to rely upon its  president  to effect those  services  normally
provided by professional advisors or financial consultants.

The Company will not restrict its search to any particular  business,  industry,
or geographical  location.  Management  reserves the right to evaluate and enter
into any type of business in any location.  In seeking a business  venture,  the
decision of management will not be controlled by an attempt to take advantage of
any anticipated or perceived appeal of a specific  industry,  management  group,
product,  or industry,  but will be based on the  business  objective of seeking
long-term capital appreciation. The Company may participate in a newly organized
business  venture  or in a more  established  business.  Participation  in a new
business  venture entails greater risks since, in many instances,  management of
such a venture may not have a proven track record;  the eventual market for such
venture's  product  or  services  will  likely  not  be  established;   and  the
profitability  of the venture  will be untested  and  impossible  to  accurately
forecast.  Should the Company  participate in a more established venture that is
experiencing  financial difficulty,  risks may stem from the Company's inability
to generate sufficient funds to manage or reverse the circumstances causing such
financial problems.

The analysis of new businesses  will be undertaken by  management.  In analyzing
prospective businesses,  management will consider, to the extent applicable, the
available  technical,  financial and managerial  resources of any given business
venture.  Management  will also  consider  the  nature of present  and  expected
competition;  potential advances in research and development or exploration; the
potential for growth and expansion; the likelihood of sustaining a profit within
given time frames;  the perceived public  recognition or acceptance of products,
services,  trade or  service  marks;  name  identification;  and other  relevant
factors.  The Company  anticipates  that the results of operations of a specific
business  venture may not  necessarily be indicative of the potential for future
earnings,  which may be impacted by a change in marketing  strategies,  business
expansion,  modifying  product  emphasis,  changing or substantially  augmenting
management, and other factors.

The Company will analyze all relevant factors and make a determination  based on
a composite of available information, without reliance on any single factor. The
period within which the Company will decide to  participate  in a given business
venture  cannot be predicted and will depend on certain  factors,  including the
time involved in  identifying  businesses,  the time required for the Company to
complete  its  analysis  of  such  businesses,  the  time  required  to  prepare
appropriate  documentation  to  effect  a  merger  or  acquisition,   and  other
circumstances.

Acquisition of a Business

The implementing of a structure that will effect any given business transaction,
may cause the Company to become party to a merger,  consolidation,  purchase and


                                       2
<PAGE>

sale of assets,  purchase or sale of stock,  or other  reorganization  involving
another corporation, joint venture, partnership or licensee. The exact structure
of  the   anticipated   business   transaction   cannot   yet   be   determined.
Notwithstanding  the above,  the  Company  does not intend to  participate  in a
business through the purchase of minority stock  positions.  In other words, the
Company  does not  intend  to  merely  buy  non-controlling  interests  in other
businesses.  Rather, its current focus is to acquire a controlling interest in a
business. Upon the completion of a transaction,  it is likely that the Company's
present  management will no longer control Company affairs.  Further, a majority
or all of the  Company's  present  directors  may,  as  part of the  terms  of a
prospective  business  transaction,  resign  and be  replaced  by new  directors
without a vote of the Company's shareholders.

In connection with the Company's merger or acquisition of a business venture,
the  present  shareholders  of the  Company  may,  as a  negotiated  part of the
transaction, sell a portion or all of the Company's Common Stock held by them at
a significant  premium over their  original  investment  in the Company.  If the
Company's current shareholders sell their stock as part of a merger/acquisition,
they may decide to sell a controlling  interest (i.e.,  over 50%) of the Company
to the other entity (including such other entity's  shareholders and affiliates)
which  participates in the  merger/acquisition.  The other entity might only buy
enough shares to obtain a controlling interest in the Company. However, there is
no  degree of  certainty  that the other  entity  will buy any of the  Company's
shares.  It is  possible  that the  entity  may pay a higher  price  for  shares
belonging  to insider  shareholders  than for shares  belonging  to  non-insider
shareholders.  Although the Company's insiders have no present intentions to buy
shares from other insiders,  it is a possibility  that insiders could buy shares
from other  insiders.  Management  does not intend to actively  negotiate for or
otherwise require the purchase of all or any portion of its stock as a condition
to or in  connection  with any  proposed  merger or  acquisition.  Although  the
Company's present shareholders did not acquire their shares of Common Stock with
a view toward any subsequent sale in connection with a business  reorganization,
it  is  not  unusual  for  affiliates  of  the  entity   participating   in  the
reorganization to negotiate to purchase shares held by the present shareholders.
This is done in order to reduce the  amount of shares  held by persons no longer
affiliated  with the Company and thereby reduce the potential  adverse impact on
the  public  market  in the  Company's  common  stock  that  could  result  from
substantial  sales of such  shares  after the  business  reorganization.  Public
investors  will not receive  any portion of the premium  that may be paid in the
foregoing  circumstances.  Furthermore,  the Company's  shareholders  may not be
afforded an opportunity  to approve or consent to any  particular  stock buy-out
transaction.

