SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549

                                   FORM 10-KSB

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

                    FOR THE FISCAL YEAR ENDED APRIL 30, 2002

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

          For the transition period from _______________ to _______________.


                         COMMISSION FILE NUMBER O-24512


                               ANZA CAPITAL, INC.
             (Exact name of registrant as specified in its charter)

                 NEVADA                                      88-1273503
     (State or other jurisdiction of                      (I.R.S. Employer
      incorporation or organization)                     Identification No.)

     3200 BRISTOL STREET, SUITE 700
        COSTA MESA, CA                                          92626
(Address of principal executive offices)                     (Zip Code)


      REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE    (714) 866-2100


     Indicate  by  check  mark  whether the registrant (1) has filed all reports
required  to  be  filed by Section 13 or 15(d) of the Securities Exchange Act of
1934  during  the  preceding  12  months  (or  for  such shorter period that the
registrant  was required to file such reports), and (2) has been subject to such
filing  requirements  for  the  past  90  days.     Yes     X     No.
                                                          -----

     Check  if  there is no disclosure of delinquent filers pursuant 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.  [X]

     State  issuer's revenues for its most recent fiscal year.       $26,622,055
for  the  year  ended  April  30,  2002.

     State  the  aggregate  market  value of voting and non-voting common equity
held  by  non-affiliates  computed by reference to the price at which the common
equity  was  sold, or the average bid and asked prices of such common equity, as
of  a  specified  date within the past 60 days.  (See definition of affiliate in
rule  12b-2  of the Exchange Act.)  $799,242 based on the closing price of $0.03
for  the  common  stock  on  July  15,  2002.

     Indicate  the  number of shares outstanding of each of the issuer's classes
of  common stock, as of the latest practicable date.  As of July 15, 2002, there
were 41,369,401  shares  of  common  stock,  par  value  $0.001, issued and out-
standing.

                       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 listed
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    .
                                        ----------

<PAGE>
                               ANZA CAPITAL, INC.

                                TABLE OF CONTENTS
                                -----------------

                                     Part I

ITEM  1  -  DESCRIPTION OF BUSINESS                                            2
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ITEM  2  -  DESCRIPTION OF PROPERTY                                           12
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ITEM  3  -  LEGAL PROCEEDINGS                                                 13
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ITEM  4  -  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS               13
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                                    Part II

ITEM  5  -  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS          14
--------------------------------------------------------------------

ITEM  6  -  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION         15
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ITEM  7  -  FINANCIAL STATEMENTS                                              24
--------------------------------

ITEM  8  -  CHANGES IN AND DISAGREEMENTS WITH  ACCOUNTANTS ON ACCOUNTING
------------------------------------------------------------------------
            AND FINANCIAL DISCLOSURE                                          24
            ------------------------

                                    Part III

ITEM  9  -  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
-------------------------------------------------------------------------
            COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT                 25
            -------------------------------------------------

ITEM 10  -  EXECUTIVE COMPENSATION                                            26
----------------------------------

ITEM 11  -  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT    28
--------------------------------------------------------------------------

ITEM 12  -  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                    30
-----------------------------------------------------------

ITEM 13  -  EXHIBITS AND REPORTS ON FORM 8-K                                  34
--------------------------------------------


<PAGE>
                                     PART I

     This  Annual  Report includes forward-looking statements within the meaning
of  the  Securities  Exchange Act of 1934 (the "Exchange Act"). These statements
are  based on management's beliefs and assumptions, and on information currently
available  to  management.  Forward-looking  statements  include the information
concerning  possible  or assumed future results of operations of the Company set
forth  under  the  heading  "Management's  Discussion  and Analysis of Financial
Condition  or  Plan  of  Operation."  Forward-looking  statements  also  include
statements  in  which  words  such  as "expect," "anticipate," "intend," "plan,"
"believe,"  "estimate,"  "consider"  or  similar  expressions  are  used.

     Forward-looking  statements are not guarantees of future performance.  They
involve  risks, uncertainties  and  assumptions.  The  Company's  future results
and  shareholder  values  may  differ  materially  from those expressed in these
forward-looking  statements.  Readers are cautioned not to put undue reliance on
any  forward-looking  statements.

ITEM  1  -  DESCRIPTION  OF  BUSINESS

GENERAL

     Anza  Capital, Inc. ("Anza" or the "Company") was incorporated in the State
of  Nevada  on  August 18, 1988 as Solutions, Incorporated.  Since that time, we
have  undergone  a  series  of  name changes, as follows: Suarro Communications,
Inc.,  e-Net  Corporation,  e-Net  Financial Corp., e-Net.Com Corporation, e-Net
Financial.Com  Corporation,  and  finally,  effective  on  January 2, 2002, Anza
Capital,  Inc.  In  November  1999,  our  outstanding  common  stock underwent a
two-for-one  forward  split.

BUSINESS  OVERVIEW

     We  are  a  holding  company  which  currently  operates  through  four (4)
subsidiaries,  namely  American  Residential Funding, Inc., a Nevada corporation
(AMRES),  ExpiDoc.com,  Inc.,  a  California  corporation  (Expidoc), Titus Real
Estate  LLC,  a  California  limited  liability company (Titus Real Estate), and
Bravo  Realty.com,  a  Nevada  corporation  (Bravorealty.com).

     AMRES  represents greater than 97% of our consolidated revenue.  Please see
further  discussion  of  AMRES  below.

AMRES

General

     Since  1999,  we have been engaged in business as a retail mortgage broker,
primarily  through  our  then-wholly-owned subsidiary, e-Net Mortgage.  However,
e-Net  Mortgage was not capitalized to the level that permitted it to expand its
operations  outside  of  its offices in San Jose and Costa Mesa, California, and
Las Vegas, Nevada.  With the pending acquisition of AMRES, we stopped conducting
business  through  e-Net Mortgage in the fourth quarter of the fiscal year ended
April 30, 2000.  Since completion of the acquisition of AMRES, it has become our
principal  operating  mortgage  subsidiary.  Our  management  intends to operate
AMRES primarily as a mortgage banker and mortgage broker through an expansion of
its  existing company-owned and branch operations.  AMRES was profitable for the
first  time  during  the  quarter  ended  January  31,  2002.

                                        2
<PAGE>

     The  name "AMRES" is approved for use by American Residential Funding, Inc.
by  the  California  Department  of  Real  Estate, the primary governing body of
AMRES.  An  appropriate  DBA  filing  of AMRES has been done, and the company is
regularly  referred  to  as  "AMRES".

Loan  Making

     AMRES  is primarily a loan broker, arranging an average of $100,000,000 per
month  in  home  loans.  AMRES,  through  their agents in some 300 branches (1-8
agents  in  each  branch)  is licensed in 39 states to originate loans. Although
AMRES  has a $2,000,000 ($2,500,000 as of May 20, 2002) warehouse line of credit
with  which  to directly fund loans, less than 5% of total loan volume is funded
this  way.  AMRES, through their loan agents, locates prospective borrowers from
real estate brokers, home developers, and marketing to the general public. After
taking a loan application, AMRES processes the loan package, including obtaining
credit  and  appraisal  reports.  AMRES  then  presents  the  loan  to  one  of
approximately  200  approved  lenders,  who  then  approve  the  loan, draw loan
documents and fund the loan. AMRES receives a commission for each brokered loan,
less  what  is  paid  to  each  agent.

Loan  Standards

     Mortgage  loans  arranged  by  AMRES  are  generally  loans  with  fixed or
adjustable  rates  of  interest,  secured  by first mortgages, deeds of trust or
security  deeds  on residential properties with original principal balances that
generally  do  not  exceed  95% of the value of the mortgaged properties, unless
such  loans  are  FHA-insured  or  VA-guaranteed.  Generally, each mortgage loan
having  a  loan-to-value ratio in excess of 80%, or which is secured by a second
or  vacation home, will be covered by a Mortgage Insurance Policy, FHA Insurance
Policy  or VA Guaranty insuring against default of all or a specified portion of
the  principal  amount  thereof.

     The  mortgage  loans  are generally  "one-to-four-family"  mortgage  loans,
which are permanent loans (as opposed to construction or land development loans)
secured  by  mortgages  on  non-farm  properties, including attached or detached
single-family  or  second/vacation  homes, one-to-four-family primary residences
and condominiums or other attached dwelling units,  including  individual condo-
miniums,  row  houses,  townhouses  and  other separate dwelling units even when
located in buildings containing five or more such units. Each mortgage loan must
be secured by an owner-occupied primary residence or second/vacation home, or by
a non-owner occupied residence. The mortgaged property may not be a mobile home.

     In  general,  no  mortgage  loan  is expected to have an original principal
balance  less  than $30,000.  While most  loans  will  be  less  than  $700,000,
loans  of  up to $2,000,000 may be brokered to unaffiliated third-party mortgage
lenders.   Fixed  rate  mortgage  loans  must  be  repayable  in  equal  monthly
installments  that  reduce the principal balance of the loans to zero at the end
of  the  term.

Credit,  Appraisal  and  Underwriting  Standards

     Each mortgage loan must (i) be an FHA-insured or VA-guaranteed loan meeting
the  credit  and  underwriting  requirements  of  such  agency, or (ii) meet the
credit,  appraisal  and  underwriting  standards established by the lender.  For
certain mortgage loans which may be subject to a mortgage pool insurance policy,
the  lender may delegate to the issuer of the mortgage pool insurance policy the
responsibility  of  underwriting  such  mortgage  loans,  in accordance with the
lender's  credit  appraisal  and  underwriting  standards.

                                        3
<PAGE>

     A  lender's underwriting standards are intended to evaluate the prospective
mortgagor's credit standing and repayment ability, and the value and adequacy of
the proposed mortgaged property as collateral.  In the loan application process,
prospective  mortgagors  will  be required to provide information regarding such
factors as their assets, liabilities, income, credit history, employment history
and  other  related  items.  Each  prospective  mortgagor  will  also provide an
authorization  to  apply  for  a  credit report which summarizes the mortgagor's
credit  history.  With  respect  to  establishing  the  prospective  mortgagor's
ability  to make timely payments, the lender will require evidence regarding the
mortgagor's  employment  and  income,  and  of  the  amount  of deposits made to
financial institutions where the mortgagor maintains demand or savings accounts.
In  some instances, mortgage loans may be arranged by the lender under a Limited
Documentation  Origination  Program.  For  a  mortgage  loan  to qualify for the
Limited Documentation Origination Program, the prospective mortgagor must have a
good  credit  history  and  be  financially capable of making a larger cash down
payment  in a purchase, or be willing to finance less of the appraised value, in
a refinancing, than would otherwise be required by the company.  Currently, only
mortgage  loans  with  certain loan-to-value ratios will qualify for the Limited
Documentation  Origination  Program.  If the mortgage loan qualifies, the lender
waives  some  of  its  documentation requirements and eliminates verification of
income  and employment for the prospective mortgagor.  The Limited Documentation
Origination Program has been implemented relatively recently and accordingly its
impact,  if  any,  on  the  rates of delinquencies and losses experienced on the
mortgage  loans  so  originated  cannot  be  determined  at  this  time.

     The  lender's underwriting standards generally follow guidelines acceptable
to  FNMA  ("Fannie  Mae")  and FHLMC ("Freddie Mac").  The lender's underwriting
policies may be varied in appropriate cases.  In determining the adequacy of the
property  as  collateral,  an  independent  appraisal  is  made of each property
considered for financing.  The appraiser is required to inspect the property and
verify  that  it  is  in  good condition and that construction, if new, has been
completed.  The appraisal is based on the appraiser's judgment of values, giving
appropriate  weight to both the market value of comparable homes and the cost of
replacing  the  property.

Title  Insurance  Policies

     The lender will usually require that, at the time of the origination of the
mortgage  loans  and  continuously  thereafter,  a  title insurance policy be in
effect  on each of the  mortgaged  properties  and  that  such  title  insurance
policy  contain  no  coverage exceptions, except those permitted pursuant to the
guidelines  established  by  FNMA.

Applicability  of  Usury  Laws

     Title  V  of  the Depository Institutions Deregulation and Monetary Control
Act  of  1980 ("Title V"), provides that state usury limitations do not apply to
certain  types of residential first mortgage loans originated by certain lenders
after  March  31, 1980.  The Federal Home Loan Bank Board is authorized to issue
rules and regulations and to publish interpretations governing implementation of
Title  V,  the  statute authorizes any state to reimpose interest rate limits by
adopting  a  law or constitutional provision which expressly rejects application
of  the  federal  law.  In  addition, even where Title V is not so rejected, any
state  is authorized by the law to adopt a provision limiting discount points or
other  charges  on  mortgage  loans  covered by Title V.  As of the date hereof,
certain  states  have  taken  action  to reimpose interest rate limits and/or to
limit  discount  points  or  other  charges.

                                        4
<PAGE>

     The  above-described  laws  do  not have a material effect on the company's
operations  because  it  acts  primarily  as  a  broker  to  direct  lenders.

Mortgage  Software  and  Technology

     AMRES  currently uses loan origination software developed by an independent
third  party,  which  is  accessible  by its company-owned offices and at branch
offices  through  an  Intranet  system.  This  software  can  quickly review the
underwriting  guidelines  for  a  vast  number of loan products, including those
offered  by  Fannie  Mae and Freddie Mac and select the appropriate loan product
for the borrower.  The software then allows the routing of pertinent information
to  the  automated  underwriting systems employed by Fannie Mae and Freddie Mac,
the  primary secondary-market purchasers of mortgages, and the automated systems
of independent lenders such as IndyMac.  Thus, in less than one hour, a borrower
can  receive  loan  approval,  subject  only to verification of financial infor-
mation  and  appraisal  of  the  subject property. The software also permits the
contemporaneous  ordering  and  review  of  preliminary title reports and escrow
instructions.

EXPIDOC  NATIONWIDE  NOTARY  SERVICES

     ExpiDoc  is an Internet-based nationwide notary service that specializes in
providing  mortgage brokers with a solution to assist with the final step of the
loan process: notarizing signatures of the loan documents.  This is accomplished
through  ExpiDoc's  automation  of  the  process, its knowledgeable, experienced
staff,  and proprietary technology.  ExpiDoc provides its clients with real-time
access  to  the  status  of  their  documents,  24  hours  a day, 7 days a week.
ExpiDoc's proprietary software  executes  both  the  front  office  notary coor-
dination and the back office administration. ExpiDoc currently employs 3 people,
located  in  Costa  Mesa.

DISCUSSION  OF  OTHER  OPERATIONS

     Bravorealty.com, which is not affiliated with the now non-operational Bravo
Real  Estate,  is a real estate brokerage which was incorporated in May 2000 and
began  operations  in January 2001.  AMRES owns 69% of Bravorealty.com, with the
balance  owned  by  Vincent  Rinehart  (15%),  David Villarreal (15%), and Kevin
Gadawski  (1%).  Bravorealty.com's  business model targets real estate agents as
its customers and offers 100% commission retention for the agent, while charging
a  minimal  fixed  fee  per  closed  transaction.  Bravorealty.com's web site is
operational,  but  it is currently in need of funding to complete its launch and
implement  the  required  infrastructure.  If we are able to secure the required
funding,  we  anticipate  remaining  the  majority shareholder.  If the required
funding  is  secured  from  outside  investors,  we  may  retain only a minority
ownership  position.

     Titus  Real  Estate  is  the  management company of Titus REIT.  Titus Real
Estate,  while  currently  operational,  is  not  expected  to  provide  us with
significant  revenues.  Titus  REIT  is  currently  the  owner  of one apartment
building  in  Long Beach, California, which is in escrow to be sold.  Titus REIT
is  in  need  of additional capital in order to expand its operations, and if it
successful,  the amount of revenue to us through Titus Real Estate may increase.

     LoanNet  is  not  operating  at  this time. On March 30, 2001, our Board of
Directors,  none  of  whom  were  officers, directors, or management of LoanNet,
rescinded  the  acquisition  of  LoanNet  due to misrepresentations by LoanNet's
management,  officers,  and directors. Our management demanded the return of the
250,000  shares  issued,  and attempted to deliver the shares of common stock it
received in connection with the acquisition to the original selling shareholder,
whom is also the preferred stockholder, the chief executive officer and director
or  LoanNet.  The 250,000 shares of common stock were not returned by the former
LoanNet shareholders. While in operation, LoanNet recorded cumulative net losses
and  did not provide any cash flow for Anza. We wrote off our full investment in
LoanNet  in  the  third  quarter  of  2000.

                                        5
<PAGE>

SALES  AND  MARKETING

     As  of  July  15, 2002 we marketed and sold our mortgage brokerage services
primarily  through a direct sales force of loan agents totaling approximately 20
persons  based  in  Costa  Mesa,  California,  as well as approximately 500 loan
agents  at  branch  locations.  We  maintain 4 Company-owned offices in Southern
California  and  more  than  300  branch  offices  in  39  states.

     Our sales efforts are headquartered primarily in our Costa Mesa, California
office.  Once  a branch is opened, a branch manager supervises a licensed branch
office  and its employees, and receives all of the profits of that branch, after
all  relevant  corporate  fees  have  been collected. AMRES provides accounting,
licensing,  legal,  compliance  and  lender  access for each branch, retaining a
percentage  of  commission  generated by loan correspondents at each branch. The
branch  managers  must  follow  all guidelines set forth by AMRES as well as all
regulations of various government agencies and are independently responsible for
the  expenses  incurred  at  the  branch  level,  including  personnel expenses.

COMPETITION

     We face intense competition in the origination, acquisition and liquidation
of our mortgage loans.  Such competition can be expected from banks, savings and
loan  associations  and other entities, including real estate investment trusts.
Many  of  our  competitors  have significantly more assets and greater financial
resources than us.  In addition, there may be other competitors that we have not
identified.  We can make no representations or assurances that there will not be
increased  competition  or that our projections will ever be realized due to the
intensity  of  our  competition.

PROPRIETARY  RIGHTS  AND  LICENSING

     Our success is dependent, to a  degree,  upon  proprietary  technology.  We
may rely  on  a  combination  of  copyright  and  trademark laws, trade secrets,
confidentiality  procedures  and  contractual  provisions  with  its  employees,
consultants  and  business  partners  to protect our proprietary rights.  We may
seek  to protect our electronic mortgage product delivery systems, documentation
and  other written materials under trade secret and copyright laws, which afford
only limited protection.  Despite our efforts to protect our proprietary rights,
unauthorized parties may attempt to copy aspects of our systems or to obtain and
use  information that we regard as proprietary.  While we are not aware that any
of  our systems infringe upon the proprietary rights of third parties, there can
be  no  assurance  that  third  parties  will  not claim infringement by us with
respect  to  current  or  future products.  Certain components of our electronic
mortgage  products delivery system are not proprietary and other competitors may
acquire  such  components  and  develop  similar  or  enhanced  systems  for the
electronic  delivery  of  mortgage  products  to mortgage brokers and borrowers.

     In  addition,  we  rely  on  certain  software  that  we license from third
parties,  including  software  that  is  used  in  conjunction with our mortgage
products  delivery  systems.  There  can  be  no  assurance that such firms will
remain  in  business,  that they will continue to support their products or that
their  products  will  otherwise  continue to be available to us on commercially
reasonable  terms.  The  loss  or inability to maintain any of these software or
data  licenses  could  result  in  delays or cancellations of contracts with Net
Branch  operations  until  equivalent software can be identified and licensed or
developed  and  integrated  with  our  product  offerings.  Any  such  delay  or
cancellation could materially adversely affect our business, financial condition
or  results  of  operations.

                                        6
<PAGE>

ENVIRONMENTAL  MATTERS

     We  have  not  been  required  to  perform  any  investigation  or clean up
activities,  nor have we been subject to any environmental claims.  There can be
no  assurance,  however,  that  this  will  remain  the  case  in  the  future.

     In  the  course  of  our business, we may acquire properties securing loans
that  are  in  default.  Although  we  primarily  lend  to owners of residential
properties,  there  is a risk that we could be required to investigate and clean
up  hazardous  or toxic substances or chemical releases at such properties after
acquisition, and may be held liable to a governmental entity or to third parties
for  property  damage,  personal  injury  and  investigation  and  cleanup costs
incurred by such parties in connection with the contamination.  In addition, the
owner  or  former  owners  of  a  contaminated site may be subject to common law
claims  by third parties based on damages and costs resulting from environmental
contamination  emanating  from  such  property.

TRADE  NAMES  AND  SERVICE  MARKS

     We  devote  substantial  time,  effort,  and expense toward developing name
recognition  and  goodwill for our trade names for our operations.  We intend to
maintain  the  integrity of our trade names, service marks and other proprietary
names  against unauthorized use and to protect the licensees' use against claims
of  infringement and unfair competition where circumstances warrant.  Failure to
defend  and  protect such trade name and other proprietary names and marks could
adversely  affect  our  sales  of  licenses  under  such  trade  name  and other
proprietary  names and marks.  We know of no current materially infringing uses.


EMPLOYEES

     As  of July 15, 2002, we employed a total of approximately 570 persons.  Of
the  total,  39  officers and employees were employed at the principal executive
offices  of  the  Company in Costa Mesa, California, all of whom were engaged in
Finance  and Administration.  In addition, we employ 531 individuals through our
Net Branch operations, 131 of who were engaged in loan administration and 400 of
who  were engaged in loan production.  None of our employees is represented by a
labor  union  with  respect  to  his  or  her  employment.

HISTORICAL  CHANGES  IN  BUSINESS  STRATEGY  AND  CHANGES  IN  CONTROL

     Effective  March  1, 1999, we acquired e-Net Mortgage Corporation, a Nevada
corporation  ("e-Net Mortgage"), and City Pacific International, U.S.A., Inc., a
Nevada  corporation  ("City Pacific").  Pursuant to the Share Exchange Agreement
and  Plan  of  Reorganization dated March 1, 1999, regarding e-Net Mortgage, its
shareholders  received  2,000,000 shares of our common stock in exchange for all
of  the  issued and outstanding stock of e-Net Mortgage, which became our wholly
owned  subsidiary.  Regarding  City  Pacific,  its shareholders received 500,000
shares  of  our  common  stock in exchange for all of the issued and outstanding
stock of City Pacific, which also became our wholly owned subsidiary.  Effective
as  of March 1, 1999, Michael Roth, who had owned 100% of e-Net Mortgage, became
our  Chairman,  CEO,  President,  a director, and the owner of 44% of our common
stock.  Also  effective  as  of that date, Al Marchi, who had owned 100% of City
Pacific,  became a director and the owner of 11% of our common stock.  Following
this  transaction,  we  entered  into  a  series  of acquisitions as part of our
strategy of horizontal market penetration and in an effort to increase revenues.

                                        7
<PAGE>

     On  November 29, 1999, we issued 250,000 shares of our common stock to Paul
Stevens  in exchange for Mr. Stevens' transfer to us of 500,000 shares of common
stock  of  EMB Corporation ("EMB") that he owned (the "Stevens EMB Shares").  On
December  21,  1999,  and  in  connection  with  that  exchange, we entered into
agreements  with  Digital  Integrated  Systems, Inc. ("DIS"), and EMB to acquire
their  respective  50%  interests in VPN.COM JV Partners, a Nevada joint venture
("VPN  Partners")  involved in vertically integrated communications systems.  In
consideration  of the purchase of the interests, we issued a one-year promissory
note  to  DIS in the amount of $145,000 (the "DIS Note") and tendered to EMB the
Stevens  EMB Shares.  At the time of such transactions, Mr. Stevens was the sole
owner  of  DIS  and  the  President and Chief Executive Officer of VPN Partners.
Upon  closing  of  the acquisitions, we integrated VPN Partners with VPNCOM.Net,
Inc.  (previously  known  as City Pacific).  At the  time  of  the  transaction,
our  management  believed  that  VPN  Partners  and Mr. Stevens would contribute
materially  to  our  planned  expansion.