In the event  sales of shares  by  present  shareholders  of the  Company  are a
negotiated  part of a future merger or  acquisition,  a conflict of interest may
arise since  management /  shareholders  will be  negotiating  for the merger or
acquisition  on behalf of the Company and for the sale of their shares for their
own respective accounts.  Where a business opportunity is well suited for merger
or  acquisition  by the Company,  but  affiliates  of the  prospective  business
opportunity  impose a condition that management sell its shares at a price which
is unacceptable to them, management may not sacrifice its financial interest for
the Company to complete the transaction.  Where the business  opportunity is not
well suited, but the price offered management for its shares is high, management
may be inclined to effect the acquisition in order to realize a substantial gain
on its  shares  in the  Company.  Management  has not  adopted  any  policy  for


                                       3
<PAGE>

resolving the foregoing  potential  conflicts,  should they arise,  and does not
intend to obtain an  independent  appraisal to determine  whether any price that
may be offered for its shares is fair.  Shareholders must rely,  instead, on the
obligation of management to fulfill its fiduciary duty under state law to act in
the best interests of the Company and its shareholders.

Although the terms of any registration  rights and the number of securities,  if
any,  which may be  registered  cannot be  determined  at this  time,  it may be
expected  that any  registration  of  securities  by the  Company  would  entail
substantial expense to the Company.

The issuance of substantial  additional securities and their potential sale into
any trading  market  which may develop in the  Company's  securities  may have a
depressive effect on such market.

While the actual  terms of a  transaction  to which the  Company  may be a party
cannot be  determined  at this time,  it may be expected that the parties to any
business  transaction  will  find  it  desirable  to  structure  the  merger  or
acquisition as a so-called  "tax-free" event under sections 351 or 368(a) of the
Internal  Revenue  Code of 1986  (the  "Code").  In  order  to  obtain  tax-free
treatment under section 351 of the Code, it would be necessary for the owners of
the acquired  business to own 80% or more of the voting  stock of the  surviving
entity.  In such event,  the  shareholders of the Company would retain less than
20% of the  issued  and  outstanding  shares of the  surviving  entity.  Section
368(a)(1)  of the Code  provides  for  tax-free  treatment  of certain  business
reorganizations  between corporate entities where one corporation is merged with
or acquires the  securities  or assets of another  corporation.  Generally,  the
Company   expects  to  be  the   acquiring   corporation   in  such  a  business
reorganization,  and the tax-free status of the  transaction  will not depend on
the issuance of any specific  amount of the Company's  voting  securities  under
Section 368. The acquiring  corporation  will issue securities in such an amount
that the  shareholders of the acquired  corporation will hold 50% or more of the
voting  stock of the  surviving  entity.  Consequently,  there is a  substantial
possibility  that  the  shareholders  of the  Company  immediately  prior to the
transaction  would retain less than 50% of the issued and outstanding  shares of
the  surviving  entity.  Therefore,  regardless  of the  form  of  the  business
acquisition,  it may be anticipated that  stockholders  immediately prior to the
transaction  will  experience a  significant  reduction in their  percentage  of
ownership in the Company.

Notwithstanding  the  fact  that the  Company  is  technically  the  merging  or
acquiring entity in the foregoing  circumstances,  generally accepted accounting
principles will ordinarily  require that such transaction be accounted for as if
the  Company had been  acquired by the other  entity  owning the  business  and,
therefore, will not permit a write-up in the carrying value of the assets of the
other company.

The manner in which the Company  participates  in a business  will depend on the
nature of the  business,  the  respective  needs and  desires of the Company and
other  parties,  the  management of the business,  and the relative  negotiating
strength of the Company and such other management.

The  Company  will  participate  in a business  only after the  negotiation  and
execution  of  appropriate  written  agreements.  Although  the  terms  of  such
agreements  cannot be determined at this time,  generally such  agreements  will
require specific  representations  and warranties by all of the parties thereto,


                                       4
<PAGE>

will specify certain events of default, will detail the terms of closing and the
conditions which must be satisfied by each of the parties prior to such closing,
will outline the manner of bearing costs if the transaction is not closed,  will
set forth remedies on default, and will include miscellaneous other terms.

Operation of Business After Acquisition

The Company's  operation  following its merger or acquisition of a business will
be  dependent  on the nature of the  business  and the  interest  acquired.  The
Company is unable to  determine  at this time  whether  the  Company  will be in
control of the business or whether present  management will be in control of the
Company  following  the  acquisition.  It may be expected that the business will
present various risks, which cannot be predicted at the present time.

Government Regulation

It is  impossible  to anticipate  government  regulations,  if any, to which the
Company may be subject until it has acquired an interest in a business.  The use
of assets to conduct a business  which the Company may acquire  could subject it
to  environmental,   public  health  and  safety,  land  use,  trade,  or  other
governmental regulations and state or local taxation. In selecting a business in
which to acquire an interest,  management  will  endeavor to  ascertain,  to the
extent of the limited  resources of the Company,  the effects of such government
regulation on the prospective business of the Company. In certain circumstances,
however,  such as the  acquisition of an interest in a new or start-up  business
activity,  it may not be  possible to predict  with any degree of  accuracy  the
impact of  government  regulation.  The  inability  to  ascertain  the effect of
government   regulation  on  a  prospective  business  activity  will  make  the
acquisition of an interest in such business a higher risk.

Competition

The  Company  will be  involved  in  intense  competition  with  other  business
entities,  many of which will have a competitive edge over the Company by virtue
of their stronger financial resources and prior experience in business. There is
no assurance that the Company will be successful in obtaining  suitable business
opportunities.

Employees

The Company is a  development  stage  company and  currently  has no  employees.
Executive  officers  will devote only such time to the affairs of the Company as
they deem appropriate, which is estimated to be approximately 5 hours per month.
Management of the Company expects to use consultants, attorneys, and accountants
as necessary,  and does not anticipate a need to engage any full-time  employees
so long as it is identifying and evaluating  businesses.  The need for employees
and their  availability  will be addressed in connection with a decision whether
or not to acquire or participate in a specific business venture.

ITEM 2.           DESCRIPTION OF PROPERTY

The Company currently maintains its offices at the home of F. Briton McConkie, a
director of the  Company,4114  Splendor  Way,  Salt Lake City,  Utah 84124.  The
Company pays no rent for the use of this  address.  The Company does not believe
that it will need to maintain an office at any time in the foreseeable future in
order to carry out the plan of operation described herein.

                                       5
<PAGE>

ITEM 3.           LEGAL PROCEEDINGS

The Company is currently not a party to any legal proceedings.

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

No matter was submitted  during the fiscal year covered by this report to a vote
of security holders, therefore rendering this item inapplicable.

                                     PART II

ITEM 5.           MARKET PRICE OF AND DIVIDENDS ON THE REGISTRANT'S COMMON
                  EQUITY AND OTHER SHAREHOLDER MATTERS

The Company currently has no public trading market.  The Company intends to have
Form  15c-(2)(11)  filed on its behalf once a suitable  business  acquisition or
merger has been  completed in an effort to obtain a listing on the NASD over the
counter bulletin board and create a public market.  Management believes that the
creation of a public trading market for the Company's  securities would make the
Company a more attractive acquisition or merger candidate.  However, there is no
guarantee  that the Company  will obtain a listing on the NASD  over-the-counter
bulletin board or that a public market for the Company's securities will develop
or, if such a market does develop,  that it will continue,  even if a listing on
the NASD over the counter bulletin board is obtained.

Recent Sales of Unregistered Securities

There were no sales of  unregistered  securities  during the quarter ended March
31, 2002.

Record Holders

As of March 31,  2002,  there were  seventy-seven  (77)  shareholders  of record
holding a total of 2,042,000  shares of Common Stock.  The holders of the Common
Stock are  entitled  to one vote for each  share  held of record on all  matters
submitted  to a vote  of  stockholders.  Holders  of the  Common  Stock  have no
preemptive  rights and no right to  convert  their  Common  Stock into any other
securities. There are no redemption or sinking fund provisions applicable to the
Common Stock.