     On  January  12,  2000,  as  revised  on April 12, 2000, we entered into an
agreement  (the  "Amended  and Restated Purchase Agreement") with EMB to acquire
two of its wholly owned subsidiaries, namely American Residential Funding, Inc.,
a  Nevada  corporation  ("AMRES"),  and  Bravo  Real  Estate, Inc., a California
corporation  ("Bravo  Real  Estate").  At the time of the acquisition, AMRES was
the  principle  operating  company of EMB, and EMB had previously acquired AMRES
from AMRES Holding LLC ("AMRES Holding"), in exchange for EMB common stock.  Mr.
Rinehart,  now  one of our officers and one of our two directors, controls AMRES
Holding  and  his  shares  of  our  common  stock  are held in the name of AMRES
Holding.  The  purpose of the acquisition was to acquire market share, revenues,
and  certain  key management personnel.  We also acquired all of EMB's rights to
acquire  Titus  Real  Estate LLC, a California limited liability company ("Titus
Real  Estate")  from  its  record  owners.  Titus  Real Estate is the management
company for Titus Capital Corp., Inc., a California real estate investment trust
(the  "Titus  REIT"),  in  which  we  have  no  ownership  interest.  Titus REIT
currently  holds  one  apartment building in Long Beach, California, which is in
escrow  to  be  sold.

     On February 11, 2000, we executed a purchase agreement (the "Titus Purchase
Agreement")  for  the acquisition of Titus Real Estate and issued 100,000 shares
of  our  Class  B  Convertible  Preferred  Stock  (the  "B  Preferred") to AMRES
Holding/Rinehart,  and 300,000 shares of our common stock to Scott A. Presta, in
their  capacities  as  the owner-members of Titus Real Estate.  Mr. Rinehart and
Mr.  Presta  were not, at the time, otherwise affiliated with us in any way, but
both  became  members  of  management  in  April  2000  (see Item 9 - Directors,
Officers,  and  Control  Persons).  Upon  closing,  Titus Real Estate became our
wholly  owned  subsidiary.  The  consideration given was valued at $1.6 million,
all  of  which  was  allocated  to  Goodwill to be amortized over a period of 10
years.  Our management had hoped that the acquisition of Titus Real Estate would
increase  our  overall  revenue  stream.  We  took  a  charge  for impairment of
goodwill  in the amount of $1,155,057 in the fourth quarter 2000 with respect to
our  investment  in  Titus  Real  Estate.

     On  February 14, 2000, in our continuing efforts  to  expand,  we  acquired
all of  the  common  stock  of  LoanNet  Mortgage,  Inc., a Kentucky corporation
("LoanNet"),  a  mortgage broker with offices in Kentucky and Indiana.  Pursuant
to  the  Stock  Purchase  Agreement  dated  February 14, 2000, we issued 250,000
shares  of our common stock, valued at $2.3 million, to the selling shareholders
of  LoanNet, which became our wholly-owned subsidiary.  As of the closing of the
transaction,  LoanNet  also  had  400  shares  outstanding of 8% non-cumulative,
non-convertible  preferred  stock,  the ownership of which has not changed.  The
preferred stock is redeemable for $100,000.   As of February 28, 2001, all three
LoanNet  offices  have been closed.  We took a charge for impairment of goodwill
in  the  amount  of  $1,985,012  in  the fourth quarter 2000 with respect to our
investment  in  LoanNet.

                                        8
<PAGE>

     On  March  1,  2000,  we  sold  VPNCOM.Net,  Inc.,  which  had proven to be
unprofitable  and  inconsistent  with  our  changing  business  structure, to Al
Marchi,  its  then-President.  The  sales  consideration consisted of his 30-day
promissory  note  in the principal amount of $250,000 (paid in full on April 15,
2000),  the  assumption of the DIS Note, and the return of 250,000 shares of our
common  stock  owned  by  him.

     On  March  17,  2000,  we  acquired all of the common stock of ExpiDoc.com,
Inc.,  a  California  corporation  ("ExpiDoc").  ExpiDoc  is  an Internet-based,
nationwide  notary  service,  with over 6,500 affiliated notaries, that provides
document signing services for various mortgage companies.  Pursuant to the Stock
Purchase  Agreement  dated  February  14,  2000,  we issued 24,000 shares of our
common  stock, valued at $196,510, to the selling shareholders of ExpiDoc, which
became  our  wholly  owned subsidiary.  As of the closing of the acquisition, we
entered  into  management  and  consulting  agreements with ExpiDoc's owners and
management,  including Mr. Rinehart and Mr. Presta.  Mr. Rinehart and Mr. Presta
were  not, at the time, otherwise affiliated with us in any way, but both became
members  of  management  in  April  2000  (see Item 9 - Directors, Officers, and
Control  Persons).

     On  April  12,  2000,  we  closed  the  acquisition of AMRES and Bravo Real
Estate.  Pursuant  to the Amended and Restated Purchase Agreement, we issued 7.5
million  shares  of our common stock to EMB, representing nearly 40% of our then
issued  and  outstanding  common  stock,  paid  $1,595,000  cash,  and  issued a
promissory  note  in  the initial amount of $2,405,000, and AMRES and Bravo Real
Estate  became  our  wholly  owned  subsidiaries.  As  of  April  30,  2001, the
remaining  principal balance of the promissory note was $1,055,000, and the note
was cancelled in its entirety effective June 27, 2001, (see discussion of Global
Settlement  below).  AMRES  was  the  acquirer for financial reporting purposes.
Since  Bravo  Real  Estate  had  no  operations  or  net  assets, our management
determined  that  a nominal value of $1,000 be attributed to its name.  The fair
value  attributable  to  the 7.5 million shares of our common stock on April 12,
2000  was  $3,838,000  based  on the fair value of assets acquired.  Because the
purchase  was  accounted  for as a reverse acquisition, the $4.0 million in cash
and  notes  issued to EMB were treated as a deemed distribution with a charge to
our accumulated deficit.  On April 12, 2000, James E. Shipley, the former CEO of
EMB, was elected our Chairman of the Board of Directors and Vincent Rinehart was
elected  our  President,  Chief  Executive  Officer, and a director.  Bravo Real
Estate  never commenced operations, had no assets, and is no longer an operating
subsidiary.

     Mr.  Shipley was the CEO, President, and a less than 5% owner of EMB at the
time  of  our  acquisition of AMRES and Bravo from EMB.  Mr. Shipley resigned as
Chairman of EMB and became our Chairman in April 2000 (replacing Mr. Roth as our
Chairman),  and  resigned  as one of our officers on December 31, 2000, when Mr.
Rinehart  became  our  Chairman.

     Mr.  Rinehart was never an officer or director of EMB, but was the owner of
2,000,000 shares of EMB common stock, making him an approximate 10% owner of EMB
at the time of the sales in April 2000, and continues as one of our officers and
directors,  as  well  as  an  officer  of  all of our wholly-owned subsidiaries.

     On  April  12,  2000,  in  accordance  the provisions of the Certificate of
Designations,  Preferences  and  Rights  of Class B Convertible Preferred Stock,
AMRES Holding/Rinehart demanded that its B Preferred be repurchased by us for an
aggregate  of  one  million  dollars.  On  April  20, 2000, we agreed with AMRES
Holding/Rinehart and Mr. Presta to amend the Titus Purchase Agreement to provide
for  the return of 100,000 shares of our Class B preferred stock issued to AMRES
Holding and Mr. Presta upon the issuance of 1,000,000 shares of our common stock
to  them.

                                        9
<PAGE>

     On  May 24, 2000, Michael Roth and Jean Oliver, the sole remaining officers
and  directors  of prior management, resigned their remaining positions with us.
On  that  date,  Mr.  Presta,  an  executive  officer and director of Titus Real
Estate,  was  elected  as  our  Secretary  and  as  one  of  our  directors.

BRIDGE  FINANCING

     On  June  27,  2001,  we  entered  into an Investment Agreement and related
documents with Laguna Pacific Partners, LLP.  Under the terms of the agreements,
in  exchange  for  $225,000  received  by  us  from  Laguna  Pacific,  we:

     (i)     executed  a  promissory  note  in  favor  of  Laguna Pacific in the
principal sum of $200,000, bearing interest at the rate of 7% per annum, secured
by  all  of  our  assets,  and  payable  on  the earlier of nine months from its
issuance  date  or  the  date our common stock is listed on the NASDAQ Small Cap
market.  The  purpose  of  this  bridge  financing  was  to finance the proposed
start-up  of  Anza  Properties  and  to  provide  us  with  working  capital;

     (ii)    executed  a  Warrant  Agreement  which  entitled Laguna Pacific  to
acquire up to $225,000 worth of our common stock for the total purchase price of
$1.00,  calculated  at  70%  of  the closing stock price on the date immediately
preceding the exercise date.  The issuance of the warrant was negotiated between
us  and  Laguna  Pacific.

     Other  than  as set forth above, we have no affiliation with Laguna Pacific
or  any  of their respective officers or directors.  Mr. Ehrlich was the general
partner  of  Laguna  Pacific.

     During the year ended April 30, 2002, we repaid an initial $25,000 borrowed
from  Laguna  Pacific.  In June 2002, we entered into a Settlement Agreement and
General  Mutual  Release  with  Laguna  Pacific.  As  consideration  under  the
settlement, we repaid the $200,000 note, plus accrued interest, and the note and
warrants  were  cancelled.

FORMATION  OF  ANZA  PROPERTIES,  INC.

     Also  on  June  27,  2001,  in  transactions related to the agreements with
Laguna  Pacific,  we  formed a wholly-owned subsidiary, Anza Properties, Inc., a
Nevada  corporation  ("Anza  Properties")  capitalized  with  $75,000  from  the
proceeds  of  the  bridge  loan,  which:

     (i)      executed a Bond Term Sheet with us outlining the proposed terms of
an  offering  to  raise  up  to $5,000,000.  The purpose of this offering was to
obtain  capital  on  behalf  of Anza Properties to acquire income producing real
estate.  This  real estate would then provide us with improved cash flow and net
worth,  on  a  consolidated  basis;

     (ii)     entered into an Employment Agreement with Thomas Ehrlich beginning
30  days  from the date of the agreement and ending upon the earlier to occur of
the  liquidation  of the real estate portfolio to be owned by Anza Properties or
the  completion  of our listing on t he NASDAQ Small Cap market.  The Employment
Agreement  provided  for  a  salary  of  $20,000 per month, payable only by Anza
Properties  and  specifically not guaranteed by us.  Mr. Ehrlich was to serve as
Anza  Properties'  Vice President and be a director thereof.  In connection with
the  Employment  Agreement,  we executed a Stock Option Agreement which entitled

                                       10
<PAGE>

Ehrlich  to  acquire  up  to 2,000,000 shares of our common stock at the closing
price  on  the  date of the Option Agreement, vesting equally over the 12 months
following  the  date  of  the  Employment Agreement, and exercisable only in the
event  Anza  Properties  is  successful  in raising a minimum of $2,000,000 in a
contemplated  $5,000,000  bond  offering,  and the holders thereof converting at
least  $2,000,000 of the bonds into our equity (any amounts less than $2,000,000
will  be  applied,  pro-rata,  to the total options exercisable under the Option
Agreement).  Mr.  Ehrlich  was to be involved in the identification of potential
investment  opportunities,  the  acquiring of capital, and the operation of Anza
Properties;

     (iii)    entered into  a Consulting Agreement with Lawrence W.  Horwitz  to
provide  services  to  Anza  Properties.  The  Consulting Agreement provided for
compensation  of  $20,000  to  be  paid on its date of execution, and $5,000 per
month  for 8 months beginning September 1, 2001, guaranteed by us.  In addition,
we  executed  a  Stock  Option  Agreement that entitled Horwitz to acquire up to
1,000,000  shares  of  our  common stock on terms identical to those of Ehrlich,
described above.  Mr. Horwitz is a licensed California attorney.  Mr. Horwitz is
providing  legal  services  to  us  and  Anza  Properties.

     (iv)     entered  into  an  Operating  Agreement  with  us  concerning  the
operations  of  Anza  Properties.  The Operating Agreement specifies in material
part  that  Vince  Rinehart  will  be the President of Anza Properties, that Mr.
Rinehart  and Mr. Ehrlich will be the directors, that the signatures of both Mr.
Rinehart and Mr. Ehrlich will be required on all checking accounts, and that the
assets  of  Anza  Properties  cannot  be  encumbered without the express written
consent  of  Mr.  Rinehart  and  Mr.  Ehrlich.

     See  our  Notes  to  the  Consolidated  Financial Statements for accounting
treatment  of  options  and  warrants  issued  above.

     The  purpose  of  Anza Properties was primarily to improve our net worth by
acquiring  income  producing  real  estate.

     Due  to  the death of Mr. Thomas Ehrlich in March 2002, all operational and
fundraising  efforts  associated  with  Anza  Properties  have  been permanently
discontinued.  The Bond Term Sheet, Employment Agreement with Mr. Ehrlich, Stock
Option Agreements with Mr. Ehrlich and Horwitz,  and  Operating  Agreement  have
all been  subsequently  cancelled.  Anza  Properties  remains  our  wholly-owned
subsidiary.

GLOBAL  SETTLEMENT

     As  part  of  the  acquisition  of  AMRES,  we  were  obligated  to  file a
registration  statement  with  the  Securities  and  Exchange Commission for the
purpose  of  registering  7,500,000  shares  of  our common stock issued to EMB.
Additionally,  we were obligated to pay the sum of $4,000,000 under the terms of
a  promissory  note  issued  to  EMB.

     In  an  unrelated  transaction,  Williams  de Broe ("Wdb" loaned the sum of
$700,000 to EMB, which remained unpaid at the time of the Global Settlement.  In
connection  with  a  revision of the agreement between EMB and Williams de Broe,
our  then-chairman  executed  a  document  on our behalf in favor of Williams de
Broe,  which  Williams  de  Broe  believed  acted  as  our  guarantee  of  EMB's
obligation.  We  disputed  this  assertion.

                                       11
<PAGE>

     In  order to settle the outstanding disputes among all the parties, on June
26,  2001,  we  entered  into a settlement agreement with EMB Corporation, AMRES
Holding  LLC,  Vincent Rinehart, and Williams de Broe (the "Global Settlement").
As  part  of  the  Global  Settlement:

     (i)      we issued  to  EMB  1,500,000 shares of restricted common stock as
consideration  for  EMB's waiver of its registration rights for 7,500,000 shares
of  our  common  stock already held by EMB.  The shares were valued at $0.14 per
share  based  on  a  10%  discount  from  the  closing  price on the date of the
agreement.  We  recorded  a  settlement  expense of $229,500 with regard to this
issuance.  We  issued  to  EMB  a  promissory  note  in  the principal amount of
$103,404,  which  represents  the  reduced  amount  due  to  EMB  by  us under a
promissory  note  previously  issued  in  connection with the AMRES acquisition,
after  giving  effect to a principal reduction offset for amounts owed by EMB to
Wdb, but which were satisfied by us (see below).  The note bears interest at the
rate  of  10%  per  annum  and  is  convertible  into  our  common  stock;

     (ii)     we  issued  to Wdb 3,000,000 shares of our restricted common stock
valued  at  $459,000 as consideration for Wdb's release of all claims against us
arising  under  our purported guarantee of EMB's obligation to Wdb.  The parties
agreed  that  the amount be credited as additional consideration to apply to the
EMB notes payable.  We received relief of debt to EMB in the amount of $624,766,
but  do  not  expect  to  receive  any  reimbursement  from  EMB;

     (iii)    EMB  acknowledges  its  obligations  to pay all outstanding leases
covering equipment and/or furniture now in our possession as contemplated by the
agreement;

     (iv)     EMB assigns  its  rights to a portion of our note payable totaling
$485,446  to  AMRES  Holdings  LLC,  owned  by Vincent Rinehart.  The note bears
interest  at  10% per annum.  This note is convertible into shares of our common
stock based on 80% of the closing stock price on the date of the conversion.  We
assigned  a  value of approximately $60,681 to the beneficial conversion feature
imbedded  in  this  note.  The  entire  principal balance, together with accrued
interest,  shall  be  due  and  payable,  in  full,  on  December  15,  2002.

     (v)      EMB forgave principal and interest totaling $168,006.  The balance
of $103,404 convertible notes was issued, bearing interest at 10% per annum.  On
January  17,  2002,  AMRES  purchased the note, plus $6,291 in accrued interest,
from  EMB  for the sum of $40,000, of which $25,000 was paid immediately and the
balance  of  $15,000  was  paid  on  June  1,  2002.

ITEM  2  -  DESCRIPTION  OF  PROPERTY

     Our  principal  place  of  business  is in Costa Mesa, California, where we
lease  an  approximately  12,400 square foot facility for approximately $282,000
per  annum  (subject  to usual and customary adjustments), under a written lease
which  terminates  in  March  2003.  This location houses our corporate finance,
administration,  and  sales and marketing functions.  ExpiDoc and the Costa Mesa
office  of  AMRES  sub-lease  space at this facility from us on a month-to-month
basis  for  $1,875  and  $4,000,  respectively.

     AMRES leases additional facilities: Long Beach, California (month-to-month,
$3,450  per month); Palmdale, California (month-to-month, $1,911 per month), and
Riverside,  California  (term  expiring  in  2003,  $2,117  per  month).

                                       12
<PAGE>

     All  HUD  licensed  branches, which represent over 120 of the more-than 300
total  branches, are required by HUD to have branch expenses paid by AMRES. This
is  accomplished  by  using  revenues  in  each  AMRES  branch bank account. The
management  agreement  between  the  branch  manager  and  AMRES  requires prior
approval  of  any  obligations  of AMRES exceeding $500. Office rent and similar
liabilities  are  to  be  month-to-month  obligations.  In the course of ongoing
internal  audits, AMRES may find breaches of either AMRES or HUD requirements in
the  operation  of  specific  branches,  and  will  move  aggressively  to  take
corrective  action.  While  the  full  extent  of  these  branch liabilities are
unknown,  there  are  no  material  defaults  known  by  AMRES  at  this  time.

     We  believe that our current facilities will be adequate to meet our needs,
and  that  we will be able to obtain additional or alternative space when and as
needed  on  acceptable  terms.

     We  may also hold real estate for sale from time to time as a result of our
foreclosure  on  mortgage  loans  that  may  become  in default.  This has never
happened  in  our  past.

ITEM  3  -  LEGAL  PROCEEDINGS

     In  the  ordinary  course of business, we are from time  to  time  involved
in various  pending  or  threatened  legal  actions.  The  litigation process is
inherently  uncertain  and  it  is  possible that the resolution of such matters
might  have  a material adverse effect our financial condition and/or results of
operations.  However,  in  the  opinion  of  our  management,  matters currently
pending  or  threatened  against  us are not expected to have a material adverse
effect  on  our  financial  position  or  results  of  operations.

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

     No  matters  were  submitted  to  a vote of the security holders during the
fourth  quarter  of  the  last  fiscal  year.


                                       13
<PAGE>
                                     PART II

ITEM  5  -  MARKET  FOR  COMMON  EQUITY  AND  RELATED  STOCKHOLDER  MATTERS

MARKET  INFORMATION

     Our  common  stock  is  currently  quoted  on the OTC Bulletin Board of the
National  Association of Securities Dealers, Inc., under the symbol "ANZA."  Our
common  stock  is  only  traded on a limited or sporadic basis and should not be
deemed  to  constitute  an  established  public  trading  market.  There  is  no
assurance  that  there  will  be  liquidity  in  the  common  stock.

     Below is a table indicating the range of high  and  low  transaction  price
for the common stock for each quarterly period within the most recent two fiscal
years.  The  information  reflects  prices between dealers, and does not include
retail markup, markdown, or commission,  and  may  not  represent  actual trans-
actions.
<TABLE>
<CAPTION>

<S>          <C>                     <C>    <C>
FISCAL YEAR                             PRICES
ENDED                                ------------
APRIL 30,    PERIOD                  HIGH    LOW
---------    --------------------    -----  -----

2001. . . .  First Quarter           $3.72  $1.38
             Second Quarter          $1.53  $0.28
             Third Quarter           $1.75  $0.09
             Fourth Quarter          $0.47  $0.11

2002. . . .  First Quarter           $0.26  $0.05
             Second Quarter          $0.21  $0.06
             Third Quarter           $0.18  $0.05
             Fourth Quarter          $0.07  $0.04

Close on July 15, 2002               $0.03  $0.03
</TABLE>

     The  Securities  Enforcement  and  Penny  Stock Reform Act of 1990 requires
additional disclosure relating to the market for penny stocks in connection with
trades  in  any  stock  defined  as  a  penny stock.  The Commission has adopted
regulations  that  generally define a penny stock to be any equity security that
has  a  market  price  of less than $5.00 per share, subject to a few exceptions
that  we do not meet.  Unless an exception is available, the regulations require
the  delivery, prior to any transaction involving a penny stock, of a disclosure
schedule  explaining  the penny stock market and the risks associated therewith.

HOLDERS

     As  of  April  30,  2002  and  July  15,  2002,  there  were 41,339,401 and
41,369,401  shares, respectively, of our common stock issued and outstanding and
held  by  approximately 61 holders of record.  As of April 30, 2002 and July 15,
2002,  there  were  486,820  shares  of  Class  A  Convertible  Preferred  Stock
outstanding,  no  shares of Class B Convertible Preferred Stock outstanding, and
17,459  shares  of  Series  C  Convertible  Preferred  Stock  outstanding.

                                       14
<PAGE>

DIVIDEND  POLICY

     We  have not paid any dividends on our common stock and do not expect to do
so  in  the  foreseeable  future.  We  intend  to apply our earnings, if any, in
expanding  our operations and related activities.  The payment of cash dividends
in  the  future  will  be  at  the discretion of the Board of Directors and will
depend upon such factors as earnings levels, capital requirements, our financial
condition  and  other  factors  deemed  relevant  by  the  Board  of  Directors.

     As  of  July  15, 2002, we have 486,820  shares  of  Series  A  Convertible
Preferred  Stock outstanding, each of which is entitled to receive a dividend at
an  annual  rate  of 12%, payable monthly. We have made all dividend payments as
they  become  due,  and  any  additional  payments  made by us have been used to
repurchase  outstanding  shares  of  Series  A  Convertible  Preferred  Stock.

     As  of  July  15,  2002,  we  have  17,459  shares  of  Series C  Preferred
Stock  outstanding, each of which is entitled to receive a dividend at an annual
rate  of  $7.00  per  share (7% per annum), payable semi-annually. We have never
paid  these  dividends in cash, instead historically the holders of the Series C
Preferred  have  converted  unpaid  dividends into our common stock simultaneous
with  a conversion of some of their Series C Preferred. As of April 30, 2002, we
were in arrears with respect to approximately $82,000 in unpaid dividends to the
Series  C  Preferred  stockholders.

RECENT  SALES  OF  UNREGISTERED  SECURITIES

     In  November  2001  and  again  in  January  and  March  2002, we issued an
aggregate  of  500,000  shares  of  Series  A Convertible Preferred Stock to two
accredited  individuals,  in exchange for cash consideration equal to $213,874 .
The  issuances  were  exempt  from  registration pursuant to Section 4(2) of the
Securities  Act  of  1933.

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

     The  following  discussion contains forward-looking statements that involve
risks  and  uncertainties. Our actual results could differ materially from those
anticipated  in  these  forward-looking  statements as a result of many factors,
including those set forth under "Risk Factors".  The following discussion should
be  read together with our financial statements and the notes to those financial
statements  included  elsewhere  in  this  annual  report.

     Except   for  historical  information,  the  materials  contained  in  this
Management's  Discussion and Analysis are forward-looking (within the meaning of
Section  27A  of  the  Securities  Act of 1933 and Section 21E of the Securities
Exchange  Act  of  1934)  and involve a number of risks and uncertainties. These
include  the Company's historical losses, the need to manage its growth, general
economic  downturns,  intense competition in the financial services and mortgage
banking  industries,  seasonality of quarterly results, and other risks detailed
from  time  to  time  in  the Company's filings with the Securities and Exchange
Commission.  Although  forward-looking  statements in this Annual Report reflect
the  good  faith  judgment  of  management, such statements can only be based on
facts  and factors currently known by the Company. Consequently, forward-looking
statements are inherently subject to risks and uncertainties, actual results and
outcomes  may  differ  materially from the results and outcomes discussed in the
forward-looking  statements.  Readers are urged to carefully review and consider
the various disclosures made by the Company in this Annual Report, as an attempt
to  advise  interested  parties  of  the  risks  and  factors  that  may  affect
the Company's  business,  financial  condition,  and  results  of operations and
prospects.

                                       15
<PAGE>

OVERVIEW

     The  Company  is  an  independent financial services company, whose primary
source  of  revenue  is  American  Residential  Funding  "AMRES", a wholly owned
subsidiary.  AMRES  offers loan originators a "net-branch" opportunity, in which
AMRES  provides  licensing,  accounting  and lender approvals in over 40 states.
They  maintain a web site, www.amres.net, which contains detailed information on
AMRES,  as  well  as  provides  Net  Branches  with  various corporate services.
Currently  over  300  net-branches nationwide are operating, in addition to four
Corporate  owned  branches  in 4 counties in Southern California.  Further rapid
growth  is  anticipated,  both  from commissioned and corporate marketing staff.
Loan  processing,  mortgage  banking  and  acquisitions  will provide additional
revenues  sources.