Dividends

The  Company  has not  declared  any  dividends  since  inception  and  does not
anticipate  paying any  dividends  in the  foreseeable  future.  The  payment of
dividends is within the  discretion of the Board of Directors and will depend on
the Company's earnings,  capital  requirements,  financial condition,  and other
relevant  factors.  There are no restrictions that currently limit the Company's
ability to pay dividends on its Common Stock other than those generally  imposed
by applicable state law.

ITEM 6.           MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Plan of Operations

The Company's plan of operation for the coming year, as discussed  above,  is to
identify and acquire a favorable business opportunity. The Company does not plan
to  limit  its  options  to any  particular  industry,  but will  evaluate  each


                                       6
<PAGE>

opportunity on its merits. The Company anticipates that its owners,  affiliates,
and consultants will provide it with sufficient  capital to continue  operations
until  the end of the  year  2003,  but  there  can be no  assurance  that  this
expectation will be fully realized.

Results of Operations

The Company had no revenue from  continuing  operations  from inception  through
period ended March 31, 2002.

General and  administrative  expenses  for the period  ended March 31, 2002 were
$500.00.  General and administrative  expenses consisted of expenses to keep the
Company in good corporate standing.

The Company had a net loss of $500.00 for the period ended March 31,  2002.  The
Company's net loss for the period was attributable to general and administrative
expenses.

The Company does not expect to generate any meaningful revenue or incur
operating  expenses,  other than  minimal  expenses  to keep the company in good
corporate  standing  unless and until it acquires  an  interest in an  operating
company.

Liquidity and Capital Resources

As of March 31, 2002, the Company had no major assets.  The Company is currently
authorized to issue 20,000,000 shares of common stock, of which 2,042,000 shares
are issued and outstanding,  and 5,000,000  shares of preferred  stock,  none of
which is outstanding as of March 31, 2002. Management is hopeful that becoming a
reporting company will increase the number of prospective business ventures that
may be  available  to the  Company.  Management  believes  that the  Company has
sufficient  resources to meet the anticipated needs of the Company's  operations
through at least the  calendar  year  ending  December  31,  2003.  The  Company
anticipates  that its major  shareholders  will contribute  sufficient  funds to
satisfy the cash needs of the Company through  calendar year ending December 31,
2003. However,  there can be no assurances to that effect, as the Company has no
revenues  and the  Company's  need for  capital  may change  dramatically  if it
acquires an interest in a business opportunity during that period.  Further, the
Company has no plans to raise additional  capital through private  placements or
public registration of its securities until a merger or acquisition candidate is
identified.  Upon  consummation of a merger,  the Company may decide to file the
necessary and  appropriate  registration  statements to register the affiliates'
shares.  In  addition,  it is the  position of the small  business  division the
securities and exchange  commission  that promoters or affiliates of blank check
companies, as well as their transferees,  are deemed to be "underwriters" of the
securities issued both before and after any business combination.

The Company  projects that its operating  requirements  will not exceed  $15,000
over the next  twelve  months.  If no  acquisition  candidate  is found  for the
Company during this time,  Management will loan the Company  sufficient funds to
cover these  costs over the next  twelve  months.  Management  will  prepare the
necessary   documentation  to  keep  the  Company  current  with  its  reporting
requirements  with the  Securities  & Exchange  Commission  and those costs will
accrue on the Company's balance sheet. In the event that a merger or acquisition
occurs over the next twelve months,  the target company will be responsible  for


                                       7
<PAGE>

paying these costs back to the major shareholders, or the major shareholders may
waive  these  costs  depending  on the  nature  of  the  acquisition  or  merger
transaction.


ITEM 7.           FINANCIAL STATEMENTS

The Company's  unaudited  financial  statements  for the Quarter ended March 31,
2002 are attached hereto as F-1 through F-9.






















                                       8
<PAGE>



                              Cyberexcellence, Inc

                         Unaudited Financial Statements

                                 March 31, 2002
















                                      F-1
<PAGE>



                          INDEX TO FINANCIAL STATEMENTS
                                                                            Page


Balance Sheet as of March 31, 2002 ......................................... F-3

Statement of Operations for the Three Months ended March 31, 2002 and 2001
and February 15, 1996 (Date of Inception) to March 31, 2001..................F-4

Statement of Stockholder's Equity ...........................................F-5

Notes to Condensed Financial Statements......................................F-6






















                                      F-2
<PAGE>


                              CYBEREXCELLENCE, INC.
                          (A Development Stage Company)
                             Unaudited Balance Sheet
                              As of March 31, 2002