     Expidoc.com  has  seen  increased  revenue  over the last several quarters,
averaging  nearly  400  loan  document signings a month through their network of
notaries  in all 50 states. Expidoc was profitable for the first time during the
quarter  ended  January  31,  2002.  By  adding  staff,  and  implementing a new
marketing  initiative,  Expidoc  should  continue  to improve its operations and
maintain  near  term  profitability.  Revenues  at  Expidoc.com  are expected to
continue  to  increase  during  the next fiscal year as Expidoc.com has become a
preferred  signer  for  Ditech.com.  This  status  with  Ditech.com  , and their
confidence in Expidoc.com's ability has translated into a consistent increase in
the  number  of  orders  received  monthly.

     BravoRealty  (69%  owned subsidiary) has established joint venture branches
in  four locations. In addition, BravoRealty has initiated a net branch of AMRES
inside  Bravo,  and  has  experienced  an  increase  in revenues from home loans
brokered.  Bravorealty  has  established the documentation, licensing, marketing
materials  and  operations  to  sell  "Bravo  Real  Estate  Network" franchises.
Management  is still evaluating its options for franchising and has no immediate
plans to implement this strategy. BravoRealty has incurred an operating loss for
the  current  year,  primarily  as  a  result  of  continuing  start-up  costs.

     Titus  Real  Estate,  LLC,  operates  as  the manager of Titus REIT, a real
estate  investment  trust.  Current  shareholders of the REIT have requested the
selling of assets in order to return their original investment. To date, nine of
ten  properties have been sold, and the final property is currently in escrow to
be  sold. It is the intent of the management of the Company to repay its initial
investors,  operate  the REIT at minimal levels, and raise new capital for Titus
REIT  when  the market permits, although no estimate can be made as to when that
might  be.  The Company believes the long term benefits of a REIT compliment the
Company's  business  plan.  Titus Real Estate, LLC, has incurred small operating
losses  during  the  current  year.

     We  have never achieved an annual profit. However, our revenues continue to
increase, and we have been successful through various strategies in reducing our
outstanding  debt.  We  have  achieved profitability in recent quarters and as a
result  management believes that we may achieve profitability in the next fiscal
year.

                                       16
<PAGE>

CRITICAL  ACCOUNTING  POLICIES

     Anza's  consolidated  financial  statements  and  related  public financial
information  are  based  on  the  application of accounting principles generally
accepted  in  the  United  States ("GAAP").  GAAP requires the use of estimates;
assumptions,  judgments  and subjective interpretations of accounting principles
that  have  an  impact  on  the assets, liabilities, revenue and expense amounts
reported.  These estimates can also affect supplemental information contained in
the  external disclosures of Anza including information regarding contingencies,
risk and financial condition.  Anza believes its use of estimates and underlying
accounting  assumptions  adhere  to GAAP and are consistently and conservatively
applied.  Valuations  based  on  estimates  are  reviewed for reasonableness and
conservatism  on  a  consistent  basis  throughout  Anza.  Primary  areas  where
financial  information  of  Anza is subject to the use of estimates, assumptions
and the application of judgment include accounts receivable allowances, and loan
losses  on  loans held for sale, which have been historically and favorably low.
These  significant  estimates  also  include  our  evaluation  of impairments of
intangible  assets  (see  further discussion  below).  In addition, the recover-
ability  of  deferred tax assets must be assessed as to whether these assets are
likely  to be recovered by Anza through future operations. We base our estimates
on  historical experience and on various other assumptions that we believe to be
reasonable  under  the  circumstances. Actual results may differ materially from
these  estimates  under  different  assumptions  or  conditions.  We continue to
monitor  significant  estimates  made  during  the  preparation of our financial
statements.

     Fair  Value  Of  Assets Acquired And Liabilities Assumed In Purchase Combi-
     nations and  Review  for  Impairments

     The  purchase combinations we evaluate and complete, require us to estimate
the  fair  value  of  the  assets acquired and liabilities assumed in the combi-
nations.  These estimates of fair value may be based on independent appraisal or
our  business  plan  for  the  entities acquired including planned redundancies,
restructuring,  use  of  assets  acquired  and  assumptions  as  to the ultimate
resolution  of obligations assumed for which no future benefit will be received.
Should  actual  use  of  assets  or  resolution  of  obligations differ from our
estimates, revisions to the estimated fair values would be required. If a change
in  estimate  occurs  after  one  year  of  the acquisition, the change would be
recorded  in  our  statement  of  operations.

     Valuation  Of  Long-Lived  And  Intangible  Assets

     The  recoverability  of  these assets requires considerable judgment and is
evaluated  on  an  annual  basis  or  more frequently if events or circumstances
indicate  that  the  assets  may  be  impaired.  As  it  relates to goodwill and
indefinite  life  intangible assets, we apply the impairment rules in accordance
with  SFAS  No.  142.  As  required by SFAS No. 142, the recoverability of these
assets is subject to a fair value assessment, which includes several significant
judgments  regarding  financial  projections and comparable market values. As it
relates  to  definite  life  intangible assets, we apply the impairment rules as
required  by  SFAS  No. 121, "Accounting for the Impairment of Long-Lived Assets
and  Assets  to  Be  Disposed  Of"  which also requires significant judgment and
assumptions  related  to  the  expected  future  cash  flows attributable to the
intangible  asset.  The  impact of modifying any of these assumptions can have a
significant  impact  on the estimate of fair value and, thus, the recoverability
of  the  asset.  In  fiscal  2001,  our  impairments were quite large due to the
rescission of LoanNet and impairment of Titus as discussed further below. During
fiscal  2002,  we  determined  that  the  residual  value  of  Expidoc and Titus
companies  exceeded  the  carrying  value  of  goodwill  totaling  $425,247 and,
accordingly,  no  impairment  of  goodwill  was  charged  during  2002.

                                       17
<PAGE>

     Income  Taxes

     We  recognize  deferred tax assets and liabilities based on the differences
between the financial statement carrying amounts and the tax bases of assets and
liabilities.  We regularly review our deferred tax assets for recoverability and
establish  a  valuation allowance based upon historical losses, projected future
taxable  income  and  the expected timing of the reversals of existing temporary
differences.  During 2002, we estimated the allowance on net deferred tax assets
to  be  one-hundred  percent  of  the  net  deferred  tax  assets.

RESULTS  OF  OPERATIONS,  FISCAL  2001  COMPARED  TO  FISCAL  2002

REVENUES

     Revenues  increased  by $15,630,805, or 142.2%, to $26,622,055 for the year
ended April 30, 2002, compared to $10,991,250 for the year ended April 30, 2001.
The  growth in revenues is primarily attributable to the expansion and growth of
AMRES  primarily through the brokering of loans. AMRES accounted for over 97% of
consolidated  revenues  for  both  periods.  AMRES,  as did most of the mortgage
industry,  benefited  greatly  from  the decline in interest rates over the last
twelve  months. Typically, as interest rates fall, the refinance market heats up
expanding  the  market  of  interested  borrowers beyond those borrowing for the
purchase of their primary residence. AMRES benefited from this market upturn, as
they  had  the capacity in terms of people and infrastructure to accommodate the
additional business. Management believes that a significant increase in interest
rates  could slow the rapid growth the Company has experienced over the last two
fiscal  years.

     More  significantly,  the growth of the net branch program at AMRES was the
major  contributor to the growth in revenue. AMRES' net branch program comprised
approximately  300 branches as of April 30, 2002, compared to 140 branches as of
April  30,  2001.  For the twelve months ended April 30, 2002, the total revenue
associated  with  the  Net Branches was approximately $17.9 Million, compared to
total  revenue  associated  with the Net Branches of $6.9 Million for the twelve
months  ended April 30, 2001.  The Net Branch program is expected to continue to
be  a  primary  growth vehicle for ANZA in the future. In addition, the mortgage
banking  division  of  AMRES is expected to continue its expansion over the next
several  months,  including  applying  to  FannieMae  as  a  seller/servicer.

     Revenues  for Expidoc also increased significantly, $348,177 for the period
ended  April  30, 2002 compared to $187,723 for the period ended April 30, 2001.
The increase is primarily a result of Expidoc.com refocusing its market strategy
to  secure  higher  volume  customers  as  compared to servicing many low-volume
customers.  This  change  in focus is evidenced by the securing of business with
such  customers  as Ditech.com. Management believes this to be the best strategy
to  focus  on,  as it allows Expidoc to both benefit from economies of scale and
provide  the  highest level of service to its customer base. Management realizes
that  the  loss  of  any one significant customer could have a material negative
impact  on  the  growth  and  profitability  of  Expidoc.

     BravoRealty  became  operational  in January of 2001. For the twelve months
ended  April  30,  2002, revenues amounted to $310,000 compared with revenues of
approximately  $17,000  for  the period ending April 30, 2001 (period from which
operations  began  -  January  2001 through April 30, 2001). Management believes
that  BravoRealty  can  be  a  significant growth vehicle for the company in the
future,  as evidenced by the steady increase in the number of real estate sales'
listings  and  closed transactions generated by BravoRealty over the last twelve
months.  Further, management believes that with its continued growth pattern and
the  addition  of four corporate real estate offices and twelve additional sales
persons,  the  prospect for profitability in the next fiscal year is obtainable.

                                       18
<PAGE>

     Revenues  from  Titus,  approximately  $8,600, were not material for either
period  presented.  See  further  discussion  of  Titus  below in section titled
Impairment  of  Goodwill  -  Titus.

Costs  and  Expenses

     Commissions  are paid to loan agents on funded loans. Commissions increased
by  $9,163,341  or  122%, for the year ended April 30, 2002, to $16,691,244 from
$7,527,903 for the year ended April 30, 2001. This increase is primarily related
to  the increased revenues discussed above. As a percentage of revenue, the cost
of  revenue  decreased  by 5.8%, to 63% compared to 69% for the year ended April
30,  2002  and  the  year  ended  April 30, 2001, respectively. This decrease is
attributable  to  the  Company  leveraging its increased revenues as the Company
earns  a  higher  commission  split  (compared  to  the loan agent) once certain
revenue  targets  are  reached. Gross profit increased by $6,467,464 or 187% for
the  twelve  months  ended April 30, 2002 to $9,930,811 from $ 3,463,347 for the
twelve  months  ended  April  30,  2001.

Salaries  and  Wages

     Salaries  and wages totaled $2,194,199 in fiscal year ended April 30, 2002,
compared to $1,370,839 for the fiscal year ended April 30, 2001. The increase of
$823,360  is  directly  related  to  the  expansion  of  AMRES  operations.


General  and  Administrative  Expenses

     General  and  administrative expenses totaled $7,886,155 for the year ended
April  30,  2002, compared to $5,494,369 for the year ended April 30, 2001. This
increase of $2,391,786 can be attributed primarily to the business growth of the
operating  subsidiaries, namely AMRES, as additional personnel, office space and
other  administrative  costs  are required to handle the expansion. Effective in
the  first  quarter  of  fiscal  2001,  the Company implemented significant cost
reductions  to  reduce  its  administrative  expenses  at  corporate  offices.

     The  Company  has  elected early adoption of Statement 142 and as such, has
not  recorded  any  goodwill  amortization  for  the  year ended April 30, 2002.
Goodwill  amortization relating to the Company's acquisitions of Expidoc, Titus,
and  LoanNet  amounted  to  approximately  $349,104 for the year ended April 30,
2001.

Consulting  Expenses

     To  date,  the  Company has funded a portion of its operating costs through
the  use  of  its  common  stock paid to outside consultants.  During the twelve
months  ended  April  30,  2002,  costs  paid  in  the  form of stock to outside
consultants  totaled  approximately  $645,550,  representing 5,500,000 shares of
common  stock.  For  the  twelve  months ended April 30,  2001,  costs  paid  in
the form  of  stock  to  outside  consultants  totaled approximately  $1,855,920
representing  2,863,591  shares of common stock.  The breakout in terms of types
of  consulting  services  performed  during  the  year  ended  April 30, 2002 is
summarized in Note 12 in the Consolidated Financial Statements.  These costs are
included  in  general  and administrative costs on the consolidated statement of
operations.

                                       19
<PAGE>

Impairment  of  Goodwill  -  LoanNet

     On  February 14, 2000 the Company issued 250,000 shares of common stock for
all  the  issued  and  outstanding  stock  of LoanNet Mortgage, Inc., a Kentucky
corporation.  The  Company recorded goodwill in the amount of $2,226,873 as part
of  the  transaction.  LoanNet had a limited and unprofitable operating history,
but  provided  the  Company  with  projections  and  representations that showed
positive  operational  cash flow within the first year of operations. During the
first  and second quarters of year ended April 30, 2001, the officers of LoanNet
began  to  express  the  need  for a capital infusion of approximately $300,000.
These  Officers  indicated  that  without this infusion of capital, the business
would  likely  fail.

     The  Company did not have the capital requested by the Officers of LoanNet,
and  was  unable  to  raise  additional  capital  primarily  due  to  the market
conditions  and  the  decline  in  the  Company's  stock price. During the third
quarter,  the  Company  decided  to  close  all  three LoanNet offices and cease
operations. On March 30, 2001, the Board of Directors of Anza, none of whom were
officers,  directors  or  management  of  LoanNet,  rescinded the acquisition of
LoanNet  due  to  misrepresentations  by  LoanNet's  management,  officers,  and
directors. Anza management demanded the return of the 250,000 shares issued, and
attempted  to  deliver the shares of common stock it received in connection with
the  acquisition to the original selling shareholder, whom is also the preferred
stockholder,  the  chief  executive  officer  and  director of LoanNet. While in
operation,  LoanNet  recorded cumulative net losses and did not provide any cash
flow  for  the  Company. The Company wrote off its full investment in LoanNet in
the fourth quarter of 2001. LoanNet's preferred shareholder seized the remaining
assets  of  LoanNet  (estimated  to  be  worth  less  than $15,000), and assumed
responsibility,  due  to his actions of taking assets subject to certain leases,
of  certain  liabilities,  the  amounts of which are unknown to Anza management.
Management  of  Anza is not aware of any claims against Anza or its subsidiaries
in  connection  with  LoanNet.

     At that point, the Company deemed it appropriate to write off its remaining
investment  in LoanNet and as such, took a charge for the unamortized portion of
goodwill  amounting  to  $1,985,012 during the fiscal year ended April 30, 2001.

Impairment  of  Goodwill  -  Titus  Real  Estate

     On  February  11,  2000  the  Company executed a purchase agreement for the
acquisition  of  Titus  Real  Estate  for  $1,600,000. The Company allocated the
purchase  price to goodwill associated with the transaction of $1,600,000. Titus
is  the management company for Titus R.E.I.T.  At the time of the acquisition of
Titus  Real  Estate,  the then-chairman of the Company was close to finalizing a
commitment  from investors to raise over $30,000,000 in capital for the R.E.I.T.
No  commitment  was  obtained  by  the  Company.

     Unfortunately,  as  the securities markets deteriorated, so did the funding
for the Titus R.E.I.T. During the year ended April 30, 2001, the Company focused
the  majority  of  its efforts on its other subsidiaries, namely AMRES, Expidoc,
and  Bravorealty.com,  and  as  such, Titus did not provide the Company with any
significant  revenue  or  cash flow. Through April 30, 2002, management has been
unsuccessful  in  obtaining  capital  for the Titus R.E.I.T.  However management
intends  to  actively seek capital for the Titus R.E.I.T. as management believes
there  is  a  significant  opportunity to generate cash flows for Anza; however,
there  are  no  assurance  that  such capital will be raised. Since we have been
unsuccessful in our capital raising and operating efforts, we found it necessary
to  impair  goodwill  by an additional $1,155,057 based on a current liquidation
value  of  the  Titus  R.E.I.T  of  an  estimated  $250,000.  This impairment is
reflected  in  the statement of operations for the period ending April 30, 2001.

                                       20
<PAGE>

Non-Recurring  Settlement  Expense

     As  part  of  the  Global  settlement in June of 2002, the company recorded
settlement  expense  of $61,494 relating to the excess value of shares issued as
part of the global settlement compared to the net reduction in debt and interest
relief  received  in  the  settlement.  Further,  in August of 2002, the Company
settled a dispute with a former consultant over an investment banking agreement,
issuing  the  former  consultant  1.3 Million shares of the Company's restricted
common  stock.  The shares were valued at $221,000 and charged to expense during
the  year  ended  April  30,  2002.

     During  the  nine  months  ended  January 31, 2002, the Company had capital
lease obligations in default totaling $91,985 that were settled for $35,800. The
remaining  balance  was  recognized  as a gain of $56,185. The Company used cash
from  operations  to  satisfy  these  settlements.

     On  January  17, 2002, American Residential Funding, a subsidiary ("AMRES")
purchased  a  note  payable  by  the Company to a related party in the amount of
$103,404  and  accrued  interest totaling $6,291 for consideration of $40,000 of
which  $25,000 was tendered. In the consolidation the note payable is eliminated
and  the  Company  recognizes  a  gain  of $69,695 from forgiveness of debt. The
Company used cash from operations to satisfy these settlements.

 Interest Expense

     Interest expense was $179,428 as of April 30, 2002, compared to $203,306 as
of  April  30,  2001.  This decrease is associated with a reduction in the total
balance of notes payable during the year, offset somewhat by the amortization of
the  value ascribed to options issued to Laguna Pacific Partners, LLP as part of
the Bridge Financing initiated by the Company in June of 2002.  See Notes 14 and
15  to  the  Consolidated  Financial  Statements  for  discussion on the "Global
Settlement"  and  "Bridge  Financing".

Net  Losses

     The Company's net losses for the twelve and months ended April 30, 2002 and
2001  were  ($442,713),  and  ($6,573,527),  or  ($0.01)  and  ($0.30) per share
respectively.  The  non-cash  expense  component  of  the Company's net loss was
significant  in  each  period.  For  the  year  ending  April 30, 2002, non-cash
expense  relating  to  the  amortization  of  the  value  ascribed to the Laguna
warrants, settlement expense recorded as part of the Global settlement and stock
paid to consultants amounted to approximately $1,033,642.  For the twelve months
ended  April  30,  2001  non-cash  expenses  amounted  to $5,727,544, consisting
primarily  of stock issued to consultants and impairment charges recorded on the
Company's  goodwill associated with Titus and LoanNet.  Management believes that
these non-cash charges should be minimal in future periods affording the Company
the  ability  to  produce  net  income  in  the  future.

                                       21
<PAGE>

LIQUIDITY  AND  CAPITAL  RESOURCES

Cash  Flows

     Net  cash  used  in  operating activities was $184,983 and $894,143 for the
twelve  months  ending April 30, 2002 and 2001, respectively. Net loss decreased
significantly  between  the  periods to $442,713 for the period ending April 30,
2002, compared to a net loss of $6,573,527 for the period ending April 30, 2001.
Non-cash  expenses  relating to the issuance of stock for services, depreciation
and  amortization  and  amortization  of  debt  discounts totaled $1,067,050 and
$2,105,664  for  the  twelve months ended April 30, 2002 and 2001, respectively.

     Net  cash from investing activities was $ 29,024 and $14,634 for the twelve
months  ended April 30, 2002 and 2001, respectively.  There were no individually
significant sources or uses of funds from investing activities for either period
presented.

     Net cash provided by financing activities was $828,972 and $716,080 for the
years  ended  April  30,  2002 and April 30, 2001 respectively. Cash provided by
financing  for  the  year ended April 30, 2001 relates primarily to net proceeds
received  from  private  placements  of the Company's stock, reduced by payments
made on the Company's note payable to EMB corporation related to the acquisition
of  AMRES.  Cash provided by financing for the year ended April 30, 2002 relates
primarily to advances on the Company's warehouse line of credit in the amount of
$704,034  associated  with  its  mortgage banking operations and to the proceeds
from  the  issuance  of the bridge loan in the amount of $225,000. The warehouse
line  of  credit  is  secured  by  first  and  second  trust  deed  mortgages.

     The  Company  generated cash flows from a bridge financing in the amount of
$225,000.  The Company was required to issue warrants to purchase 225,000 shares
of  common  stock  for  $1.00,  the  exercise  price  of which is based on a 30%
discount  from the closing bid price on the date of exercise. The total value of
the  warrants  amounted  to  $132,341  based  on  the relative fair value of the
warrants to the proceeds from the financing. The value was treated as a discount
to  the  carrying  value  the debt which was being amortized over the nine-month
term of the note, on March 27, 2002 using the effective interest method In March
2002,  due  to the death of Thomas Ehrlich, Anza Capital, Inc. had abandoned its
plans  to  raise  capital  for Anza Properties. The Company paid off the note in
July  2002  primarily through cash flows from operations subsequent to year-end.

     The Company significantly improved their financial position upon completing
a "Global Settlement" June 26, 2001. The Company substantially increased its net
worth  and  reduced  its  liability  to  EMB  from $1,215,856 to $103,404, after
issuing  a  convertible  note  to  AMRES Holding LLC of $485,446 and issuing 4.5
million  shares  of its common stock valued at $645,550. The original obligation
to  EMB  further  required  the  Company  to pursue an S-1 registration that had
become very time consuming of management, and costly in terms of cash, which has
now  been  withdrawn.

     The  Company  is  current  in servicing its obligations as they become due.
From time to time, the Company used its common stock to provide compensation for
outside  services  that  were  required.  It  is  the belief of management, that
beginning  the  first quarter 2003, little or no common stock will be issued for
services.

                                       22
<PAGE>

     The  Company's stockholders equity increased from a deficit of ($1,184,382)
as of April 30, 2001 to an equity of $445,168 as of April 30, 2002 primarily due
to  the  issuance  of  common  stock  in  relief  of  debt.

     Management  is pleased with the current direction and financial improvement
of  the  Company.  The  operating  subsidiaries  are expanding in tough economic
times.  AMRES  and  Expidoc.com are currently profitable. BravoRealty is perfor-
ming  as  projected,  requiring  budgeted initial investment in capital prior to
ramping  up  to  full  operations.  The  cash  flow  of the Company has markedly
improved, with cash on hand ending April 30, 2002 of $707,851 versus $92,886 the
year  earlier.  Short-term debt is manageable. The Company paid $125,000 towards
the  convertible  note  due  our  Chief  Executive  with  an original balance of
$485,446,  due  in  December 2002. The remaining balance of $360,446 of the note
with  a carrying balance of $332,623, net of discounts, will convert into common
stock,  or  extend the maturity date for one year. The $103,404 convertible note
due  in  December  2002  was  purchased by AMRES for consideration at $40,000 of
which  $25,000  was  tendered  during  the third quarter. And, the $1,745,900 in
convertible  C-Preferred  most  likely will continue to convert to common stock.
Significant debt has been eliminated, and no current obligations are delinquent.
It  is our opinion, baring some significant adverse change in our business, that
the  Company  should  continue  to  grow  rapidly  and  continue to increase its
profitability.

     Management  has  implemented  several  reductions  of costs and expenses to
reduce  its  operating  losses.  This  is evidenced by the fact that the Company
generated  a  net income over the last six months of the fiscal year. Management
plans  to  continue its growth plans to generate revenues sufficient to meet its
cost  structure.  Management believes that these actions will afford the Company
the  ability  to  fund  its  daily  operations  and  service  its remaining debt
obligations  primarily  through the cash generated by operations; however, there
are  no  assurances  that management's plans will be successful. Our independent
accountants  modified  their report, with an explanatory paragraph, stating that
the  audited  financial  statements  of Anza Capital, Inc. for the period ending
April  30, 2002 have been prepared assuming the company will continue as a going
concern.  They note that the Company's continued existence is dependent upon its
ability  to  generate sufficient cash flows from operations to support its daily
operations  as  well  as  provide  sufficient  resources  to  retire  existing
liabilities  and obligations on a timely basis. No adjustments have been made to
the  carrying value of assets or liabilities as a result of these uncertainties.


     Except  for  historical  information,   the  materials  contained  in  this
Management's  Discussion and Analysis are forward-looking (within the meaning of
Section  27A  of  the  Securities  Act of 1933 and Section 21E of the Securities
Exchange  Act  of  1934) and involve a number of risks and uncertainties.  These
include  the Company's historical losses, the need to manage its growth, general
economic  downturns,  intense competition in the financial services and mortgage
banking  industries,  seasonality of quarterly results, and other risks detailed
from  time  to  time  in  the Company's filings with the Securities and Exchange
Commission.   Although  forward-looking  statements  in  this  Quarterly  Report
reflect the good faith judgment of management, such statements can only be based
on  facts  and  factors  currently known by the Company.  Consequently, forward-
looking  statements  are  inherently  subject to risks and uncertainties, actual
results  and  outcomes  may  differ  materially  from  the  results and outcomes
discussed  in  the  forward-looking  statements.  Readers are urged to carefully
review  and  consider the various disclosures made by the Company in this Annual
Report, as an attempt to advise interested parties of the risks and factors that
may  affect  the  Company's  business,  financial  condition,  and  results  of
operations  and  prospects.

                                       23
<PAGE>

ITEM  7  -  FINANCIAL  STATEMENTS

     Index  to  Consolidated  Financial  Statements

                               ANZA CAPITAL, INC.

     Report of Independent Auditors                                 F-1

     Consolidated Balance Sheets as of April 30, 2002               F-2

     Consolidated Statements of Operations for the years ended
          April 30, 2002 and 2001                                   F-3

     Consolidated Statements of Stockholder's Equity for years
          ended April 30, 2002 and 2001                             F-4

     Consolidated Statements of Cash Flows for the years
          ended April 30, 2002 and 2001                             F-8

     Notes to the Consolidated Financial Statements                 F-11 to F-26

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

     There  have  been  no  events  required  to  be  reported  by  this Item 8.

                                       24
<PAGE>

                                    PART III

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

DIRECTORS  AND  EXECUTIVE  OFFICERS

     The  following table sets forth the names and ages of our current directors
and executive officers, the principal offices and positions held by each person,
and  the date such person became a director or executive officer.  Our executive
officers  are  elected  annually by the Board of Directors.  The directors serve
one year terms until their successors are elected.  The executive officers serve
terms  of  one year or until their death, resignation or removal by the Board of
Directors.  Unless  described below, there are no family relationships among any
of  the  directors  and  officers.

<TABLE>
<CAPTION>
<S>                     <C>     <C>
Name                     Age     Position(s)
----------------------   ---     -----------

Scott A. Presta. . . . . .30     Director

Vincent Rinehart . . . . .52     Director, Chairman, President, Chief
                                 Executive Officer, and Principal
                                 Accounting Officer
</TABLE>

     Mr.  Presta  has  been  a  director of the Company since April 12, 2000.  A
former  member  of  the National Association of Securities Dealers, Inc., he was
the  licensed  General Securities Principal of Pacific Coast Financial Services,
Inc.,  a  brokerage firm in Long Beach, California, from October of 1993 through
November  of 1995.  Following his tenure with Pacific Coast, Mr. Presta formed a
series  of  companies  that  were  involved  in  the real estate and oil and gas
industries,  one  of  which,  Titus,  was  acquired  by the Company.  Mr. Presta
attended  California  State  University  Long  Beach from 1989 through spring of
1992,  when  he  became  employed  by  Pacific  Coast.

     Mr.  Rinehart  has  been  a  director and the President and Chief Executive
Officer  of  the Company since April 12, 2000, and its Chairman since January 1,
2001.  He  also  serves  in  the  following capacities: Chairman of the Board of
AMRES (commencing in 1997); Chief Executive Officer of Firstline Mortgage, Inc.,
a  HUD-approved  originator  of FHA, VA, and Title 1 loans (commencing in 1985);
and  Chairman  of  the  Board  of  Firstline  Relocation Services, Inc., a three
-office  enterprise that provides real estate sales, financing, destination, and
departure  services to Fortune 500 companies (commencing in 1995).  Mr. Rinehart
received his B.A. in Business Administration from California State University at
Long  Beach  in  1972.

COMPLIANCE  WITH  SECTION  16(A)  OF  THE  SECURITIES  EXCHANGE  ACT  OF  1934

     Section 16(a) of the Securities Exchange Act of 1934 requires the Company's
directors  and executive officers and persons who own more than ten percent of a
registered class of the Company's equity securities to file with the SEC initial
reports  of  ownership  and  reports of changes in ownership of Common Stock and
other  equity  securities  of the Company.  Officers, directors and greater than
ten  percent shareholders are required by SEC regulations to furnish the Company
with  copies  of  all  Section  16(a)  forms  they  file.

                                       25
<PAGE>

     To the Company's knowledge, none of the required parties are delinquent  in
their 16(a)  filings.

BOARD  MEETINGS  AND  COMMITTEES

     During  the fiscal year ended April 30, 2002, the Board of Directors met on
numerous occasions and took written action on numerous other occasions.  All the
members  of  the  Board  attended  the  meetings.  The  written  actions were by
unanimous  consent.

     We  presently  have  no  executive committee, nominating committee or audit
committee  of  the  Board  of  Directors.

ITEM  10  -  EXECUTIVE  COMPENSATION

EXECUTIVE  OFFICERS  AND  DIRECTORS

     On  June  1,  2001,  we  entered  into an Employment Agreement with Vincent
Rinehart.  Under  the  terms  of  the agreement, we are to pay to Mr. Rinehart a
salary  equal  to  $275,000  per  year,  subject  to  an  annual increase of 10%
commencing January 1, 2002, plus an automobile allowance of $1,200 per month and
other  benefits,  including  life  insurance.  The  agreement is for a term of 5
years  and  provides  for  a  severance  payment  in  the amount of $500,000 and
immediate vesting of all stock options in the event his employment is terminated
for  any  reason,  including cause.  Mr. Rinehart was granted options to acquire
2,500,000  shares  of  our  common stock at the closing price on the date of the
agreement,  which  shall vest over a three-year period.  The number of shares to
be  acquired  upon  exercise  of  the  options shall not be adjusted for a stock
split,  and  is  limited  to  both a maximum value of $1,900,000, and 20% of the
outstanding  common  stock  of the Company.  Mr. Rinehart's Employment Agreement
was  ratified by the shareholders of the Company at our 2001 Annual Shareholders
Meeting.

2000  Stock  Compensation  Program

     We  have  reserved  shares  of our common stock for issuance under our 2000
Stock  Compensation  Program  (the  "Plan"),  as  amended.  At  April  30, 2002,
8,800,000 shares of our common stock had been granted and issued under the Plan.
Our  Plan  was  adopted  by our board of directors in December 1999.  A total of
8,800,000 shares of common stock have been reserved for issuance under the Plan,
as  amended  to  date.

     The  Plan is administered by the Board of Directors.  The administrator has
the  power  to  determine  the individuals to whom options, restricted shares or
rights  to  purchase shares shall be granted, the number of shares or securities
subject  to  each  option,  restricted share, purchase right or other award, the
duration,  times  and exercisability of each award granted, and the price of any
share  purchase  or  exercise  price  of  any  option.

     Options  granted  under  the  Plan  are  generally  not transferable by the
optionee except by will or the laws of descent and distribution, and each option
is  exercisable,  during  the  lifetime  of  the optionee, only by the optionee.
Options  generally  must  be  exercised  within 30 days following the end of the
optionee's status as an employee or consultant unless extended to 90 days in the
discretion  of  the  administrator.  Options may be exercised for up to 6 months
upon death or disability.  However, in no event may an option be exercised later
than  the earlier of the expiration of the term of the option or five years from
the  date  of  the  Plan.

                                       26
<PAGE>
     The  Plan  may  be  amended,  altered,  suspended,  or  terminated  by  the
administrator  at  any  time,  but  no such amendment, alteration, suspension or
termination  may  adversely  affect  the  terms of any option, restricted share,
purchase  right  or  other  award  previously granted without the consent of the
affected  participant.  Unless  terminated sooner, the Plan will terminate auto-
matically  in  December  of  2004.

Board  Compensation

     A  director  who is an employee does not receive any cash compensation as a
director.  There  is  no  plan  in  place  for  compensation  of persons who are
directors  who  are  not  our  employees.

Summary  Compensation  Table

     The  Summary  Compensation Table shows certain compensation information for
services  rendered  in  all capacities for the fiscal years ended April 30, 2002
and  2001.  Other  than  as  set forth herein,  no  executive  officer's  salary
and bonus  exceeded  $100,000  in  any of the applicable  years.  The  following
information includes the dollar value of base salaries, bonus awards, the number
of stock options granted and certain other compensation, if any, whether paid or
deferred.

<TABLE>
<CAPTION>

                                 ANNUAL COMPENSATION                             LONG TERM COMPENSATION
                        --------------------------------------    ------------------------------------------------------
<S>                     <C>    <C>       <C>      <C>             <C>            <C>             <C>         <C>
                                                                            AWARDS                       PAYOUTS
                                                                  -------------------------      -----------------------
                                                                  RESTRICTED     SECURITIES
                                                  OTHER ANNUAL      STOCK        UNDERLYING       LTIP        ALL OTHER
NAME AND                       SALARY    BONUS    COMPENSATION      AWARDS      OPTIONS SARS     PAYOUTS    COMPENSATION
PRINCIPAL POSITION      YEAR     ($)      ($)          ($)           ($)             (#)           ($)           ($)

Vincent Rinehart . .    2002   290,000   5,000        24,000         -0-          2,500,000        -0-           -0-
Pres., CEO, Chairman    2001   180,697    -0-         17,364         -0-             -0-           -0-           -0-

Scott A. Presta. . .    2002     -0-      -0-          -0-           -0-             -0-           -0-           -0-
Director . . . . . .    2001     -0-      -0-          -0-           -0-             -0-           -0-           -0-

</TABLE>


<TABLE>
<CAPTION>


                             OPTION/SAR GRANTS IN LAST FISCAL YEAR
                                      (INDIVIDUAL GRANTS)


<S>               <C>                    <C>                      <C>           <C>
                                            PERCENT OF TOTAL
                  NUMBER OF SECURITIES        OPTIONS/SARS
                       UNDERLYING                GRANTED            EXERCISE OR
                  OPTIONS/SARS GRANTED    TO EMPLOYEES IN FISCAL    BASE PRICE
NAME                      (#)                      YEAR                ($/SH)       EXPIRATION DATE

Vincent Rinehart      2,500,000                   100%                 N/A              N/A
Scott A. Presta.         -0-                      N/A                  N/A              N/A
</TABLE>

                                       27
<PAGE>

<TABLE>
<CAPTION>

                           AGGREGATED OPTIONS/SAR EXERCISES IN LAST FISCAL YEAR
                                       AND FY-END OPTION/SAR VALUES


<S>                  <C>                 <C>          <C>                          <C>
                                                                                     VALUE OF UNEXERCISED
                                                       NUMBER OF UNEXERCISED             IN-THE-MONEY
                     SHARES ACQUIRED                   SECURITIES UNDERLYING              OPTION/SARS
                          ON              VALUE        OPTIONS/SARS AT FY-END              AT FY-END
                       EXERCISE          REALIZED               (#)                           ($)
NAME                      (#)              ($)        EXERCISABLE/UNEXERCISABLE    EXERCISABLE/UNEXERCISABLE

Vincent Rinehart . . . . .N/A              N/A                  N/A                           N/A
Scott A. Presta. . . . . .N/A              N/A                  N/A                           N/A
</TABLE>

ITEM  11  -  SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS AND MANAGEMENT

     The  following  table  sets forth, as of July 15, 2002, certain information
with  respect to the Company's equity securities owned of record or beneficially
by  (i)  each  Officer  and  Director  of the Company; (ii) each person who owns
beneficially  more  than  5%  of  each class of the Company's outstanding equity
securities;  and  (iii)  all  Directors  and  Executive  Officers  as  a  group.

<TABLE>
<CAPTION>




                                            COMMON STOCK
                                      ---------------------------
<S>                          <C>                                     <C>                   <C>


                             Name and Address of                     Amount and Nature of    Percent
Title of Class               Beneficial Owner (1)                    Beneficial Ownership    of Class (2)
---------------------------  --------------------------------------  --------------------    ------------

Common
Stock . . . . . . . . . . .  Vincent Rinehart (3)                             4,107,500          9.3%

Common
Stock . . . . . . . . . . .  Scott A. Presta                                     120,500           *%

Common                       American Residential Funding, Inc.
Stock . . . . . . . . . . .  (AMRES) (4)                                      2,750,000          6.2%

Common                       EMB Corporation (5)
Stock . . . . . . . . . . .  10159 E. 11th Street, Suite 415                  7,500,000         17.0%
                             Tulsa, Oklahoma  74128

Common                       Willbro Nominees Ltd. (6
Stock . . . . . . . . . . .  6 Broadgate                                      3,000,000          6.8%
                             London, EC2M-2RP England

Common                       All officers and directors as a group
Stock . . . . . . . . . . .  (2 persons)                                      4,128,000          9.4%
</TABLE>

*     Represents  less  than  1%

(1)     Unless otherwise noted, the address of each beneficial owner is c/o Anza
Capital,  Inc.,  3200  Bristol Street, Suite 700, Costa Mesa, California  92626.

(2)     Based  on  44,119,397  shares  outstanding  as  of  July  15,  2002.

(3)     Does not include options to acquire 2,500,000 shares of our common stock
pursuant  to  Mr.  Rinehart's  employment  agreement.  See  Item  10 - Executive
Compensation,  Executive  Officers  and  Directors.

                                       28
<PAGE>

(4)     In May 2001 we issued 2,500,000 shares of common stock to our subsidiary
American  Residential Funding, Inc., in order to appropriately capitalize AMRES.
In  April  of  2000,  we  issued  250,000  shares  of  common  stock  to  AMRES.

(5)     To the best knowledge of the Company, these shares are under the control
of  the board of directors of EMB. Vincent Rinehart is a minority shareholder of
EMB,  owning  less  than  10,000  shares  of  its  common  stock.

(6)     These  shares  were  issued  as  part of the Global Settlement involving
Williams  de  Broe.

                                      ______________________
<TABLE>
<CAPTION>
                                     SERIES A PREFERRED STOCK
                                     ------------------------

<S>                    <C>                                     <C>                     <C>
                       Name and Address of                     Amount and Nature of    Percent
Title of Class         Beneficial Owner                        Beneficial Ownership    of Class (1)
---------------------  --------------------------------------  --------------------    ------------


Series A. . . . . . .  Barbara Dunster                                387,820             79.7%
Preferred              5319 Appian Way
                       Long Beach, CA  90803

Series A. . . . . . .  Staron Family Trust                             99,000             20.3%
Preferred              12139 Julius Avenue
                       Downey, CA  90242

Series A. . . . . . .  All officers and directors as a group
Preferred              (2 persons)                                       -0-               -0-%
</TABLE>
     (1)     Based  on  486,820 shares of Series A Convertible Stock outstanding
             as  of  July  15,  2002.

                                            ______________________
<TABLE>
<CAPTION>
                                           SERIES C PREFERRED STOCK
                                           ------------------------


<S>                                  <C>                                     <C>                    <C>
                                     Name and Address of                     Amount and Nature of   Percent
Title of Class                       Beneficial Owner                        Beneficial Ownership   of Class
-----------------------------------  --------------------------------------  ---------------------  ---------

Series C. . . . . . . . . . . . . .  Cranshire Capital, L.P.                       6,531 (1)          37.4%
Preferred                            c/o Downsview Capital, Inc.
                                     666 Dundee Road, Suite 1901
                                     Northbrook, Illinois 60062

Series C. . . . . . . . . . . . . .  EURAM Cap Strat. "A" Fund Limited             4,431 (1)          25.4%
Preferred                            c/o JMJ Capital, Inc.
                                     666 Dundee Road, Suite 1901
                                     Northbrook, Illinois 60062

Series C. . . . . . . . . . . . . .  Keyway Investments, Ltd.                      4,006 (1)          23.0%
Preferred                            19 Mount Havlock
                                     Douglas, Isle of Man
                                     United Kingdom 1M1 2QG

                                       29
<PAGE>

Series C. . . . . . . . . . . . . .  The dotCom Fund, LLC                          2,491 (1)          14.3%
Preferred                            666 Dundee Road, Suite 1901
                                     Northbrook, Illinois 60062

Series C. . . . . . . . . . . . . .  All officers and directors as a group
Preferred                            (2 persons)                                     -0-               -0-%
</TABLE>


(1)  In April 2000, we issued 20,000 shares of Series  C  Convertible  Preferred
     Stock,  (the  "C  Preferred")  for $1,775,000, net of fees of $225,000 in a
     private  placement.  As  additional  consideration,  we  issued warrants to
     purchase 151,351 shares of our common stock at an initial exercise price of
     $6.73  per share. The C Preferred has a liquidation value of $2,000,000 and
     the holder is entitled to receive cumulative dividends at an annual rate of
     $7.00  per  share (7% per annum), payable semi-annually. The C Preferred is
     convertible,  at  any  time at the option of the holder, into shares of our
     common  stock  at a price equal to the lesser of (a) $6.91 per share or (b)
     95%  of  the  average  closing  bid  price of our common stock during the 5
     trading  days preceding the conversion after 150 days to 85% of the average
     closing  bid  price  of  the  common  stock  during  the  five trading days
     immediately  preceding  such  conversion  after  240 days. The longer the C
     Preferred  is held the greater discount on conversion into common stock. In
     the  event  the  holders  of C Preferred have not elected to convert at the
     time  of  mandatory  conversion,  the C Preferred will convert at an amount
     equal  to  85%  of  the  purchase price of the holder's C Preferred plus an
     amount  equal  to accrued and unpaid dividends, if any, up to and including
     the  date  fixed  for  redemption, whether or not earned or declared. As of
     July  15, 2002, 2,541 shares of Series C Preferred have been converted into
     5,679,517  shares  of  our common stock, leaving 17,459 shares outstanding.

ITEM  12  -  CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS

CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS

     Effective  March  1, 1999, we acquired e-Net Mortgage Corporation, a Nevada
corporation  ("e-Net Mortgage"), and City Pacific International, U.S.A., Inc., a
Nevada  corporation  ("City Pacific").  Pursuant to the Share Exchange Agreement
and  Plan  of  Reorganization dated March 1, 1999, regarding e-Net Mortgage, its
shareholders  received  2,000,000 shares of our common stock in exchange for all
of  the  issued and outstanding stock of e-Net Mortgage, which became our wholly
owned  subsidiary.  Regarding  City  Pacific,  its shareholders received 500,000
shares  of  our  common  stock in exchange for all of the issued and outstanding
stock of City Pacific, which also became our wholly owned subsidiary.  Effective
as  of March 1, 1999, Michael Roth, who had owned 100% of e-Net Mortgage, became
our  Chairman,  CEO,  President,  a director, and the owner of 44% of our common
stock.  Also  effective  as  of that date, Al Marchi, who had owned 100% of City
Pacific,  became a director and the owner of 11% of our common stock.  Following
this  transaction,  we  entered  into  a  series  of acquisitions as part of our
strategy of horizontal market penetration and in an effort to increase revenues.

     On  November 29, 1999, we issued 250,000 shares of our common stock to Paul
Stevens  in exchange for Mr. Stevens' transfer to us of 500,000 shares of common
stock  of  EMB Corporation ("EMB") that he owned (the "Stevens EMB Shares").  On
December  21,  1999,  and  in  connection  with  that  exchange, we entered into
agreements  with  Digital  Integrated  Systems, Inc. ("DIS"), and EMB to acquire
their  respective  50%  interests in VPN.COM JV Partners, a Nevada joint venture
("VPN  Partners")  involved in vertically integrated communications systems.  In
consideration  of the purchase of the interests, we issued a one-year promissory
note  to  DIS in the amount of $145,000 (the "DIS Note") and tendered to EMB the
Stevens  EMB Shares.  At the time of such transactions, Mr. Stevens was the sole
owner  of  DIS  and  the  President and Chief Executive Officer of VPN Partners.
Upon  closing  of  the acquisitions, we integrated VPN Partners with VPNCOM.Net,
Inc.  (previously  known  as City Pacific).  At the time of the transaction, our
management  believed  that  VPN  Partners  and  Mr.  Stevens  would   contribute
materially  to  our  planned  expansion.

                                       30
<PAGE>

     On  January  12,  2000,  as  revised  on April 12, 2000, we entered into an
agreement  (the  "Amended  and Restated Purchase Agreement") with EMB to acquire
two of its wholly owned subsidiaries, namely American Residential Funding, Inc.,
a  Nevada  corporation  ("AMRES"),  and  Bravo  Real  Estate, Inc., a California
corporation  ("Bravo  Real  Estate").  At the time of the acquisition, AMRES was
the  principle  operating  company of EMB, and EMB had previously acquired AMRES
from AMRES Holding LLC ("AMRES Holding"), in exchange for EMB common stock.  Mr.
Rinehart,  now  one of our officers and one of our two directors, controls AMRES
Holding  and  his  shares  of  our  common  stock  are held in the name of AMRES
Holding.  The  purpose of the acquisition was to acquire market share, revenues,
and  certain  key management personnel.  We also acquired all of EMB's rights to
acquire  Titus  Real  Estate LLC, a California limited liability company ("Titus
Real  Estate")  from  its  record  owners.  Titus  Real Estate is the management
company for Titus Capital Corp., Inc., a California real estate investment trust
(the  "Titus  REIT"),  in  which  we  have  no  ownership  interest.  Titus REIT
currently  holds  one  apartment building in Long Beach, California, which is in
escrow  to  be  sold.

     On February 11, 2000, we executed a purchase agreement (the "Titus Purchase
Agreement")  for  the acquisition of Titus Real Estate and issued 100,000 shares
of  our  Class  B  Convertible  Preferred  Stock  (the  "B  Preferred") to AMRES
Holding/Rinehart,  and 300,000 shares of our common stock to Scott A. Presta, in
their  capacities  as  the owner-members of Titus Real Estate.  Mr. Rinehart and
Mr.  Presta  were not, at the time, otherwise affiliated with us in any way, but
both  became  members  of  management  in  April  2000  (see Item 9 - Directors,
Officers,  and  Control  Persons).  Upon  closing,  Titus Real Estate became our
wholly  owned  subsidiary.  The  consideration given was valued at $1.6 million,
all  of  which  was  allocated  to  Goodwill to be amortized over a period of 10
years.  Our management had hoped that the acquisition of Titus Real Estate would
increase  our  overall  revenue  stream.  We  took  a  charge  for impairment of
goodwill  in the amount of $1,155,057 in the fourth quarter 2000 with respect to
our  investment  in  Titus  Real  Estate.

     On  February 14, 2000, in our continuing efforts  to  expand,  we  acquired
all of the common stock  of  LoanNet  Mortgage,  Inc.,  a  Kentucky  corporation
("LoanNet"),  a  mortgage broker with offices in Kentucky and Indiana.  Pursuant
to  the  Stock  Purchase  Agreement  dated  February 14, 2000, we issued 250,000
shares  of our common stock, valued at $2.3 million, to the selling shareholders
of  LoanNet, which became our wholly-owned subsidiary.  As of the closing of the
transaction,  LoanNet  also  had  400  shares  outstanding of 8% non-cumulative,
non-convertible  preferred  stock,  the ownership of which has not changed.  The
preferred stock is redeemable for $100,000.   As of February 28, 2001, all three
LoanNet  offices  have been closed.  We took a charge for impairment of goodwill
in  the  amount  of  $1,985,012  in  the fourth quarter 2000 with respect to our
investment  in  LoanNet.

     On  March  1,  2000,  we  sold  VPNCOM.Net,  Inc.,  which  had proven to be
unprofitable  and  inconsistent  with  our  changing  business  structure, to Al
Marchi,  its  then-President.  The  sales  consideration consisted of his 30-day
promissory  note  in the principal amount of $250,000 (paid in full on April 15,
2000),  the  assumption of the DIS Note, and the return of 250,000 shares of our
common  stock  owned  by  him.

                                       31
<PAGE>

     On  March  17,  2000,  we  acquired all of the common stock of ExpiDoc.com,
Inc.,  a  California  corporation  ("ExpiDoc").  ExpiDoc  is  an Internet-based,
nationwide  notary  service,  with over 6,500 affiliated notaries, that provides
document-signing services for various mortgage companies.  Pursuant to the Stock
Purchase  Agreement  dated  February  14,  2000,  we issued 24,000 shares of our
common  stock, valued at $196,510, to the selling shareholders of ExpiDoc, which
became  our  wholly  owned subsidiary.  As of the closing of the acquisition, we
entered  into  management  and  consulting  agreements with ExpiDoc's owners and
management,  including Mr. Rinehart and Mr. Presta.  Mr. Rinehart and Mr. Presta
were  not, at the time, otherwise affiliated with us in any way, but both became
members  of  management  in  April  2000  (see Item 9 - Directors, Officers, and
Control  Persons).