                                     Assets

Current Assets:
   Cash in bank                                                      $         0
                                                                     -----------

     Total Assets                                                    $         0
                                                                     ===========



                  Liabilities and Stockholders' Equity

Current liabilities:
   Accounts payable                                                  $     1,473
   Accounts payable - related parties                                      6,361
                                                                     -----------

     Total Current Liabilities                                             7,834
                                                                     -----------

Stockholders' deficit
   Preferred stock, $.001 par value; authorized 5,000,000 shares;              -
         no shares issued
   Common stock, $.001 par value; authorized 20,000,000 shares;            2,042
         shares issued and outstanding: 2,042,000
   Additional paid-in capital                                                324
   Deficit accumulated during development stage                         (10,200)
                                                                     -----------

     Total Stockholders' Deficit                                         (7,834)
                                                                     -----------

Total Liabilities and Stockholders' Deficit                          $         0
                                                                     ===========







              The accompanying notes are an integral part of these
                              financial statements



                                      F-3
<PAGE>



                              CYBEREXCELLENCE, INC.
                          (A Development Stage Company)
                        Unaudited Statement of Operations
             For The Three Months ended March 31, 2002 and 2001 and
              Period From February 15, 1996 (Date of Inception) to
                                 March 31, 2002



                                                                  Inception
                                                                through Mar. 31,
                                             2002        2001      2002
                                          ----------  ----------  ---------

Revenues:
     None                                 $        -  $        -  $       -
                                          ----------  ----------  ---------
                                                   -  $        -  $       -
                                          ----------  ----------  ---------
Expenses:
     General and administrative costs            500       4,763     10,200
                                          ----------  ----------  ---------
                                                 500       4,763     10,200
                                          ----------  ----------  ---------


Net Loss                                  $    (500)     (4,763)    (10,200)
                                          ==========  ==========  =========

Net Loss Per Common Share - basic         $        -           -          -
                                          ==========  ==========  =========

Weighted average number of shares          2,042,000   2,042,000          -
outstanding - basic
                                          ==========  ==========  =========


   The accompanying notes are an integral part of these financial statements





                                      F-4
<PAGE>




                              CYBEREXCELLENCE, INC.
                         (A Developmental Stage Company)
            Unaudited Statement of Changes In Stockholders' Equity
     Period From February 15, 1996 (Date of Inception) to March 31, 2002

<TABLE>
<CAPTION>

                                                                                 Additional
                                                                 Common Stock     Paid-in   Accumulated
                                                             Shares      Amount   Capital     Deficit      Total
                                                          ----------   ---------  -------   ---------   ---------
<S>                 <C>        <C>                         <C>         <C>        <C>       <C>         <C>
Issuance of common stock to incorporators
   for cash - April 9, 1996 at $0.001                      1,000,000   $   1,000  $     -   $       -   $   1,000
Net loss for the period from February 15, 1996                     -           -        -     (1,000)     (1,000)
   (date of inception) to December 31, 1997
                                                          ----------   ---------  -------   ---------   ---------
Balance December 31, 1997                                  1,000,000       1,000        0     (1,000)           0
                                                          ----------   ---------  -------   ---------   ---------
Results of operations year ended December 31, 1998                 -           -        -           -           0
                                                          ----------   ---------  -------   ---------   ---------
Balance December 31, 1998                                  1,000,000       1,000        0     (1,000)           0
                                                          ----------   ---------  -------   ---------   ---------
Issuance of shares for services - Dec.16, 1999 at $0.001:  1,006,000       1,006        -           -       1,006
Shares subscribed - Dec. 16, 1999 at $0.01                    36,000          36      324           -         360
   Subscriptions not collected until February 3, 2000              -           -        -           -       (360)
Results of operations year ended December 31, 1999                 -           -        -     (1,006)     (1,006)
                                                          ----------   ---------  -------   ---------   ---------
Balance at December 31, 1999                               2,042,000       2,042      324     (2,006)           0
Subscriptions collected February 3, 2000                           -           -        -           -         360
Results of operations year ended December 31, 2000                 -           -        -     (2,931)     (2,931)
                                                          ----------   ---------  -------   ---------   ---------
Balance at December 31, 2000                               2,042,000   $   2,042  $   324   $ (4,937)   $ (2,571)
                                                          ----------   ---------  -------   ---------   ---------
Results of operations year ended December 31, 2001                 -           -        -           -     (4,763)
                                                          ----------   ---------  -------   ---------   ---------
Balance at December 31, 2001                               2,042,000   $   2,042  $   324   $ (9,700)   $ (7,334)
-------   --------    --------                            ----------   ---------