     On  April  12,  2000,  we  closed  the  acquisition of AMRES and Bravo Real
Estate.  Pursuant  to the Amended and Restated Purchase Agreement, we issued 7.5
million  shares  of our common stock to EMB, representing nearly 40% of our then
issued  and  outstanding  common  stock,  paid  $1,595,000  cash,  and  issued a
promissory  note  in  the initial amount of $2,405,000, and AMRES and Bravo Real
Estate  became  our  wholly  owned  subsidiaries.  As  of  April  30,  2001, the
remaining  principal balance of the promissory note was $1,055,000, and the note
was cancelled in its entirety effective June 27, 2001, (see discussion of Global
Settlement  below).  AMRES  was  the  acquirer for financial reporting purposes.
Since  Bravo  Real  Estate  had  no  operations  or  net  assets, our management
determined  that  a nominal value of $1,000 be attributed to its name.  The fair
value  attributable  to  the 7.5 million shares of our common stock on April 12,
2000  was  $3,838,000  based  on the fair value of assets acquired.  Because the
purchase  was  accounted  for as a reverse acquisition, the $4.0 million in cash
and  notes  issued to EMB were treated as a deemed distribution with a charge to
our accumulated deficit.  On April 12, 2000, James E. Shipley, the former CEO of
EMB, was elected our Chairman of the Board of Directors and Vincent Rinehart was
elected  our  President,  Chief  Executive  Officer, and a director.  Bravo Real
Estate  never commenced operations, had no assets, and is no longer an operating
subsidiary.

     Mr.  Shipley was the CEO, President, and a less than 5% owner of EMB at the
time  of  our  acquisition of AMRES and Bravo from EMB.  Mr. Shipley resigned as
Chairman of EMB and became our Chairman in April 2000 (replacing Mr. Roth as our
Chairman),  and  resigned  as one of our officers on December 31, 2000, when Mr.
Rinehart  became  our  Chairman.

     Mr.  Rinehart was never an officer or director of EMB, but was the owner of
2,000,000 shares of EMB common stock, making him an approximate 10% owner of EMB
at the time of the sales in April 2000, and continues as one of our officers and
directors,  as  well  as  an  officer  of  all of our wholly-owned subsidiaries.

     On  April  12,  2000,  in  accordance  the provisions of the Certificate of
Designations,  Preferences  and  Rights  of Class B Convertible Preferred Stock,
AMRES Holding/Rinehart demanded that its B Preferred be repurchased by us for an
aggregate  of  one  million  dollars.  On  April  20, 2000, we agreed with AMRES
Holding/Rinehart and Mr. Presta to amend the Titus Purchase Agreement to provide
for  the return of 100,000 shares of our Class B preferred stock issued to AMRES
Holding and Mr. Presta upon the issuance of 1,000,000 shares of our common stock
to  them.

     On  May 24, 2000, Michael Roth and Jean Oliver, the sole remaining officers
and  directors  of prior management, resigned their remaining positions with us.
On  that  date,  Mr.  Presta,  an  executive  officer and director of Titus Real
Estate,  was  elected  as  our  Secretary  and  as  one  of  our  directors.

                                       32
<PAGE>

     On  April  13,  2000,  Mr.  Shipley  loaned us $300,000 due April 12, 2001,
together  with  interest  at  10%  per  annum.  This  loan  was satisfied by the
issuance  of 150,000 shares of our common stock to Mr. Shipley on or about April
25,  2001.  Based  on  a press release by EMB, effective July 25, 2001, James E.
Shipley  again  became  the  Chief  Executive  Officer  of  EMB.

     On  July  1,  2001,  we  entered  into an Employment Agreement with Vincent
Rinehart.  Under  the  terms  of  the agreement, we are to pay to Mr. Rinehart a
salary  equal  to  $275,000  per  year,  subject  to  an  annual increase of 10%
commencing January 1, 2002, plus an automobile allowance of $1,200 per month and
other  benefits,  including  life  insurance.  The  agreement is for a term of 5
years  and  provides  for  a  severance  payment  in  the amount of $500,000 and
immediate vesting of all stock options in the event his employment is terminated
for  any  reason,  including cause.  Mr. Rinehart was granted options to acquire
2,500,000  shares  of  our  common stock at the closing price on the date of the
agreement,  which  shall vest over a three-year period.  The number of shares to
be  acquired  upon  exercise  of  the  options shall not be adjusted for a stock
split,  and  is  limited  to  both a maximum value of $1,900,000, and 20% of the
outstanding  common  stock  of the Company.  Mr. Rinehart's Employment Agreement
was  ratified by the shareholders of the Company at our 2001 Annual Shareholders
Meeting.

                                       33
<PAGE>
ITEM  13  -  EXHIBITS  AND  REPORTS  ON  FORM  8-K

(A)     EXHIBITS


ITEM  NO.          DESCRIPTION
---------          -----------

2.1 (1)          Share Exchange Agreement and Plan of Reorganization dated March
                 1, 1999 between the Company  and  E-Net  Mortgage  Corporation.

2.2 (1)          Share Exchange Agreement and Plan of Reorganization dated March
                 1, 1999 between the Company  and  City  Pacific  International,
                 U.S.A., Inc.

3.1 (2)          Certificate  and  Articles of Incorporation, as filed with  the
                 Nevada  Secretary  of  State  on  August  18,  1988.

3.2 (3)          Certificate of Amendment to Articles of Incorporation, as filed
                 with  the  Nevada  Secretary  of  State  on  July  29,  1997.

3.3 (1)          Certificate of Amendment to Articles of Incorporation, as filed
                 with the Nevada  Secretary  of  State  on  February  19,  1999.

3.4 (1)          Certificate of Amendment to Articles of Incorporation, as filed
                 with  the  Nevada  Secretary  of  State  on  May  12,  1999.

3.5 (4)          Certificate of Amendment to Articles of Incorporation, as filed
                 with the  Nevada  Secretary  of  State  on  January  18,  2000.

3.6 (5)          Certificate of Amendment to Articles of Incorporation, as filed
                 with the  Nevada  Secretary  of  State  on  February  2,  2000.

3.7 (5)          Certificate of Amendment to Articles of Incorporation, as filed
                 with  the  Nevada  Secretary  of  State  on  March  3,  2000.

3.8 (7)          Certificate of Amendment to Articles of Incorporation, as filed
                 with  the  Nevada  Secretary  of  State  on  January  2,  2002.

3.9 (5)          Amended  and  Restated  Bylaws.

4.1 (5)          Certificate  of Designations, Preferences and Rights of Class A
                 Convertible Preferred Stock, as filed with the Nevada Secretary
                 of State on April  7,  2000.

4.2 (5)          Certificate  of Designations, Preferences and Rights of Class B
                 Convertible Preferred Stock, as filed with the Nevada Secretary
                 of State on April  7,  2000.

                                       34
<PAGE>

4.3 (5)          Certificate of Designations, Preferences and Rights of Series C
                 Convertible Preferred Stock, as filed with the Nevada Secretary
                 of State on April  7,  2000.

10.1 (6)         Settlement  Agreement  dated June 26, 2001 by and  between  EMB
                 Corporation, e-Net  Financial.com  Corporation,  AMRES  Holding
                 LLC,  Vincent Rinehart,  and  Williams  de  Broe.

10.2 (6)         Limited  Irrevocable  Proxy  dated  June  27,  2001.

10.3 (6)         Promissory Note dated June 27, 2001 executed by e-Net in  favor
                 of  AMRES  Holding  LLC.

10.4 (6)         Promissory Note dated June 27, 2001 executed by EMB Corporation
                 in  favor  of  Williams  de  Broe.

10.5 (6)         Promissory  Note dated June 27, 2001 executed by e-Net in favor
                 of  EMB  Corporation  (later  terminated).

10.6 (6)         Promissory  Note dated June 27, 2001 executed by e-Net in favor
                 of  EMB  Corporation.

10.7 (6)         Redeemable  Convertible 10% Promissory Note dated June 28, 2001
                 executed  by  e-Net  in  favor  of  EMB  Corporation.

10.8 (6)         Registration  Rights Agreement dated June 27, 2001 executed  by
                 e-Net  in  favor  of  Williams  de  Broe.

10.9 (6)         Investment  Agreement dated June 27, 2001 by and between  e-Net
                 and  Laguna  Pacific  Partners,  LLP.

10.10 (6)        Secured  Promissory  Note dated June 27,2001 executed by  e-Net
                 in  favor  of  Laguna  Pacific  Partners,  LLP.

10.11 (6)        Warrant  Agreement  dated  June 27, 2001 by and  between  e-Net
                 and  Laguna  Pacific  Partners,  LLP.

10.12 (6)        Form  of  Warrant.

10.13 (6)        Operating Agreement dated  June 27, 2001 by and  between  e-Net
                 and  Anza  Properties,  Inc.

10.14 (6)        ENET  Bond  Term Sheet by  and between e-Net and Laguna Pacific
                 Partners,  LLP.

10.15 (6)        Employment Agreement dated  June 27, 2001 by and  between  Anza
                 Properties,  Inc.  and  Thomas  Ehrlich.

                                       35
<PAGE>

10.16 (6)        Stock  Option  Agreement  dated  June 27, 2001 by  and  between
                 e-Net  and  Thomas  Ehrlich.

10.17 (6)        Consulting Agreement dated June  27, 2001 by and  between  Anza
                 Properties,  Inc.  and  Lawrence  W.  Horwitz.

10.18 (6)        Stock  Option  Agreement  dated  June 27, 2001 by  and  between
                 e-Net  and  Lawrence  W.  Horwitz.

10.19 (6)        Employment  Agreement  dated  effective  July  1,  2001  by and
                 between  e-Net  and  Vincent  Rinehart.

99.1             Certification Pursuant to 18 U.S.C. Section  1350,  as  Adopted
                 Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

     (1)     Incorporated  by  reference to our Annual Report on Form 10-KSB for
the fiscal year ended April 30, 1999, as filed with the Commission on August 13,
1999.

     (2)     Incorporated  by  reference  to  our Registration Statement on Form
10-SB,  as  filed  with  the  Commission  on  September  1,  1994.

     (3)     Incorporated  by  reference to our Annual Report on Form 10-KSB for
the fiscal year ended April 30, 1997, as filed with the Commission on January 4,
1999.

     (4)     Incorporated  by reference to our Current Report on Form 8-K, filed
with  the  Commission  on  January  27,  2000.

     (5)     Incorporated  by  reference to our Annual Report on Form 10-KSB for
the  fiscal year ended April 30, 2000, as filed with the Commission on August 1,
2000.

     (6)     Incorporated  by  reference to our Annual Report on Form 10-KSB for
the fiscal year ended April 30, 2001, as filed with the Commission on August 16,
2001.

     (7)     Incorporated by reference to our Schedule 14C Information Statement
filed with the Commission on November 13, 2001.

(B)     REPORTS  ON  FORM  8-K

     No  reports  on  Form  8-K were filed during the fourth quarter of the last
fiscal  year.


                                       36
<PAGE>
                                   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.



Dated:  August 5,  2002                      Anza  Capital,  Inc.


                                             /s/  Vincent Rinehart
                                             -----------------------------------
                                             By:   Vincent Rinehart
                                             Its:  President and Chief Executive
                                                   Officer


     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.




Dated:  August 5,  2002                      /s/  Vincent Rinehart
                                             -----------------------------------
                                             By:    Vincent Rinehart
                                             Its:   President, Chairman, Chief
                                                    Executive Officer, Chief
                                                    Financial Officer, Chief
                                                    Accounting Officer, and
                                                    Director




Dated:  August 5,  2002                      /s/  Scott A. Presta
                                             -----------------------------------
                                             By:   Scott A. Presta
                                             Its:  Director

                                       37
<PAGE>



INDEX  TO  CONSOLIDATED  FINANCIAL  STATEMENTS


Report  of  Independent  Auditors                                    F-1


Consolidated  Balance  Sheet  as
of  April  30,  2002                                                 F-2


Consolidated  Statements  of  Operations
for  the  Years  Ended  April  30,  2001,
and  2002                                                            F-3


Consolidated  Statements  of  Stockholders'
Equity  (Deficit)  for  the  Years  Ended
April  30,  2001,  and  2002                                         F-8


Consolidated  Statements  of  Cash  Flows
for  the  Years  Ended  April  30,  2001,
and  2002                                                       F-8  -   F-11


Notes  to  the  Consolidated  Financial  Statements             F-12  -  F-28


<PAGE>


                         REPORT  OF  INDEPENDENT  AUDITORS


Board of Directors Anza Capital, Inc., formerly e-Net  Financial.Com Corporation

We  have  audited  the  accompanying consolidated balance sheet of Anza Capital,
Inc.,  formerly  e-Net Financial.Com Corporation and subsidiaries (collectively,
"ANZA")  as  of  April  30,  2002,  and  the  related  statements of operations,
stockholders'  equity  (deficit) and cash flows for each of the two years in the
period  ended  April  30,  2002. These consolidated financial statements are the
responsibility  of  ANZA  's  management.  Our  responsibility  is to express an
opinion  on  these  consolidated  financial  statements  based  on  our  audits.

We conducted our audits in accordance with auditing standards generally accepted
in  the  United  States.  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 consolidated financial statements referred to above present
fairly,  in all material respects, the financial position of Anza Capital, Inc.,
formerly  e-Net Financial.Com Corporation,  and  subsidiaries  as  of  April 30,
2002,  and  the results of their operations and their cash flows for each of the
two  years in the period  ended  April 30, 2002, in conformity  with  accounting
principles  generally  accepted  in  the  United  States.

The  accompanying  consolidated financial statements have been prepared assuming
that  the  Company  will continue as a going concern. As discussed in Note 18 to
the  consolidated  financial  statements,  the  Company  has  incurred operating
losses,  has  limited  working capital at April 30, 2002, and has no significant
financing  commitments to provide additional working capital .  These conditions
raise  substantial  doubt  about  its  ability  to  continue as a going concern.
Management's  plans  regarding those matters are also described in Note 18.  The
consolidated  financial  statements  do  not  include any adjustments that might
result  from  the  outcome  of  this  uncertainty.

As  discussed  in  Note  2,  ANZA  restated  its  consolidated  statement  of
stockholders'  equity  at  April  30,  2001 for the correction of an error.  The
impact  of  the  error  had  no  effect on ANZA's financial position, results of
operations  or  cash  flows.


                                        /s/  McKennon,  Wilson  &  Morgan  LLP
                                        --------------------------------------

Irvine,  California
July  30,  2002


<PAGE>

                              ANZA  CAPITAL,  INC.
               (formerly  e-NET  FINANCIAL.COM  CORPORATION)
                         Consolidated  Balance  Sheet

<TABLE>
<CAPTION>
<S>                                                                   <C>
                                                                       April 30,2002
                                                                     -----------------
ASSETS
Current  assets:
 Cash  and  cash  equivalents                                        $        707,851
 Accounts  receivable                                                       1,328,458
 Loans  held  for  sale  (Note  4)                                          1,069,700
 Advances  to  employees                                                       43,672
 Prepaid  and  other  current  assets                                          86,933

                                                                     -----------------
Total  current  assets                                                      3,236,614


 Property  and  equipment,  net  of  accumulated
  depreciation  of  $161,840  (Note  5)                                       114,110
Goodwill,  net  of  accumulated  amortization
  and  impairments  of  $1,385,049  (Note  6)                                 425,247

                                                                     -----------------
                                                                     $      3,775,971

                                                                     =================
LIABILITIES  AND  STOCKHOLDERS'  EQUITY


Current  liabilities:
 Accounts  payable                                                   $        224,761
 Commissions  payable                                                       1,209,440
 Warehouse  line  of  credit  (Note  7)                                     1,044,876
 Accrued  liabilities  (Note  8)                                              224,083
 Notes  payable  (Note  9)                                                    218,420

                                                                     -----------------
Total  current  liabilities                                                 2,921,580


Note  payable  to  related  party  (Note  10)                                 332,623
Other  liabilities                                                             76,600

                                                                     -----------------
Total  liabilities                                                          3,330,803

                                                                     -----------------

Commitments and contingencies (Note 11)                                             -

Stockholders'  equity:
 Class  A  convertible  preferred  stock,  no  par  value;                    243,410
   liquidation  value  of  $0.50  per  share;  500,000
   shares  authorized;  486,820  shares  outstanding,
 Class  C  convertible  preferred  stock,  no  par  value;
   liquidation  value  of  $100.00  per  share;
   20,000  shares  authorized,  17,459  issued  and  outstanding            1,745,900
 Common  stock,  $0.001  par  value;  100,000,000  shares
   authorized;  41,339,401  issued  and  outstanding                           41,340
 Additional  paid-in  capital                                              12,282,621
 Accumulated  deficit                                                     (13,810,145)
 Deferred  compensation                                                       (57,958)

                                                                     -----------------
Total  stockholders'  equity                                                  445,168

                                                                     -----------------
                                                                     $      3,775,971

                                                                     =================
</TABLE>
See  accompanying  notes  to  these  consolidated  financial  statements


<PAGE>

                                ANZA  CAPITAL,  INC.
                   (formerly  e-NET  FINANCIAL.COM  CORPORATION)
                      Consolidated  Statements  of  Operations


<TABLE>
<CAPTION>
<S>                                                                  <C>                 <C>
                                                                          Year Ended       Year Ended
                                                                      April  30,  2001    April 30, 2002
                                                                      ----------------   ----------------


Revenues:
 Broker  commissions                                                  $  10,558,885      $  25,955,052
 Other                                                                      432,365            667,003
                                                                       -------------      -------------
                                                                         10,991,250         26,622,055
                                                                       -------------      -------------


Cost  of  revenues-
 Commissions                                                              7,527,903         16,691,244
                                                                       -------------      -------------


Gross  profit                                                             3,463,347          9,930,811
                                                                       -------------      -------------



General  and  administrative                                              5,494,369          7,886,155
Salaries  and  wages                                                      1,370,839          2,194,199
Loss  on  rescission  of  LoanNet  acquisition                            1,838,012                 --
Goodwill  impairment  of  Titus                                           1,155,057                 --
Non-recurring  settlement  expenses, net of gains                                --            156,614
                                                                       -------------      -------------


   Total  costs  and  expenses                                            9,858,277         10,236,968
                                                                       -------------      -------------


   Operating  loss                                                       (6,394,930)          (306,157)


Interest  expense                                                          (203,306)          (179,428)
Other  income  (expense),  net                                               24,709             42,872
                                                                       -------------      -------------
 Net  loss                                                            $  (6,573,527)     $    (442,713)
                                                                       =============      =============

Basic  and  diluted  net  loss  per  share  of  common stock          $       (0.31)     $       (0.01)
                                                                       =============      =============


Weighted  average  common  shares  outstanding                           21,511,987         36,273,504
                                                                       =============      =============

</TABLE>
     See  accompanying  notes  to  these  consolidated  financial  statements

<PAGE>
                                        ANZA  CAPITAL,  INC.
                          (formerly  e-NET  FINANCIAL.COM  CORPORATION)
                   Consolidated  Statements  of  Stockholders' Equity  (Deficit)
                       For  the  Years  Ended  April  30,  2001  and  2002
<TABLE>
<CAPTION>


<S>                                                <C>                           <C>                       <C>
                                                        A Preferred                   C Preferred                Common Stock
                                                      ---------------               ---------------            ---------------
                                                    Shares       Amount           Shares       Amount         Shares      Amount
                                                  -----------  -----------       -----------  ----------    ----------  ----------

Balances, April 30, 2000                                   -   $       -           20,000     $1,140,697    19,803,937  $   19,804

Shares issued in private placement on
May 2, 2000                                                                                                    666,667         667

Shares issued to consultants and
amortization of deferred stock compensation                                                                  2,863,591       2,864

Shares issued to employees                                                                                     300,689         300

Fair value of services contributed
by officer

Accretion of Class C preferred to
liquidation value                                                                                859,303

Net Loss                                          ________________________       _______________________    ______________________


Balances, April 30, 2001                                    -          -           20,000      2,000,000    23,634,884      23,635


<PAGE>
                                            ANZA  CAPITAL,  INC.
                             (formerly  e-NET  FINANCIAL.COM  CORPORATION)
                     Consolidated  Statements  of  Stockholders' Equity  (Deficit)
                          For  the  Years  Ended  April  30,  2001  and  2002

                                                                        Deferred        Accumulated
                                                           APIC       Compensation        Deficit        Total
                                                       ------------  --------------    -------------  -----------


Balances, April 30, 2000                               $ 6,278,151   $   (339,733)     $ (5,868,238)  $ 1,230,681

Shares issued in private placement on
May 2, 2000                                              1,699,306                                      1,699,973

Shares issued to consultants and amortization
 of deferred stock compensation                          1,539,456        313,600                       1,855,920

Shares issued to employees                                 502,275                                        502,575

Fair value of services contributed by officer              100,000                                        100,000

Accretion of Class C preferred to liquidation value                                        (859,303)            -

Net Loss                                                                                 (6,573,527)  (6,573,527)
                                                       ------------  --------------    -------------  -----------

Balances, April 30, 2001                                10,119,188        (26,133)      (13,301,068)  (1,184,378)

</TABLE>

<PAGE>

                                          ANZA  CAPITAL,  INC.
                           (formerly  e-NET  FINANCIAL.COM  CORPORATION)
                   Consolidated  Statements  of  Stockholders' Equity  (Deficit)
                        For  the  Years  Ended  April  30,  2001  and  2002


<TABLE>
<CAPTION>
<S>                                                 <C>                       <C>                       <C>

                                                            A Preferred            C Preferred               Common Stock
                                                           ------------            ------------              ------------
                                                       Shares        Amount     Shares        Amount       Shares       Amount
                                                    ------------  ---------  ------------  -----------  ------------  ------------


Shares issued for contract buyout                                                                           400,000           400

Shares issued as payment on loan payable                                                                    325,000           325

Shares issued to consultants and employees                                                                5,500,000         5,500

Shares issued as part of Global Settlement                                                                4,500,000         4,500

Beneficial conversion feature on note payable
to related party

Issuance of A preferred.                                500,000    $250,000

Repurchase of A preferred and distribution of
dividends                                               (13,180)    ($6,590)

Amortization of deferred stock compensation

Conversion of C preferred                                                          (2,541)    (254,100)   5,679,517         5,680

Shares issued in settlement with consultant                                                               1,300,000         1,300

Value of options granted to an employee

Value of warrants granted in connection
with bridge loan

Net Loss
                                                     ------------  ---------  ------------  -----------  ------------    ----------
Balances, April 30, 2002 . . . . . . . . . . . . . . . .486,820    $243,410        17,459   $1,745,900   41,339,401       $41,340
                                                     ============  =========  ============  ===========  ============    ==========
</TABLE>

<PAGE>

                                    ANZA  CAPITAL,  INC.
                      (formerly  e-NET  FINANCIAL.COM  CORPORATION)
         Consolidated  Statements  of  Stockholders' Equity  (Deficit) continued
                    For  the  Years  Ended  April  30,  2001  and  2002

<PAGE>

<TABLE>
<CAPTION>
<S>                                               <C>        <C>                <C>            <C>
                                                               Deferred         Accumulated
                                                    APIC      Compensation        Deficit        Total
                                                 ----------  --------------     ------------    ---------



Shares issued for contract buyout                  57,200                                          57,600

Shares issued as payment on loan payable           56,713                                          57,038

Shares issued to consultants and employees        640,050         (20,833)                        624,717

Shares issued as part of Global Settlement        684,000                                         688,500

Beneficial conversion feature on note payable
to related party                                   60,681                                          60,681

Issuance of A preferred                                                             (36,126)      213,874

Repurchase of A preferred and distribution
of dividends                                                                         (6,410)      (13,000)

Amortization of deferred stock compensation                        26,133                          26,133

Conversion of C preferred                         272,248                           (23,828)            -

Shares issued in settlement with consultant       219,700                                         221,000

Value of options granted to an employee            40,500         (37,125)                          3,375

Value of warrants granted in connection
with bridge loan                                  132,341                                         132,341

Net Loss                                                                           (442,713)     (442,713)
                                            -------------       -----------    -------------    ----------
Balances, April 30, 2002                    $  12,282,621         (57,958)     $(13,810,145)     $445,168
                                            =============       ===========    =============    ==========
</TABLE>

See accompanying notes to these consolidated financial statements.

<PAGE>

                                             ANZA  CAPITAL,  INC.
                                (formerly  e-NET  FINANCIAL.COM CORPORATION)
                                  Consolidated  Statements  of  Cash Flows
<TABLE>
<CAPTION>
<S>                                                                                <C>                 <C>

                                                                                       Year  Ended        Year  Ended
                                                                                    April  30,  2001    April  30,  2002
                                                                                    ----------------    ----------------


Cash  flows  from  operating  activities:
 Net  loss                                                                          $    (6,573,527)    $       (442,713)
 Adjustments  to  reconcile  net  loss to net cash used
 in operating activities:
 Depreciation  and  amortization                                                            393,439               33,408
 Loss  from  disposal  of  assets                                                            64,068                    -
 Provision  for  doubtful  accounts                                                          36,687                    -
 Loss  on  rescission  of  LoanNet  acquisition                                           1,838,012                    -
 Goodwill  impairment  of  Titus                                                          1,155,057                    -
 Fair  value  of  services  contributed  by  officer                                        100,000                    -
 Stock  compensation  to  consultants and employees                                       1,712,225              628,092
 Amortization  of discounts on debts                                                              -              165,203
 Amortization  of  deferred  stock  compensation                                            313,600               26,133
 Non-recurring  expenses from  issuance  of  stock                                                -              156,614
 Common  stock  issued  for contract buy-out                                                      -               57,600
  Changes  in  operating  assets  and  liabilities,  net  of  acquisitions:
   Increase  in  accounts  receivable                                                      (269,972)            (864,335)
   Increase  in  loans  held  for  sale                                                    (357,350)            (712,350)
   Decrease  in  other  current  assets                                                      64,068               40,932
   Increase  in  due  from  employees                                                       (65,250)             (21,683)
   Increase  (decrease)  in  accounts  payable                                              264,829             (288,982)
   Increase  in  commission  payable                                                        260,313              949,127
   Increase  in  accrued  interest  expense                                                 118,016               69,671
   Increase  in  other  liabilities                                                          46,797               18,300
   Increase  in  other  current  liabilities                                                  4,845                    -
                                                                                      ----------------     ----------------

 Net  cash  used  in  operating  activities                                                (894,143)            (184,983)
                                                                                      ----------------     ----------------

Cash  flows  from  investing  activities:
 Decrease  in  other  assets                                                                  9,128               11,307
 Purchase  of  property  and  equipment                                                     (23,762)             (40,331)
                                                                                      ----------------     ----------------

 Net  cash  used  in  investing activities                                                  (14,634)             (29,024)
                                                                                      ----------------     ----------------


Cash  flows  from  financing  activities:
 Payments  on  notes  payable  to  related parties                                       (1,350,000)            (153,978)
 Proceeds  from  issuance  of  debt                                                         105,000              225,000
 Payments  on  notes  payable  and  bridge  loan                                            (79,735)            (107,748)
 Advances  from  warehouse  line  of  credit                                                340,842              704,034
  Payments  on  capital  leases                                                                   -              (39,210)
 Proceeds  from  private  placement of common stock                                       1,699,973                    -
 Proceeds  from  private placement of A-Preferred                                                 -              213,874
 Repurchase  of  A-Preferred                                                                      -               (6,590)
 Dividends on A-Preferred                                                                         -               (6,410)
                                                                                      ----------------    ----------------

 Net  cash  provided  by  financing  activities                                             716,080              828,972
                                                                                      ----------------    ----------------

Net  increase  (decrease)  in  cash                                                        (192,697)             614,965
Cash  at  beginning  of  period                                                             285,583               92,886
                                                                                      ----------------    ----------------

Cash  at  end  of  period                                                             $      92,886        $     707,851
                                                                                      ================    ================
Supplemental  cash  flow  information:

 Cash  paid  for  interest                                                            $      19,092        $      44,597
                                                                                      ================    ================
Cash  paid  for income taxes was not significant in either periods.

Continued
</TABLE>

<PAGE>

                                                  ANZA  CAPITAL,  INC.
                                    (formerly e-NET  FINANCIAL.COM  CORPORATION)
                                      Consolidated  Statements  of  Cash  Flows
                                                      Continued
<TABLE>
<CAPTION>
<S>                                                                                      <C>               <C>

                                                                                            Year Ended        Year  Ended
                                                                                         April 30,  2001    April  30,  2002
                                                                                         ---------------    ----------------

Supplemental  disclosure  of  non-cash  financing  and  investing  activities:



 Acquisition  of  property  and  equipment  through  capital  leases                     $        3,226     $        17,200
                                                                                         ===============    ================
 Settlement  of  debt with issuance of common stock                                      $      332,666     $        63,440
                                                                                         ===============    ================
 Warrants  issued  for  Bridge  Financing                                                $            -     $       132,345
                                                                                         ===============    ================
 Debt  reduction  through  the  issuance  of  common stock                               $            -     $       627,006
                                                                                         ===============    ================
 Conversion  of  C  preferred  to  common  stock                                         $            -     $       254,100
                                                                                         ===============    ================
See  accompanying  notes  to  these  consolidated  financial  statements
</TABLE>
<PAGE>

ANZA  CAPITAL,  INC.
(formerly  e-NET  FINANCIAL.COM  CORPORATION)
Notes  to  Consolidated  Financial  Statements

NOTE  1  -  GENERAL

ANZA  CAPITAL,  INC. ("ANZA"), a Nevada corporation, was originally incorporated
on August 18, 1988, under the name of Solutions, Inc. Subsequently, its name was
changed to Suarro Communications, Inc. on August 16, 1996, on February 12, 1999,
May  12,  1999,  January 18, 2000 and on February 2, 2000 the entity changed its
name  to  e-Net Corporation, e-Net Financial Corporation, e-Net. Com Corporation
and  e-Net  Financial.Com  Corporation,  respectively.  On January 2, 2002,  the
entity  changed  its  name to Anza Capital, Inc.   Since inception, ANZA has had
unprofitable  operations.

From  February  to  March  2000, ANZA acquired Titus Real Estate, Inc., formerly
Mystery  Travel,  Inc.,  ("Titus"),  LoanNet  Mortgage,  Inc.  ("LoanNet")  and
Expidoc.com,  Inc. ("Expidoc").  Prior to February 2000, ANZA had no significant
operations.  Titus  is  a  management company of a Real Estate Investment Trust,
with  limited  operations,  and  currently  inactive.  LoanNet  was rescinded in
fiscal  2001.  Titus and LoanNet acquisitions resulted in significant impairment
losses  in  2001.  Expidoc  continues to remain a viable entity providing notary
services  nationwide.

On  April  12, 2000, as amended, ANZA acquired AMRES and Bravo Real Estate, Inc.
from  EMB  Corporation ("EMB"). AMRES is a Nevada corporation organized on March
13,  1998,  for  the purpose of brokering conventional loans. AMRES has expanded
into originating and selling HUD-insured mortgages through its warehouse line of
credit; however, such operations represent less than 5% of AMRES total revenues.
The  entities  acquired  in February and March 2000, represented less than 5% of
revenues  and  less  than  10%  of  tangible  assets  of ANZA. Such shareholders
received less than 10% of ANZA common stock after the acquisitions. The original
ANZA shareholders (holders on or about January 31, 2000) owned approximately 56%
of  the  outstanding  common stock. The AMRES selling shareholder, EMB, retained
approximately  40%  of  the  outstanding  common  stock  immediately  after  the
acquisition.  In  addition,  management  of  AMRES  controlled, and continues to
control,  the  day-to-day operations of ANZA and AMRES. AMRES was considered the
acquirer  for  financial reporting purposes on April 12, 2000, and resulted in a
change in reporting entity for accounting purposes. AMRES currently accounts for
in  excess  of  97%  of  ANZA's  revenues.

On  May  1,  2000, ANZA and its current chief executive, along with an unrelated
individual,  formed Bravo Realty.com, Inc. ("Bravo Realty'), internet-based real
estate  brokerage  targeted  to  minority homebuyers.   ANZA owns 69% and ANZA's
current  chief  executive  owns  15%  of  Bravo  Realty.  Bravo Realty commenced
operations  on  or  about  January  31,  2001.

NOTE  2  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES


Principles  of  Consolidation

The  accompanying consolidated financial statements include the accounts of ANZA
and its wholly owned subsidiaries, collectively, the "Company."  All significant
intercompany  transactions  and  balances have been eliminated in consolidation.


Revenue  Recognition

Commissions  generated from brokering loans are recognized at the date of close.
Notary  services  related revenue is recognized when the services are performed.
Loan  origination fees are deferred and recorded upon the sale of loans to third
parties  without  recourse,  and  whereby  Anza  has  no continuing involvement.


Mortgage  Loans  held  for  sale

Mortgage  loans  held  for  sale represent mortgage loans originated and held by
AMRES,  pending  sale,  to interim and permanent investors. AMRES sells loans it
originates,  typically  within 30 days of origination, rather than hold them for
investment.  AMRES  sells  loans  to institutional loan buyers under an existing
contract.   AMRES  sells  the servicing rights to its loans at the time it sells
those loans.  Typically, AMRES sells the loans with limited recourse to it. This
means  that,  with some exceptions, ANZA reduces its exposure to default risk at
the  time  it  sells  the loan, except that it may be required to repurchase the
loan  if  it  breaches  the  representations  or  warranties  that  it  makes in
connection  with the sale of the loan, in the event of an early payment default,
or  if  the  loan  does  not  comply  with  the  underwriting standards or other
requirements  of  the  ultimate  investor.  In  the  event  AMRES is required to
repurchase  a  loan,  management  will assess the impact of losses, which result
from  a repurchased loan.  To date, AMRES has not repurchased a loan as a result
of  its  origination  practices.

<PAGE>

Origination fees related to loans held for sale are recognized at the time legal
title  transfers  to  the  investor  based upon the difference between the sales
proceeds and the basis of the loan sold, adjusted for net deferred loan fees and
certain  direct costs, selling costs and any other adjustments. AMRES defers net
loan  origination fees and these costs are not amortized and are only recognized
into  income upon sale. The mortgages are carried at the lower of cost or market
as  determined  by  outstanding  commitments  from investors or current investor
yield  requirements calculated on the aggregate loan basis. Management evaluates
impairment  of  loans  held  for  sale  based  on their estimated fair value. If
impairment  exists,  AMRES records a charge to earnings. To date, no impairments
have  been  made  for  mortgage  loans  held  for  sale.

The  Financial  Accounting  Standards  Board  issued  Statement  of  Financial
Accounting  Standards  No.  140,  "Accounting  for  Transfers  and  Servicing of
Financial  Assets  and Extinguishments of Liabilities" ("SFAS 140") in September
of  2000.  SFAS  140  is  a  replacement  of  Statement  of Financial Accounting
Standards  No.  125  ("SFAS  125"),  revising  the  standards for accounting for
securitizations  and  other  transfers  of  financial  assets and collateral and
requires certain disclosures.  However, SFAS 140 carries over most of SFAS 125's
provisions  without  reconsideration.  SFAS 140  was effective for transfers and
servicing of financial assets and extinguishments of liabilities occurring after
March  31,  2001,  however, the disclosure requirements are effective for fiscal
years ending after December 15, 2000. The adoption of the provisions of SFAS 140
did  not  have  a  material impact on the results of operations or the financial
position  of  ANZA,  since  its  transfers  of  financial  assets are considered
complete  at  the  time  of  transfer.

The reserve for losses on loans held for sale accounts are based on estimates of
losses relating to loans failing to meet investor criteria or potential investor
default at the time of funding.  Anza is required to fund any losses as a result
of  deficient  underwriting  procedures.  Estimates  are developed by evaluating
specific  loans  and  the  value of the underlying residential real estate.  The
establishment of reserves requires the use of judgment and assumptions regarding
the  potential  for  losses.  Though  Anza considers these balances adequate and
proper,  changes  in  economic  conditions  in  specific  markets  in which Anza
operates  could  have  a  material  effect on reserve balances required.  During
2002, we determined no reserve for loan losses was required since all loans held
for  sale  were sold shortly after year-end without any losses being incurred by
the  purchaser.

Cash  and  Cash  Equivalents

The  Company considers all liquid investments with a remaining maturity of three
months or less to be cash equivalents.  Balances in bank accounts may, from time
to  time,  exceed  federally  insured  limits.

Property  and  Equipment

Property  and  equipment  are  recorded  at  cost.  Significant  renewals  and
betterments,  which  extend  the  life  of  the related assets, are capitalized.
Maintenance  and  repairs  are  charged  to  expense  as  incurred. Property and
equipment  are  depreciated  using  the  straight-line method over the estimated
useful  lives  of the related assets, ranging from three to seven years. Assets,
which  have  a separable life, are depreciated over the life of those assets. At
the  time of retirement or other disposition of property and equipment, the cost
and  accumulated  depreciation  are  removed from the accounts and any resulting
gain  or  loss  is  reflected  in  operations.

Goodwill

Goodwill  represents the excess of purchase price over the fair value of the net
assets  of  acquired  businesses  as  of  April  30,  2002.  Prior to June 2001,
Goodwill  was being amortized on a straight-line basis over the expected periods
to  be  benefited.  Management estimated the periods to be benefited at seven to
ten  years.  In June of 2001, management elected early adoption of FASB No. 142,
Goodwill  and  Other  Intangible Assets, and as such did not record any goodwill
amortization  during the twelve months ended April 30, 2002.  For the year ended
April  30, 2001, amortization of goodwill amounted to $349,104.  See Note  6 for
impairment  of  goodwill.

In  June  2001, the Financial Accounting Standards Board finalized Statements of
Financial Accounting Standards  ("SFAS") No. 141, Business Combinations, and No.
142,  Goodwill  and  Other  Intangible Assets.  SFAS 141 requires the use of the
purchase  method of accounting and prohibits the use of the pooling-of-interests
method  of  accounting  for business combinations initiated after June 30, 2001.
SFAS  141  also  requires  that  management recognize acquired intangible assets
apart  from  goodwill  if  the acquired intangible assets meet certain criteria.
SFAS 141 applies to all business combinations initiated after June 30, 2001, and
for  purchase business combinations completed on or after July 1, 2001.  It also
requires, upon adoption of SFAS 142 that ANZA reclassify the carrying amounts of
intangible  assets  and  goodwill  based  on  the  criteria  in  SFAS  141.

<PAGE>

SFAS  142  requires,  among  other  things,  that  companies  no longer amortize
goodwill,  and  intangible  assets which have indefinite lives, but instead test
these  intangible assets for impairment at least annually (or more frequently if
impairment  indicators  arise).  In  addition, SFAS 142 requires that management
identify  reporting  units  for  the  purposes  of  assessing  potential  future
impairments  of goodwill, reassess the useful lives of other existing recognized
intangible  assets,  and  cease  amortization  of  intangible  assets  with  an
indefinite  useful  life.  Management  assesses whether the estimated fair value
exceeds  the  carrying  amount  of  its  goodwill.  There was no indication that
goodwill  was  impaired  in  fiscal  2002.


Advertising  Costs

Advertising  costs  are included in selling, general and administrative expenses
and  are expensed when the advertising or promotion is published or presented to
consumers

Impairment  of  Long-Lived  Assets


The  Company  follows  the  provisions  of  SFAS  No.  121  "Accounting  for the
Impairment  of  Long-Lived  Assets  and  Long-Lived  Assets  to Be Disposed Of."
Long-lived  assets of the Company are reviewed for impairment whenever events or
changes  in  circumstances indicate that the carrying amount of an asset may not
be  recoverable.  Management  evaluates  quarterly  the  recoverability  of  its
long-lived  assets  based  on estimated future cash flows from and the estimated
liquidation value of such long-lived assets, and provides for impairment if such
undiscounted  cash  flows are insufficient to recover the carrying amount of the
long-lived  asset.  The  amount of impairment, if any, is measured based on fair
value  or  discounted  cash flows, and is charged to operations in the period in
which  such  impairment  is  determined  by  management.

Income  Taxes


The  Company  accounts  for  income  taxes under the provisions of SFAS No. 109,
"Accounting  for  Income Taxes," whereby deferred tax assets and liabilities are
recognized for the future tax consequences attributable to temporary differences
between  bases  used  for financial reporting and income tax reporting purposes.
Deferred  tax  assets  and  liabilities  are  measured  using  enacted tax rates
expected  to  apply  to  taxable  income  in  the years in which those temporary
differences  are  expected to be recovered or settled.  A valuation allowance is
provided for certain deferred tax assets if it is more likely than not that ANZA
will  not  realize  tax  assets  through  future  operations.



Recently  Issued    Accounting  Statements

In  July  2001,  the  FASB  issued SFAS No. 143, Accounting for Asset Retirement
Obligations.  This  statement  provides  accounting  and reporting standards for
costs  associated  with  the  retirement  of  long-lived  assets. This statement
requires  entities  to  record  the  fair  value  of  a  liability  for an asset
retirement  obligation in the period in which it is incurred. When the liability
is  initially recorded, the entity capitalizes a cost by increasing the carrying
amount  of the related long-lived asset. Over time, the liability is accreted to
its  present value each period, and the capitalized cost is depreciated over the
useful  life  of  the related asset. Upon settlement of the liability, an entity
either  settles  the obligation for its recorded amount or incurs a gain or loss
upon  settlement.  The Company will be required to adopt this statement no later
than  January  1,  2003.  The  Company is currently assessing the impact of this
statement  on  its  results  of  operations,  financial position and cash flows.

In  October 2001, the FASB issued SFAS No. 144, Accounting for the Impairment or
Disposal  of Long-Lived Assets. This statement replaces SFAS No. 121, Accounting
for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed
Of.  However  it  retains  the  fundamental  provisions  of  SFAS  No.  121  for
recognition  and  measurement  of the impairment of long-lived assets to be held
and  used  and  for  measurement of long-lived assets to be disposed of by sale.
This  statement  applies  to  all  long-lived  assets,  including  discontinued
operations, and replaces the provisions of APB Opinion No. 30, Reporting Results
of  Operations-Reporting the Effects of Disposal of a Segment of a Business, for
the  disposal  of  segments  of  a  business. This statement requires that those
long-lived assets be measured at the lower of carrying amount or fair value less
cost  to  sell,  whether  reported  in  continuing operations or in discontinued
operations.  The  Company will be required to adopt this statement no later than
January 1, 2002. The Company is currently assessing the impact of this statement
on  its  results  of  operations,  financial  position  and  cash  flows.

<PAGE>

In  May  2002,  the  FASB  issued  SFAS  No.  145,  "Rescission  of  FASB
No.  4,  44  and  64,  Amendment  of  FASB  Statement  No.  13,  and  Technical
Corrections"  (SFAS  145).  SFAS  145  updates, clarifies and simplifies certain
existing  accounting  pronouncements. Currently, SFAS 145 impacts ANZA only with
respect  to the rescission of SFAS 4.  Prior to the issuance of SFAS 145, SFAS 4
required  all gains and losses from extinguishment of debt to be aggregated and,
if  material,  classified  as  an  extraordinary item, net of related income tax
effect.  As  a  result  of  the rescission of SFAS 4, the criteria in APB No. 30
will  now be used to classify those gains and losses. SFAS 145 is required to be
adopted  for  fiscal years beginning after May 2002.  The Company has elected to
early  adopt  the  provisions  of  SFAS  145,  and as such reported all gains on
settlements  of  debt  as components of operating income and losses.  During the
year  ended  April  30, 2002, the Company had gains from the settlements of debt
totaling  $125,880.  Such  amounts  have  been  reflected  net  of non-recurring
expenses from settlements with stock in the accompanying statement of operations
for  the  year ended April 30, 2002.  The Company did not have any extraordinary
items  during  the  year  ended  April  30,  2001.



Fair  values  of  financial  instruments

Statement  of  Financial  Accounting  Standards  No. 107, Disclosures About Fair
Value  of  Financial  Instruments, requires disclosure of fair value information
about financial instruments, whether or not recognized in the balance sheet.  In
cases  where  quoted  market  prices are not available, fair values are based on
estimates  using  present value or other valuation techniques.  Those techniques
are  significantly affected by the assumptions used, including the discount rate
and  estimates  of  future  cash  flows.  In that regard, the derived fair value
estimates  cannot  be substantiated by comparison to independent markets and, in
many  cases,  could  not be realized in immediate settlement of the instruments.
Statement  No.  107 excludes certain financial instruments and all non-financial
instruments  from  its disclosure requirements.  Accordingly, the aggregate fair
value  amounts  presented  do  not  represent  the  underlying  value  of  the
Corporation.

The  following  methods  and  assumptions were used by the Company in estimating
fair  values  of  financial  instruments  as  disclosed  herein:

     Cash  and  Cash  Equivalents.  The  carrying amounts of cash and short-term
instruments  approximate  their  fair  value.

     Accounts  receivable,  accounts  payable, and accrued expenses approximates
fair  value  due  to  the  immediate  or  short-term maturity of these financial
instruments.

     Loans  Held  for Sale. For variable-rate loans that re-price frequently and
have  no  significant  change  in credit risk, fair values are based on carrying
values.  Fair  values  for  fixed rate loans are estimated using discounted cash
flow  analyses,  using  interest  rates  currently  being offered for loans with
similar  terms  to borrowers of similar credit quality. Fair values for impaired
loans are estimated using discounted cash flow analyses or underlying collateral
values,  where  applicable. All loans held for sale were sold shortly after year
end  without  any gains or losses recognized, hence the carrying values of these
loans  approximates  the  fair  value.

     Short-Term  Borrowings. The carrying amounts of federal funds purchased and
other  short-term  borrowings  maturing  within  90  days approximate their fair
values.  Fair  values  of  other  short-term  borrowings  are  estimated  using
discounted  cash  flow  analyses  based on the Corporation's current incremental
borrowing  rates  for  similar  types  of  borrowing  arrangements.

<PAGE>

     Accrued  Interest.  The  carrying  amounts  of accrued interest approximate
their  fair  values.

     Off-Balance-Sheet  Instruments.  The  Corporation generally does not charge
commitment  fees. Fees for standby letters of credit and their off-balance-sheet
instruments  are  not  significant.


Stock-Based  Compensation


SFAS  No.  123,  "Accounting for Stock-Based Compensation," defines a fair value
based  method of accounting for stock-based compensation.  However, SFAS No. 123
allows  an  entity to continue to measure compensation cost related to stock and
stock  options  issued  to  employees  using  the intrinsic method of accounting
prescribed  by  Accounting  Principles Board Opinion ("APB") No. 25, "Accounting
for Stock Issued to Employees."  Entities electing to remain with the accounting
method  of  APB  No. 25 must make pro forma disclosures of net income (loss) and
earnings  (loss) per share, as if the fair value method of accounting defined in
SFAS  No.  123  had  been  applied.  ANZA  continues  to account for stock-based
compensation  under  APB No. 25.  Stock-based compensation for non-employees are
accounted  for  using  the  fair  value  approach  consistent with SFAS No. 123.

Loss  Per  Common  Share


The  Company  presents  basic  earnings per share ("EPS") and diluted EPS on the
face of all statements of operations. Basic EPS is computed as net income (loss)
divided  by  the  weighted  average  number of common shares outstanding for the
period. Diluted EPS reflects the potential dilution that could occur from common
shares  issuable  through  stock  options,  warrants,  and  other  convertible
securities. Due to the net losses incurred during the years ended April 30, 2001
and 2002, all common stock equivalents outstanding were considered anti-dilutive
and  were  excluded  from  the  calculations  of  diluted  net  loss  per share.

Anti-dilutive  securities  which are not included in the calculation of dilutive
EPS  for  the  years  ended  April 30, 2001 and 2002, which could be dilutive in
future  periods,  include  the  C  Preferred,  A Preferred, Laguna warrants, and
employee options convertible into approximately 18,287,108 and 71,197,478 shares
of  common  stock,  respectively.



Reporting  Comprehensive  Income


The  Company  reports  the  components  of comprehensive income using the income
statement  approach. Comprehensive income includes net income (loss), as well as
certain  non-shareholder  items  that  are  reported  directly within a separate
component  of stockholders' equity and bypass net income (loss).  The provisions
of  this  statement  had  no  impact  on the accompanying consolidated financial
statements.