Results of operations three months ended March 31, 2002

      -  $   (500)           -                                     -           -
-------  ---------   ---------                             ---------   ---------
Balance at March 31, 2002

$   324  $ (10,200)  $ (7,834)                             2,042,000   $   2,042
=======  =========    =========                            =========   =========

</TABLE>



     The accompany notes are an integral part of these financial statements






                                      F-5
<PAGE>



                              CYBEREXCELLENCE, INC.
                          (A Development Stage Company)
                          Notes to Financial Statements


1.       Organization

The Company was  incorporated  under the laws of the State of Nevada on February
15, 1996 with the name of  "Cyberexcellence,  Inc." with authorized common stock
of 20,000,000  shares at $0.001 par value,  and  authorized  preferred  stock of
5,000,000 shares at $0.001 par value.

The Company is in the  development  stage and has not commenced any  significant
operations.

2.       Summary of Significant Accounting Policies

Accounting Methods

The  Company  recognized  income and  expenses  based on the  accrual  method of
accounting.

Dividend Policy

The Company has not adopted a policy regarding payment of dividends.

Income Taxes

At December 31,  2001,  the Company had a net  operating  loss  carryforward  of
$9,700.  The tax benefit from the loss  carryforward  has been fully offset by a
valuation  reserve because use of future tax benefit is  undetermined  since the
Company  has no  operations.  The  net  operating  loss  expires  in  increments
beginning in 2011.

Earnings (Loss) Per Share

Earnings  (loss) per share  amounts are computed  based on the  weighted-average
Number of shares actually outstanding in accordance with FASB No. 128.

Financial Instruments

The carrying amounts of financial instruments are considered by management to be
their estimated fair values.


                                      F-6
<PAGE>

                              CYBEREXCELLENCE, INC.
                          (A Development Stage Company)
                          Notes to Financial Statements

2.       Summary of Significant Accounting Policies

Estimates and Assumptions

Management uses estimates and assumptions in preparing  financial  statements in
accordance with generally accepted  accounting  principles.  Those estimates and
assumptions  affect the  reported  amounts of the  assets and  liabilities,  the
disclosure of contingent  assets and liabilities,  and the reported revenues and
expenses.  Actual  results  could vary from the  estimates  that were assumed in
preparing these financial statements.


3.       Related Party Transactions

The statement of changes in stockholders equity shows 2,042,000 shares of common
stock  outstanding of which 2,000,000 shares were issued to related parties.  At
March 31, 2002, the Company owed $6,361 to these related parties.

4.       Going    Concern

Continuation  of the  Company as a going  concern is  dependent  upon  obtaining
working  capital for any future  planned  activity and management of the Company
will be required to develop a strategy  which will  accomplish  this  objective.
There can be no assurance that the Company can be successful in this effort.



                                      F-7
<PAGE>


ITEM 8.           EXHIBITS AND REPORTS ON FORM 8-K

(a)      Exhibits  required  to be attached  by Item 601 of  Regulation  S-B are
         listed in the Index to Exhibits on page 10 of this Form 10-QSB, and are
         incorporated herein by this reference.

(b)      Reports on Form 8-K.  No reports on Form 8-K were filed during the
         period covered by this Form 10-QSB.







                                   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, this 28th day of January, 2003.


                                       Cyberexcellence, Inc.



                                          /s/ F. Briton McConkie, Jr.
                                       ---------------------------------------
                                              F. Briton McConkie, Secretary


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

                                        9
<PAGE>

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


 /s/ F. Briton McConkie, Jr.
-----------------------------
     F. Briton McConkie, Jr.           Secretary, Director    January 28, 2003


    /s/ Stephen Wright
-----------------------------
        Stephen Wright                 President, Director    January 28, 2003







                                INDEX TO EXHIBITS

Exhib.            Page
No.               No.      Description

3(i)              *        Articles of Incorporation of Cyberexcellence, Inc.,
                           a Nevada corporation, filed with the State of Nevada
                           on February 15, 1996

3(ii)             *        By-laws of the Company adopted on December 31, 1999.

4                 *        Employee Benefit Plan adopted on December 14, 1999.



* Incorporated by reference from Form 10-SB filed February 18, 2000.



                                       10