Disclosures  about  Segments  of  an  Enterprise  and  Related  Information

Management discloses financial and descriptive information about an enterprise's
operating  segments  in  annual  and  interim  financial  reports  issued  to
stockholders.  An operating segment is a component of an enterprise that engages
in  business activities that generate revenue and incur expense, whose operating
results  are reviewed by the chief operating decision-maker in the determination
of resource allocation performance, and for which discrete financial information
is  available.  See  Note  15  for  these  disclosures.

Accounting  for  Derivative  Instruments  and  Hedging  Activities

In  June  1998,  the  FASB  issued  SFAS  No.  133,  "Accounting  for Derivative
Instruments  and  Hedging Activities."  SFAS No. 133 establishes a new model for
accounting  for  derivatives  and  hedging  activities and supersedes and amends
existing  accounting standards and is effective for fiscal years beginning after
June  15, 2000.  SFAS No. 133 requires that all derivatives be recognized in the
balance sheet at their fair market value, and the corresponding derivative gains
or losses be either reported in the statement of operations or as a component of
other  comprehensive  income  depending  on  the type of hedge relationship that
exists  with  respect  to such derivative.  The adoption of SFAS No. 133 did not
have  a  material  impact  on  its  ANZA's  consolidated  financial  statements.

<PAGE>

Significant  Customer  Concentration

For  the  year  ended  April 30, 2002, three investors accounted for one hundred
percent  purchasers of loans held for sale and accounted for one hundred percent
of the revenues from the mortgage banking business.  Subsequent to year-end, the
Company  discontinued  the  business  relation with one of these investors.  The
loss  of  either  of  the  remaining  investors  may have adverse impacts on the
mortgage-banking  segment  of  the  Company's  operations.


Restatement  of  Consolidated  Financial  Statements


In  the  consolidated  financial statements as of April 30, 2001, management had
incorrectly  accounted for 3,000,000 shares of common stock issued to capitalize
AMRES  as  treasury  stock  instead  of  accounting for such as an inter-company
transaction,  which should be eliminated in consolidation.  Such restatement did
not  have  any impact on the ANZA's financial position, results of operations or
cash  flows  for  the  year  ended  April  30,  2001.  ANZA restated its capital
accounts  as of April 30, 2001 as follows, with no effect on total stockholders'
equity  (deficit):


                                                 April  30,  2001

                                    As  reported                 As  restated
                                   -------------                -------------


Common  stock                      $      26,385                $      23,635
Additional  paid-in  capital          10,378,934                   10,119,184
Treasury  stock                         (262,500)                           -
Total  stockholders'  deficit      $  (1,184,382)               $  (1,184,382)


NOTE  3  -  ACQUISITIONS


Titus  Real  Estate,  Inc.


On February 11, 2000, ANZA acquired all the issued and outstanding capital stock
of  Titus  in  a  tax-free exchange valued at $1.6 million.  Titus is an entity,
which  retains rights to manage the operations of a Real Estate Investment Trust
("REIT")  that  owns  certain apartment complexes consisting of 121 units. Titus
and  AMRES  have  historically  had  common management, and such individuals are
also  officers  and  key  employees  of  ANZA.

Management allocated the excess of the purchase price over the fair value of the
assets  acquired  of $1.6 million to goodwill. New management of ANZA determined
the  value  of  the  REIT  management contract be included in goodwill since the
estimated  period  to be benefited for both goodwill and the management contract
is  estimated  to  be  ten  years due to the limited operating history of Titus.
Accordingly,  such  excess  purchase  price  over  net assets acquired have been
combined  and  included  in  goodwill  in  the accompanying consolidated balance
sheet.  Refer  to Note 6 for impairment of the goodwill totaling $1,155,057. The
carrying  value  of  goodwill  at  April  30,  2002  is  $425,247.

LoanNet  Mortgage,  Inc.


On  February 14, 2000, ANZA acquired all the issued and outstanding common stock
of  LoanNet,  a  privately  held  company  providing mortgage loans primarily to
residential  customers  in  three  Eastern  states.  In  connection  with  this
acquisition,  the  Company  issued  250,000 shares of its common stock valued at
$2.3  million.  The  acquisition  was accounted for under the purchase method of
accounting  and  the  excess  of  cost  over  the  fair  value of the net assets
acquired  of  $2.2  million was allocated to goodwill. LoanNet had  few  assets,
consisting  primarily  of  office  equipment  valued at approximately  $100,000.
Goodwill  was being amortized on a straight-line basis over seven years prior to
the  closing  of  LoanNet's operations at which time goodwill was impaired  (see
Note  6).

<PAGE>

On  March  30, 2001, the Board of Directors of ANZA, none of whom were officers,
directors  or management of LoanNet, rescinded the acquisition of LoanNet due to
misrepresentations  by  LoanNet's  management,  officers  and  directors.  ANZA
management  demanded  the  return of the 250,000 shares issued, and attempted to
deliver  the  shares  of  common  stock  it  received  in  connection  with  the
acquisition  to  the  original  selling  shareholder, whom is also the preferred
stockholder, the chief executive officer and director of LoanNet. 6. The 250,000
shares  or  ANZA's  common  stock  were  not  returned  by  the  former  LoanNet
shareholders.  ANZA  accounted for the rescission of the acquisition transaction
by  removing  the assets and liabilities of LoanNet resulting in net liabilities
totaling  approximately  $147,000,  offset  by  the  write-off  of  goodwill  of
approximately $1,985,000 (Note 6). The carrying value of the net assets acquired
totaling  approximately  $1,838,000,  were charged to operations in fiscal 2001.

ExpiDoc.Com,  Inc.


On March 17, 2000, ANZA acquired all the issued and outstanding capital stock of
ExpiDoc,  a  privately  held  company  that provides notary services, for 24,000
shares  of  ANZA's  common stock valued at $196,510. The acquisition was treated
under  the  purchase  method of accounting with the excess of cost over the fair
value  of  the  net liabilities acquired of  $210,296 allocated to goodwill.  At
the  time  of  the  acquisition, ExpiDoc had no material operating or investment
assets.  Goodwill  was being amortized on a straight-line basis over seven years
prior  to  the  adoption  of  SFAS  142.

NOTE  4  -  LOANS  HELD  FOR  SALE


ANZA  held  conventional  uninsured  mortgages as of April 30, 2002, as follows:

                             Number  of         Amount
                               Loans          Originated

$ 20,000  to  $ 99,000           6            $328,550
$100,000  to  $200,000           3             443,350
$200,001  to  $300,000           1             297,800
$300,001  to  $400,000           -                -
Over  $400,001                   -                -
                               -----       ------------
                                10         $ 1,069,700
  Totals                       =====       ============

These  loans  were  originated by AMRES with various interest rates ranging from
7-13%,  per  annum, funded using, and collateralized by, ANZA's warehouse credit
line  (Note  7)  and  were  subsequently  sold  to investors within one month of
balance  sheet  date.


NOTE  5  -  PROPERTY  AND  EQUIPMENT


Property  and  equipment  consists  of  the  following  as  of  April  30, 2002:

Equipment                                   $  218,886
Furniture  and  fixtures                        57,064
                                              --------
                                               275,950
Less:  accumulated  depreciation              (161,840)
                                              --------


                                            $  114,110
                                             =========


During  the  years  ended  April 30, 2002 and 2001, depreciation expense totaled
$33,408  and  $44,335,  respectively.  Also, ANZA impaired  $64,068 of equipment
as  of  April  30,  2001.

<PAGE>

NOTE  6  -  GOODWILL


For  purchase  business  combinations  completed prior to June 30, 2001, the net
carrying  amount  of  goodwill is $425,247. Amortization expense during the year
ended  April  30,  2001,  was  $349,104.  During  the year ended April 30, 2001,
management  recorded  asset  impairment  charges  related  to  LoanNet and Titus
totaling  $1,985,012  and  $1,155,057,  respectively,  in  the  accompanying
consolidated  statement of operations. Management adopted the provisions of SFAS
141  and  142  beginning May 1, 2001. The impact of the adoption of SFAS 141 and
142  on ANZA's financial position and results of operations was not significant.

Events  affecting  the carrying value of goodwill in fiscal 2001 are as follows:

Management  determined  that  LoanNet  was unprofitable and required significant
cash  from  financing  activities to meet its obligations as they become due and
expand  in  sales and marketing. In February 2001, ANZA management determined to
rescind  its  acquisition  of LoanNet as discussed in Note 3. Management of ANZA
determined  its  investment  was materially impaired. Since management could not
reasonably  estimate the residual value, if any, of LoanNet, management impaired
all  remaining  goodwill.

ANZA  originally  acquired  Titus,  a  REIT management company, to significantly
increase the REIT assets by obtaining funding of up to $30 million.  ANZA's then
chief executive was in negotiation for a commitment for the funding, however, no
definitive commitment was obtained by management of Titus.  Due to  the  passage
of  time  and  the  lack  of a firm commitment to raise capital  to  expand  the
operations  of  the REIT, management determined that an impairment  of  goodwill
was  appropriate.  Management  determined that any future significant cash flows
would  be  generated  through  a  sale  of  Titus.

Management  estimated  that  the sale of Titus would net ANZA at least $250,000,
net  of  costs  to  sell.  Management  assessed the fair value of the management
company  and  the  REIT based on management's belief that an existing management
company  of an established REIT could be sold for $250,000, based on discussions
with  knowledgeable  persons,  as  well  as  the  costs  to establish, to obtain
required  approvals  in  the  state  of  California  and  to  maintain  a  REIT.
Accordingly,  management  determined  an impairment of the net carrying value of
goodwill  and  the  expected  net  cash  flows  to  be  recovered.

The Company has elected early adoption of SFAS No.142.  Accordingly, the Company
has  stopped  amortization of goodwill effective May 1, 2001.  However, goodwill
amortization  continues  to  be  presented  in  the  year  ended April 30, 2001,
statement  of  operations.  Had  the provisions of SFAS No. 142 been applied for
the  year ended April 30, 2001, ANZA's pro forma net loss and net loss per share
would  have  been  as  follows:



                                                 Year  Ended          Year Ended
                                                  April  30             April 30
                                                    2001                 2002
                                               --------------        -----------

Reported  net loss                              $(6,573,527)         $ (442,713)


Add  back:  Goodwill amortization.                  349,104                   -
                                               --------------        -----------


Adjusted  net loss                              $(6,224,423)         $ (442,713)
                                               ==============        ===========


Basic  earnings  per  share:
Reported  net  loss                              $    (0.31)         $    (0.01)

Goodwill  amortization                                 0.02                    -
                                               --------------         ----------
Adjusted  net  loss                              $    (0.29)         $    (0.01)
                                               ==============         ==========

Management  assessed the value of Titus during the fourth quarter of fiscal year
2001  based  on  a  liquidation  or  residual  value of the enterprise, and they
recorded  impairment at that time.  Management again assessed the value of Titus
as  of  April  30, 2002 and determined that no further impairment was warranted.
In  contemplating  the  adoption  of  SFAS  No.  142,  management  assessed  the
intangible  assets of Expidoc.  At May 1, 2001, the date of adoption, management
believed  that the primary intangible asset of Expidoc was goodwill.  Because of
the  relative  immateriality  of  the  carrying  value  of the Expidoc goodwill,
management  did  not  believe  that an appraisal was necessary to determine what
amount,  if  any,  should be allocated to intangible assets with definite lives.
Management  believes  the enterprise value of Expidoc exceeds the carrying value
of  goodwill  as  of  April  30,  2002.

<PAGE>

NOTE  7  -  WAREHOUSE  LINE  OF  CREDIT

AMRES  maintains  a  $2,000,000 warehousing line of credit ($2,500,000 as of May
20,  2002),  which  will  mature  March  31,  2003.  The agreement is personally
guaranteed  by  ANZA's chief executive officer and by ANZA. The credit agreement
calls  for  various  ratios  and  net  worth  requirements,  minimum utilization
requirements,  and limits the warehouse period to 45 days for any specific loan.
The  highest  interest  rate  as of April 30, 2002, was 8.75% (range of interest
rates  was 6.25%-8.75%) , per annum calculated on the daily outstanding balance.
The  adjustable  interest rate is based upon a published prime rate plus a range
of  1.5%  -  4% and is payable monthly. The rate varies depending on the type of
loan  (conforming  or non-conforming) with higher rates on non-conforming loans.
The  line  of  credit is collateralized by the loans held for sale as referenced
above.


NOTE  8  -  ACCRUED  LIABILITIES


Accrued  liabilities  consist  of  the  following  as  of  April  30,  2002:

               Accrued  Salary  and  Benefits               $  165,667
               Accrued  professional  fees                      58,416
                                                            ----------
                                                            $  224,083
                                                            ==========


NOTE  9  -  NOTES  PAYABLE

Bridge  Loan

On  June  27, 2001, the Company entered into an Investment Agreement and related
documents with Laguna Pacific Partners, LLP.  Under the terms of the agreements,
in  exchange  for  $225,000  received  by  the  Company from Laguna Pacific, the
Company  executed  a promissory note in favor of Laguna Pacific in the principal
sum of $225,000, bearing interest at the rate of 7% per annum, secured by all of
the  assets of ANZA, and payable on the earlier of nine months from its issuance
date  or  the date ANZA's common stock is listed on the NASDAQ Small Cap market.
ANZA  also  executed  a  warrant  agreement  ,  which entitled Laguna Pacific to
acquire  up to $225,000 worth of e-Net common stock for the total purchase price
of  $1.00,  calculated at 70% of the closing stock price on the date immediately
preceding  the  exercise  date.  For  accounting  purposes,  ANZA is required to
allocate  the  proceeds received to the value of the warrant and the bridge loan
using  the  relative  fair  value  method  and  the  resulting  warrant value is
reflected  as  an  increase  in  additional  paid-in capital and a corresponding
reduction  (discount)  to  the face value of the note. The relative value of the
warrant  amounted  to  $132,341, and such amount  was reflected as a discount to
the  note.  The  discount on the note was amortized over the term of the note of
March  27,  2002,  using  the effective interest method. ANZA paid $25,000, plus
interest,  near  the  due  date.  Management  of  ANZA  sought relief, since the
general partners of Laguna did not perform under certain terms of the agreement.
In  July  of 2002, ANZA's management obtained a mutual release by payment of the
balance  of  $200,000,  plus  interest  of  $9,000.  In  connection  with ANZA's
settlement  payment,  the  warrants  were canceled.  The debtor has subsequently
disputed  the  mutual  release provisions, and is seeking equity compensation in
the  form  of common shares to partially compensate the debt holder for the loss
in  value associated with the cancellation of the warrants.  ANZA has not agreed
to  any  additional compensation to the debtor.  The effects of the value of the
cancelled  warrants  will be reflected in ANZA's statements of operations on the
date  of  the settlement agreement, net of any shares of common stock, which may
ultimately  be  issued  by  ANZA.


Line  of  Credit

During 2002, ANZA took a draw against its $75,000 credit facility with a bank in
order  to  advance  funds  to  one  its  branches  to start up their operations.
Interest  on  the  credit  facility is currently at 12%, per annum.  The note is
personally  guaranteed  by  ANZA'a  chief  executive  officer.  The  balance
outstanding  as  of  April  30,  2002  was  approximately  $19,500.

<PAGE>

Other  Notes  Payable


As  of April 30, 2001, ANZA had a 10% note payable totaling $150,000. On July 2,
2001, the parties entered into a settlement agreement whereby ANZA paid  $43,280
of  principal,  issued  325,000  shares  of  common  stock to reduce the note by
$63,440,  and  agreed  to  pay  the  remaining $43,280 over ten months beginning
August  5,  2001.  At  April 30, 2002, $4,320 remains due on the note, which was
paid  on  May  1,  2002.

As  of  April 30, 2001, ANZA had two notes payable aggregating $35,518, interest
at  10%  per annum due on August 31, 2000.  During fiscal 2002, these notes were
assumed  by a third party in exchange for amounts that were due to ANZA. No gain
or  loss  was  recorded  in  connection  with  this  exchange.

Note  10  NOTES PAYABLE TO RELATED PARTY

The  Company  paid  $125,000  towards the convertible note due to AMRES Holding,
Inc.  which is owned by Mr. Vincent Rinehart, the Company's CEO. The note had an
original  balance  of  $485,446,  due in December 2002. The remaining balance of
$360,446 of the note with a carrying balance of $332,623, net of discounts, will
convert into common stock, or extend the maturity date for one year. The note is
reflected  as  a non-current liability since the holder has agreed not to demand
repayment  within  12 months due to the Company's lack of substantial liquidity.

NOTE  11  -  COMMITMENTS  AND  CONTINGENCIES


Capital  Leases

As  of  April  30,  2001,  the  Company  was in default on certain capital lease
obligations  totaling  approximately  $91,985.  During fiscal 2002, ANZA settled
these obligations for cash payments totaling $35,800.  The remaining balance was
recognized as gain on settlement of debt in the amount of $56,185. (See Note 13)

In July of 2001, ANZA initiated a new capital lease for computer equipment.  The
term  of  the  lease  is  thirty-six months.  In July of 2002, ANZA paid off the
balance  due  under  the  lease  for $15,926.  As of April 30, 2002, ANZA had no
significant  capital  leases  outstanding.


Operating  Leases


ANZA  leases  its  corporate office located in Costa Mesa, California, under two
non-cancelable  lease  arrangements,  which  expire February 2003.  In addition,
ANZA  leases certain of its branch offices under non-cancelable operating leases
that expire through 2005.  ANZA also has various equipment leases that expire at
various  dates  ranging  from  one to five years.  Also, business operations are
conducted  from  numerous  facilities,  which  are  leased  under month-to-month
arrangement.  Rent  expense  for  the  years  ended April 30, 2002 and 2001, was
$1,265,302  and  $510,182, respectively, under the various leasing arrangements.


Minimum  future annual rental payments under the lease agreements with a term in
excess  of  one  year  at  April  30,  2002,  are  as  follows:

                         Years  Ending  April  30
                        ---------------------------

                    2003                     $   270,890
                    2004                           9,161
                                                --------
                                             $   280,052
                                                ========



Litigation


ANZA  is  subject  to a limited number of claims and actions, which arise in the
ordinary course of business.  The litigation  process  is  inherently uncertain,
and it is possible that the resolution of ANZA's existing and future  litigation
may  adversely  affect ANZA.  Management is unaware of any matters that may have
material  impact  on  the  Company's consolidated financial position, results of
operations  or  cash  flows.

<PAGE>

Employment  agreements


On  June  1,  2001,  ANZA  entered  into  an  employment  agreement with Vincent
Rinehart,  its  chief executive officer.  Under  the  terms  of  the  agreement,
ANZA  is  to  pay  a  salary  equal  to  $275,000 per year, subject to an annual
increase  of  10%  commencing  January  1, 2002, plus an automobile allowance of
$1,200 per month and  other  benefits,  including life insurance.  The agreement
is  for  a  term  of  five  years  and  provides  for a severance payment in the
amount  of  $500,000 and immediate vesting of all stock options in the event his
employment  is terminated for  any  reason,  including cause.  In addition, ANZA
granted options to acquire 2,500,000  shares  of  ANZA common stock at $0.08 per
share,  which shall vest monthly over  a  three-year  period.  The  options  are
subject  to  an  anti-dilution  provision  in  the  event of future issuances of
common  stock  or  a  reverse stock split.  The  holder  in  no  event  can  own
more  than  20%  of  the  issued and outstanding  common stock in the event of a
reverse  stock  split. The options are exercisable  at  the  fair  market  value
at  the  date  of  the  grant  of $0.08 per share.  Using the variable method in
accordance  with  Accounting Principles Board Opinion  No.  25,  no expense  was
recognized  from  the  issuance  of  the options.  ANZA is also a party to other
employment  agreements  in  the  normal  course  of  business.

On  April  1,  2002,  AMRES entered into an employment agreement with Jeff Hemm,
president,  for the term of three years. Under the terms of the agreement, AMRES
is to pay a salary equal to $168,000 per year, subject to an monthly increase or
decrease  based  on  the  number  of  loans  closed  during the quarter, plus an
automobile  allowance  of  $800  per  month  and  other benefits, including life
insurance.  In  addition,  he was granted options to acquire 1,000,000 shares of
AMRES  common  stock  at  $0.005  per share, which shall vest over twelve months
period.  Future  annual minimum payments for employment compensation packages as
of  April  30,2002,  are  as  follows:


                  Year  End
                  April  30,


                    2003                   $    504,583
                    2004                        535,842
                    2005                        555,426
                    2006                        430,448
                    2007                         38,108
                                             ----------
                                          $   2,064,407
                                             ==========


Guarantee  of  Debt

On  July  6,  2000,  ANZA  guaranteed  to a third party the debt of EMB totaling
$657,349.  The  guarantee  was  provided  due to the EMB sale of AMRES to ensure
repayment  of  the  note  since  EMB had limited assets.  On June 26, 2001, this
guarantee  was  satisfied  with  the  issuance  of  3,000,000  shares  of ANZA's
restricted  common  stock  as  part  of  a  global  settlement  (see  Note  16).


NOTE  12  -  STOCKHOLDERS'  EQUITY  (DEFICIT)


General


In  March  2000,  ANZA  amended  its  articles  of  incorporation  to change the
authorized number of shares of its $0.001 par value common stock from 20,000,000
to 100,000,000.  Additionally, the Board of Directors authorized the issuance of
1,000,000  shares  of  preferred stock.  The preferred stock may be divided into
and  issued  in  one  or  more  series.

Series  A  Convertible  Preferred  Stock


In  November  2001  and January 2002, ANZA issued an aggregate of 400,000 shares
of  Series  A  Convertible  Preferred  Stock,  (the  "A Preferred") in a private
placement  for  consideration  equal to $163,874 in cash.  The A Preferred has a
liquidation  value  of $200,000 and the holder is entitled to receive cumulative
dividends  at  an  annual  rate  of  12%,  payable  monthly.  The A Preferred is
convertible,  at  any  time  at  the  option  of  the  holder,  into  shares  of
ANZA's  common  stock at a price equal to 90% of the closing bid price of ANZA's
common  stock  in  the  previous  trading  day  preceding  the  conversion.  In
connection  with  this  issuance,  the  Company  recorded a charge of $36,126 to
accumulated  deficit  for  the difference between the consideration received and
the  liquidation  value.

<PAGE>

On  March  1,  2002, ANZA issued 100,000 shares of A Preferred for $50,000 in  a
private  placement.  The  A Preferred has a liquidation value of $50,000 and the
holder  is  entitled  to  receive cumulative dividends at an annual rate of 12%,
payable  monthly.  The  A Preferred is convertible, at any time at the option of
the  holder,  into  shares of ANZA's common stock at a price equal to 90% of the
closing  bid  price of ANZA's common stock in the previous trading day preceding
the  conversion.

During  the  year  ended  April  of  2002,  ANZA  repurchased 13,180 shares of A
Preferred  for  $6,590.


Series  C  Convertible  Preferred  Stock


In April 2000, ANZA issued 20,000 shares of Class C Convertible Preferred Stock,
(the  "C  Preferred")  for  $1,775,000,  net  of  fees  of $225,000 in a private
placement.  As  additional  consideration,  ANZA  issued  warrants  to  purchase
151,351  shares  of  the  Company's common stock at an initial exercise price of
$6.73  per share.  The C Preferred has a liquidation value of $2,000,000 and the
holder  is  entitled  to receive cumulative dividends at an annual rate of $7.00
per  share  (7%  per  annum),  payable  semi-annually.  No  dividends  have been
declared.  The  C  Preferred  is  convertible,  at any time at the option of the
holder,  into  shares  of  ANZA's common stock at a price equal to the lesser of
(a)  $6.91  per  share  or  (b)  95%  of the average closing bid price of ANZA's
common stock during the fifteen trading days preceding the conversion after  150
days  to  85%  of  the average closing bid price of the common stock during  the
fifteen  trading days immediately preceding such conversion after 240 days.  The
longer  the  C  Preferred  is  held  the  greater  discount  on  conversion into
common  stock.  In  the  event  the  holders  of C Preferred have not elected to
convert  at the time of mandatory conversion, the C Preferred will convert at an
amount  equal  to  85% of the purchase price of the holder's C Preferred plus an
amount  equal  to  accrued and unpaid dividends, if any, up to and including the
date  fixed  for  redemption,  whether  or  not  earned  or  declared.

On  June  14,  2001,  Class  C Preferred stockholders exercised their option and
converted  1,616  shares  of  Class  C  Preferred stock into 3,741,671 of ANZA's
restricted  common  stock.  On  July  13,  2001, an additional 400 shares of the
Class  C were converted at the option of the shareholders into 924,992 shares of
ANZA's  restricted  common stock.  Also, on November 15, 2001, an additional 525
shares  of Class were converted at the option of the shareholders into 1,012,854
shares  of  ANZA's  restricted common stock.  The number of shares received upon
conversion  was  determined  based  on  the conversion discount specified in the
agreement of 20%, taking into account the dividends, which were due on the Class
C  Preferred  shares.  The beneficial conversion feature embedded in the Class C
Preferred  was  originally  charged to ANZA's accumulated deficit at the date of
issuance since the right to convert into common stock at a discount was the same
date.  Preferred  dividends totaling $23,828 stockholder  equity were charged to
the Company's accumulated deficit during the nine months ended January 31, 2002.

Common  Stock


At  various dates from May 1, 2000 through April 30, 2001, ANZA issued 2,863,591
shares  of common stock, valued at $1,855,920 to various consultants , which are
included  in  general and administrative expenses in the accompanying statements
of  operations.  Consulting  services  performed  during  year  ended  April 30,
2001,  are  summarized  below:

                                                  --------------------------
                                                 Year  Ended  April  30,  2001
                                                  --------------------------
                                                   Costs              Shares
                                                 Incurred             Issued

Financial  and  Internal Accounting Services     $ 300,512            630,500

Mergers  Acquisitions  Consulting                  888,996            875,945

Bravorealty  Start-up  Costs                       286,337            718,500

Information  Technology  Consulting                 41,650             71,000

Legal  Services                                    338,425            567,646
                                                ----------         ----------

Total                                           $1,855,920          2,863,591
                                                ==========         ==========
<PAGE>

In  June of 2001, ANZA issued 400,000 shares of its restricted common stock both
as  payment  of a $14,482 liability due an outside consultant and as a "buy-out"
of the remaining guaranteed contract for this consultant who was providing legal
services  to ANZA.  In connection with this transaction, ANZA charged operations
$43,118  for  the difference between the carrying value of the liability and the
value  of  the  common  stock.

On  July  2,  2001,  ANZA  issued  325,000 shares of its restricted common stock
valued at  $57, 038 as a partial satisfaction of a loan payable due an unrelated
party.  The  original  amount  of  the  loan,  including  interest  payable  was
$150,000.  ANZA continues to repay the note in monthly of payments together with
interest  at  0% per annum of $4,320 through May 2, 2002.  As of April 30, 2002,
$4,320  remained  due  on  the  loan.

At  various dates from May 1, 2001 through April 30, 2002, ANZA issued 5,500,000
shares  of  common  stock,  valued  at  $645,550 to various consultants of which
$624,717 are included in general and administrative expenses in the accompanying
statements  of  operations  and  the  remaining  balance  of $20,833 recorded as
deferred  compensation.  Consulting  services performed during year ended  April
30,  2002,  are  summarized  below:

                                                  --------------------------
                                                 Year  Ended  April  30,  2002
                                                  --------------------------
                                                   Costs              Shares
                                                 Incurred             Issued

Financial  and  Internal Accounting Services     $  79,250           475,000

Mergers  Acquisitions  Consulting                  267,600         2,025,000

Bravorealty  Start-up  Costs                       198,500         1,700,000

Information  Technology  Consulting                 14,000           100,000

Legal  Services                                     86,200         1,200,000
                                                  ---------        ---------

Total                                            $ 645,550         5,500,000
                                                  =========        =========

<TABLE>
<CAPTION>
<S>                                            <C>           <C>            <C>           <C>
Stock  Options  and  Warrants

Stock-option  activity  during  the  years  ended April 30, 2001 and 2002, is as follows:

Options  issued  to  employees:


                                                                               Weighted         Weighted
                                                                  Range  of     Average          Average
                                                                  Exercise      Exercise      Fair  Value of
                                                  Options          Prices       Price        Options Granted
                                                 ---------      ------------    --------      ---------------

Outstanding,  April  30,  2000                          -       $         -     $     -        $          -
 Granted                                                -                 -           -
 Canceled                                               -                 -           -
 Exercised                                              -                 -           -
                                                ----------
Outstanding,  April  30,  2001                          -       $         -     $     -        $          -
 Granted                                        5,500,000       $0.005-0.17        0.10                0.07
 Canceled                                      (2,000,000)             0.17        0.17                0.12
 Exercised                                              -                 -           -                   -
                                                ----------
Outstanding,  April  30,  2002                  3,500,000       $0.005-0.08     $  0.06        $       0.05
                                                ==========

As of April 30, 2002, options Exercisable totaled 2,166,666.
</TABLE>
<PAGE>

Pro  Forma  Disclosure

Had  compensation  cost  for the Company's employee stock options been accounted
for  using  the  fair value method of accountancy described by SFAS No. 123 (see
Note  2),  the Company's reported net loss of $442,713 and net loss per share of
$0.01  for  the year ended April 30, 2002, would have been increased to $579,783
and $0.02 per share, respectively.  Option granted to employees are estimated on
the  date  of  grant  using  the  Black-Scholes  option-pricing  model  with the
following  assumptions:  no  dividend  yield,  an  expected volatility of 83%, a
risk-free  interest  rate  of  3.25%, and an expected option life of five years.

For  the  year  ended  April  30,  2001, Pro forma effects of options granted to
employees  were  not  significant

In May, 2000, as an additional consideration to a private placement, ANZA issued
warrants  to  purchase  333,334  shares  of  ANZA's  common  stock at an initial
exercise  price  of  $3.00  per  share.

Warrants  issued  in  connection with private placements, excluding the warrants
issued  in  connection  with  the  bridge  financing,  and  options  issued  to
consultants:

<TABLE>
<CAPTION>
<S>                                                        <C>         <C>          <C>            <C>
                                                                                     Weighted        Weighted
                                                                       Range  of      Average         Average
                                                                       Exercise      Exercise      Fair  Value of
                                                             Options    Prices         Price       Options Granted
                                                            ---------  ------------  --------      ---------------


Outstanding,  April  30,  2000                               151,351   $      6.73   $   6.73       $       6.00
 Granted                                                     333,334          3.00       3.00               1.42
 Canceled                                                          -             -          -                  -
 Exercised                                                         -             -          -                  -
                                                          -----------
Outstanding,  April  30,  2001                               484,685   $3.00- 6.73       4.16               2.85
 Granted                                                   1,000,000          0.17       0.17               0.12
 Canceled                                                 (1,000,000)         0.17       0.17               0.12
 Exercised                                                         -             -          -                  -
                                                          -----------

Outstanding,  April  30,  2002                               484,685   $3.00- 6.73   $   4.16       $       2.85
                                                          ===========
</TABLE>

The  484,685  warrants outstanding and exercisable at April 30, 2002, expire  in
April  2005  through  May  2005.

The  warrants  to  purchase  $225,000  of  ANZA's  common stock for an aggregate
purchase  price  of  $1.00,  have  not  been  included  in the above because the
acquisition  price  is  insignificant.


NOTE  13  -  NON-RECURRING  EXPENSES

During  the  nine  months  ended January 31, 2002, the Company had capital lease
obligations  in  default  totaling  $91,985  that  were settled for $35,800. The
remaining  balance  was  recognized  as a gain on settlement of debt of $56,185.

On January 17, 2002, AMRES purchased a note payable by the Company in the amount
of  $103,404 (note 16) and accrued interest totaling $6,291 for consideration of
$40,000,  which  $25,000  was tendered to EMB with the balance of $15,000 due on
June  1,  2002.  In  the  consolidation  the  note payable is eliminated and the
Company  recognized  a  gain  from  the  settlement  of  debt  of  $69,695.

On  May  27,  1999,  ANZA entered into an agreement with an investment banker to
seek  debt  financing  through  public  or  private  offerings or debt or equity
securities  and in seeking merger and acquisition candidates. Per the agreement,
the  Company granted the investment banker options to purchase 200,000 shares of
ANZA's  common  stock  at  an exercise price of $0.13, each, expiring on May 31,
2001.  Additionally,  ANZA  was  required  to pay $60,000 for the initial twelve
months.  In  addition,  the agreement specified that the investment banker would
receive  a  percentage of consideration received in a merger, acquisition, joint
venture,  debt or lease placement and similar transactions through May 31, 2001.
ANZA  valued  these options using the Black Scholes model at $3.14 per share for
total  consulting  expenses  of  $627,200 and amortized such an expense over the
course  of  the contract. As of July 31, 2001, entire value of this contract had
been  amortized.  In  April  2000,  the parties agreed to amend the agreement to
eliminate  the  fee based on a percentage of the consideration of a transaction,
and  to  grant  the  investment banker 200,000 shares of the Common Stock and to
cancel the options to purchase 200,000 shares. On August 7, 2001, ANZA agreed to
settle a dispute over the terms of the amendment by canceling the 200,000 shares
in  exchange  for  1,500,000  of ANZA's restricted common stock. ANZA valued the
additional  1,300,000  shares  at  $0.17  each and charged operations a total of
$221,000  as  a  non-recurring  settlement  loss.

<PAGE>

On  June  27,  2001, the Company entered into a global settlement agreement with
several  parties The following  reflects  the non-recurring charge to operations
associated  with  the  Global  Settlement  (note  16):

Value  of  1,500,000  shares  to  EMB                 $  229,500
Debt  and  interest  relief                             (168,006)
                                                       ----------
  Total  non-recurring  loss                          $   61,494
                                                       ==========


NOTE  14  -  INCOME  TAXES


At  April  30,  2002, ANZA had net operating loss carry-forwards for federal and
state  income tax purposes totaling approximately $6.2 million and $3.1 million,
respectively,  which for federal reporting purposes, begin to expire in 2011 and
fully  expire in 2022. For state purposes, the net operating loss carry-forwards
begin  to  expire in 2003 and fully expire in 2012. The utilization of these net
operating  losses  may  be  substantially  limited  by the occurrence of certain
events, including changes in ownership. The net deferred tax assets at April 30,
2002  and  2001,  before  considering  the effects of ANZA's valuation allowance
amounted  to  approximately  $2.4  million  and  $2.0 million, respectively. The
Company  provided an allowance for substantially all its net deferred tax assets
since  they are unlikely to be realized through future operations. The valuation
allowance  for net deferred tax assets increased approximately $321,000 and $1.3
million  during  the  years  ended April 30, 2002 and 2001, respectively. ANZA's
provision  for  income  taxes  differs  from  the  benefit  that would have been
recorded,  assuming  the federal rate of 34%, due to the valuation allowance for
net  deferred  tax  assets.

NOTE  15  -  SEGMENT  AND  OTHER  INFORMATION


Segments were determined based on services provided by each segment.  Accounting
policies  of  the  segments  are  the  same as those described in the summary of
significant  accounting  policies.  Performance  of the segments is evaluated on
operating income before income taxes, excluding reorganization and restructuring
charges,  unusual  gains  and  losses,  and  interest  expense.  For  the  years
ended  April 30, 2002 and 2001 management has provided the following information
with  respect  to  its  operating  segments  (in  thousands):


<PAGE>

<TABLE>
<CAPTION>
<S>                                         <C>                     <C>                           <C>
                                               Revenues:              Operating Income  (loss)         Assets
                                            2001     2002            2001        2002              2001     2002
                                            ----     ----            ----        ----              ----     ----


Loan  brokering-Corporate               $  3,612   $  7,646         $  (98)    $  653            $  535    $ 1,778
Loan  brokering-Net  Branches              6,947     17,958             25         67                92        293
Mortgage  banking                            218        351            (19)        34               357      1,012
Notary  Services                             188        348            (39)        12               217        213
REIT  Management                              10          9            (48)       (19)              251        251
Real  Estate  Brokerage                       17        310             --       (205)               --         10
                                         -------    --------       ---------   --------          -------    -------
                                       $  10,992    $26,622           (179)       542             1,452      3,557
                                         =======    ========


Amortization  and  impairment  of  goodwill                         (3,489)        --
Compensatory  stock                                                 (2,026)      (626)
Corporate                                                             (700)      (222)              154        219
                                                                   ---------   --------          -------    -------
Total                                                              $(6,394)  $   (306)          $ 1,606      3,776
                                                                   =========   ========          =======    =======
</TABLE>
<PAGE>



                                  ANZA  CAPITAL,  INC.
                    (formerly  e-NET  FINANCIAL.COM  CORPORATION)
                   Notes  to  Consolidated  Financial  Statements


The primary historical activities of AMRES has been brokering retail residential
real  estate  mortgages. AMRES commenced its mortgage banking division in fiscal
2001, which currently has $2,000,000 in warehouse lines (increased to $2,500,000
in  May  of  2002), and funds directly about 5% of the loans originated by AMRES
agents.  Loans  funded  are primarily second mortgages and subprime loans. AMRES
owns  and  operates  four  corporate-owned  branches  in Long Beach, Costa Mesa,
Riverside,  and Palmdale, California. The significant growth has been from their
branch  offices,  which are operated by managers for a profit. As of April 2002,
over  300  such  branches  were  producing  over  $75,000,000  in  monthly loans
(compared  with 140 branches and over $40,000,000 in monthly loans for the prior
period).

ExpiDoc  provides  a  loan  document  signing  service,  with available notaries
nationwide.  BravoRealty.com,  which  is  not  affiliated  with  the  now
non-operational  Bravo  Real  Estate, is an internet-based real estate brokerage
which began operations in January 2001. Bravorealty.com's business model targets
real estate agents as its customers and offers 100% commission retention for the
agent, while charging a minimal fixed fee per closed transaction. The operations
of  Titus  are  not  significant.


NOTE  16:  GLOBAL  SETTLEMENT


As  part  of  the acquisition of AMRES, Anza was obligated to file and prosecute
until  completion  a  registration  statement  with  the Securities and Exchange
Commission for the purpose of registering 7,500,000 shares of e-Net common stock
issued to EMB. The registration was not declared effective by the Securities and
Exchange  Commission.  Additionally,  Anza  was  obligated  to  pay  the  sum of
$4,000,000  under  the  terms  of  a  promissory  note  issued  to EMB, of which
$1,215,856,  including  interest,  was  outstanding  at  the  settlement  date.
Furthermore,  EMB  had an obligation of $485,446 to AMRES Holding LLC related to
the  acquisition  of  AMRES  by EMB prior to the year 2000. AMRES Holding LLC is
controlled  by  the  chief  executive  officer  of  ANZA.

In an unrelated transaction, Williams de Broe loaned the sum of $700,000 to EMB,
which  remained unpaid at the time of the Global Settlement.  In connection with
a  revision  of  the  agreement  between  EMB  and Williams de Broe ("WdB"), the
then-chairman  of  Anza  executed  a document on behalf of Anza in favor of WdB,
which WdB believed acted as a guarantee of EMB's obligation.  Anza disputed this
assertion.

In  order  to settle the outstanding disputes among all the parties, on June 26,
2001,  Anza  entered  into  a settlement agreement with EMB, AMRES Holding  LLC,
Vincent  Rinehart,  and Williams de Broe (the "Global Settlement"). As  part  of
the  Global  Settlement:

(i)     Anza  issued  to  EMB  1,500,000  shares  of  restricted common stock as
consideration  for  EMB's waiver of its registration rights for 7,500,000 shares
of  Anza  common stock already held by EMB.  The shares were valued at $0.14 per
share  based  on  a  10%  discount  from  the  closing  price on the date of the
agreement.  Anza  issued  to  EMB  a  promissory note in the principal amount of
$103,404,  which  represents  the  reduced  amount  due  to  EMB by Anza under a
promissory  note  previously  issued  in  connection with the AMRES acquisition,
after  giving  effect to a principal reduction offset for amounts owed by EMB to
WdB,  but  which  were  satisfied  by  Anza  and  a note issued by Anza to AMRES
Holdings,  LLC to settle an acquisition obligation of EMB (see below).  The note
bears interest at the rate of 10% per annum and is convertible into common stock
of  Anza.  See  Note  12  for  further  discussions  of  this  note.


(ii)    Anza  issued  to  Williams  de  Broe  ("WdB")  3,000,000  shares  of
restricted common stock valued at $459,000 as consideration for WdB's release of
all  claims  against  Anza  arising  under  the  purported  guarantee  of  EMB's
obligation  to  WdB  by Anza.  The parties agreed that the amount be credited as
additional  consideration  to  apply  to  the  EMB  notes  payable.

<PAGE>

(iii)   EMB  acknowledges  its  obligations  to  pay  all  outstanding  leases
covering  equipment  and/or  furniture  now  in  the  possession  of  Anza  as
contemplated  by  the  agreement.

(iv)    EMB  assigned  its  rights  of  a  portion  of  Anza's  note  payable
totaling  $485,446  to  AMRES Holdings LLC, owned by Vincent Rinehart.  The note
bears interest at 10% per annum.  This note is convertible into shares of common
stock  based  on  80%  of the closing stock price on the date of the conversion.
The  Company  assigned  a  value  of  approximately  $60,681  to  the beneficial
conversion  feature  imbedded  in  this  note.  The  entire  principal  balance,
together  with  accrued interest, shall be due and payable, in full, on December
15,  2002.

(v)     EMB  forgave  principal  and interest totaling $168,006.  The balance of
$103,404  convertible  notes  was issued, bearing interest at 10% per annum. The
note  had a mandatory conversion into ANZA's common stock on December 15,  2001,
which  was  never  enforced.  On  January  17, 2002, EMB sold this note to AMRES
for  $40,000  of  which  $25,000  has  been  tendered.  See  Note  13.

The  following  reflects  the  reduction  of the note payable to EMB as follows:

     Note  payable                                    $1,055,000
     Accrued  interest                                   160,856
                                                      -----------
     Total  due  EMB  prior  to  settlement            1,215,856
     Less:
          Value  of  3,000,000  shares  to  WdB         (459,000)
          Payable  to  AMRES  Holdings,  LLC            (485,446)
          Debt  and  interest  relief                   (168,006)
                                                      -----------
          Balance  due  EMB  after  settlement        $  103,404
                                                      ===========


The  following  reflects  the non-recurring charge to operations associated with
the  Global  Settlement:

Value  of  1,500,000  shares  to  EMB                 $  229,500
Debt  and  interest  relief                             (168,006)
                                                       ----------
  Total  non-recurring  loss                          $   61,494
                                                       ==========


NOTE  17    FORMATION  OF  ANZA  PROPERTIES,  INC.

Also  on  June  27,  2001,  in  transactions  related  to  the  agreements  with
Laguna  Pacific,  ANZA  formed a wholly-owned subsidiary, Anza Properties, Inc.,
a  Nevada  corporation  ("Anza  Properties")  capitalized  with $75,000 from the
proceeds  of  the  bridge  loan.  The  Company:

(i)    executed  a  bond term sheet with Anza outlining the proposed terms of an
offering  to  raise  up  to  $5,000,000.  The  purpose  of  this offering was to
obtain  capital  on  behalf  of Anza Properties to acquire income producing real
estate.  The  offer  was  terminated  in  March  2002.

(ii)   entered  into  an  employment  agreement  with  Thomas  Ehrlich. In March
2002,  Thomas  Ehrlich  died and management has no intention to replace him. The
employment  agreement  provided for a salary of $20,000 per month and options to
acquire  up to 2,000,000 shares of Anza common stock at the closing price on the
date  of  the Option Agreement, vesting equally over the 12 months following the
date  of  the  Employment  Agreement,  and  exercisable  only  in the event Anza
Properties  was  successful in raising a minimum of $2,000,000 in a contemplated
$5,000,000  bond  offering.  The  options  were  effectively  cancelled.  No
compensation  expense  was  recorded  as  part  of the options granted since the
contingency  to  raise  capital  was  not  met.

(iii)   entered  into  a  consulting  agreement  with  Lawrence  W.  Horwitz  to
provide  legal  services  to  Anza.  The  agreement  provides  for  compensation
of  $20,000  to  be  paid  on  its  date of execution, and $5,000 per month  for
eight  months  beginning  September  1,  2001, guaranteed by Anza.  In addition,
Anza  executed  a Stock Option Agreement which entitled Horwitz to acquire up to
1,000,000  shares  of  Anza common stock on terms identical to those of Ehrlich,
described  above.  The  options  were  canceled  at  the  same time as Ehrlich's
options.  No  compensation  expense  was recorded as part of the options granted
since  the  contingency  to  raise  capital  was  not  met.

<PAGE>

(iv)    entered  into  an  operating  agreement  with  Anza  concerning  the
operations  of  Anza  Properties,  Inc.  The  agreement  specifies  in  material
part  that  Vince  Rinehart  will  be the President of Anza Properties, that Mr.
Rinehart  and Mr. Ehrlich will be the directors, that the signatures of both Mr.
Rinehart and Mr. Ehrlich will be required on all checking accounts, and that the
assets  of  Anza  Properties  cannot  be  encumbered without the express written
consent  of  Mr.  Rinehart  and  Mr.  Ehrlich.

The  purpose  of  Anza  Properties  was  primarily  to  improve the net worth of
e-Net  by  acquiring  income  producing  real  estate.  Due  to the death of Mr.
Ehrlich  in  March 2002, all operational and fundraising efforts associated with
Anza  Properties  have  been  permanently  discontinued.

NOTE  18:  LIQUIDITY  AND  MANAGEMENT'S  PLANS


ANZA  incurred  a  net  loss of $6,573,527 in fiscal 2001. Such losses include a
non-recurring  impairment  of  Titus  goodwill  and  a non-recurring loss on the
rescission of LoanNet. Cash flows used in operating activities were $894,143. In
fiscal  2002,  ANZA's net losses were reduced to $442,713. As of April 30, 2002,
ANZA  had limited working capital of $315,034 and had no significant commitments
for  additional working capital. These factors raise substantial doubt about the
Company's  ability  to  continue  as  a  going  concern.

ANZA  has  generated  a  small  net  profit  during  the third and fourth fiscal
quarters of 2002. Such profitability has continued in May and June 2002. In July
2002,  ANZA paid its $200,000 bridge loan, plus interest of $9,000, through cash
primarily  generated  from  operating  activities.

Although management has reduced its net losses in fiscal 2002, and has generated
net  income  subsequent  to  April  30,  2002,  due to a strong mortgage finance
market,  there  remains  substantial doubt about ANZA's ability to continue as a
going  concern  as  a  result  of  the liquidity issues described above.  ANZA's
continued  growth  is  dependent on a favorable residential loan origination and
refinancing  market,  and  management's  ability  to  attract  new  branches and
employees.  Increases in interest rates on residential mortgages may slow ANZA's
growth.  Management  believes that base rates of interest will remain relatively
stable  over the next twelve months.  Management believes a stable interest rate
environment  will  enable  them to continue ANZA's growth in fiscal 2003.  There
are  no assurances that interest rates and, ultimately, the residential mortgage
finance  market,  will  remain  favorable  to  ANZA's  business  climate.

Management's  plans  with  respect to these matters are to continue to carefully
monitor  ANZA's  operating  costs  in  fiscal  2003,  increase  revenues through
increases  in AMRES branches, and to generate consistent cash flows on a monthly
basis. Management has not aggressively pursued capital raising activities due to
high  costs of capital. Management will only seek financing alternatives, if the
cost  of  such  financing is in the best interests of ANZA, or in the event ANZA
has  an  immediate  need  for  working  capital.  Management believes that their
actions  will  continue  to  afford  ANZA the ability to fund its operations and
service  its  obligations  primarily  through  the cash generated by operations.
However, there are no assurances that ANZA will continue to experience growth or
profitably.  No  adjustments  have  been made to the carrying value of assets or
liabilities  as  a  result  of  the  uncertainty  about  ANZA's  liquidity.


NOTE  19:  SUBSEQUENT  EVENTS

On May 10, 2002, the Company issued 30,000 shares of its restricted common stock
to  an  employee  as  an  incentive.

On  May  14,  2002,  Class  C  Preferred stockholders exercised their option and
converted  299  shares  of  Class  C  Preferred  stock  into 1,189,931 of ANZA's
restricted  common  stock.  The  number  of  shares received upon conversion was
determined based on the conversion discount specified in the agreement of 17.5%,
taking  into  account  the  dividends,  which  were due on the Class C Preferred
shares.  The beneficial conversion feature embedded in the Class C Preferred was
originally  charged  to ANZA's accumulated deficit at the date of issuance since
the  right  to  convert  into  common  stock  at  a  discount was the same date.

See  Note 9 for repayment of the bridge loan totaling $200,000, plus interest of
$9,000.

<PAGE>