0.

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                                    FORM 10-K

       FOR ANNUAL AND TRANSITION REPORTS PURSUANT TO SECTIONS 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

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

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

        For the fiscal year ended December 31, 2000
                                       OR

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

        For the transition period from _____to_____

Commission file no.0-15152

                                 FIND/SVP, INC.
           ----------------------------------------------------------
             (Exact name of Registrant as specified in its charter)

           New York                                  13-2670985
      -----------------------                        -------------------
      (State or other jurisdiction                   (I.R.S. employer
      of incorporation or organization)              identification no.)

625 Avenue of the Americas, New York, NY  10011
---------------------------------------------------
(Address of principal executive offices) (Zip code)

Registrant's telephone number, including area code:  (212) 645-4500

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

Securities registered pursuant to Section 12(g) of the Act: Common Stock, par
value $.0001 per share

                                 Title of Class
                         ******************************

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

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

              YES                             NO     X
                 ------------------             ----------------
         -------------------------------------------------------------

As of March 1, 2001 the  aggregate  market  value of the  voting  stock  held by
non-affiliates of the registrant was $3,069,032.00.

As of March 1, 2001  there  were  7,605,943  shares of Common  Stock,  par value
$.0001 per share, outstanding.

                       DOCUMENTS INCORPORATED BY REFERENCE

         Not applicable.


                                       1
<PAGE>



                                     PART I

                                     ITEM 1

                                    BUSINESS

GENERAL

         FIND/SVP, Inc. ("FIND/SVP" or the "Company") provides broad consulting,
advisory and business intelligence services substantially by telephone primarily
to executives and other decision-making  employees. The Company's strategy is to
build a base of  regular  clients  who will  utilize  the  Company's  people and
resources for their research, business intelligence and information needs.

         The Company was formed under the laws of New York in 1969. In 1971, the
Company became  affiliated  with SVP  International  S.A. ("SVP  International")
through a licensing  agreement  which gave the Company the right to the SVP name
and provided  access to the  resources of what is  currently 15  additional  SVP
affiliated companies located around the world.

         Through its Quick  Consulting and Research  Service  ("QCS"),  FIND/SVP
provides retainer clients with access to the subject and technical  expertise of
its staff as well as the resources of a large  information  center.  Within each
retainer client's organization,  specific individuals receive a Membership Card,
which  entitles  them to make  requests via the  telephone  and the Internet for
consultation  and research  assistance.  In response,  the staff of QCS provides
customized answers in rapid turnaround time,  generally within two business days
or less of the request.  The QCS service is  positioned  to be an  indispensable
daily  partner  for  decision-makers  by  providing,  on  a  retainer  basis,  a
cost-effective  "quick  consulting"  service  accessible  by  telephone  or  the
Internet.  The service is designed to be a valuable resource to small and medium
sized  corporations that do not maintain in-house  information  centers and as a
supplement to in-house resource centers of large  corporations.  At December 31,
2000, there were 1,907 QCS retainer clients and 11,460  Membership  Cardholders.
The Company intends to seek to expand its base of QCS retainer  clients,  and to
offer these  clients an expanded  array of business  intelligence,  research and
advisory  services.  The Company's Live AnswerDesk offers immediate,  on-demand,
question  answering and personal  search  assistance  from live  experts.  It is
designed  as a way to enhance  the  loyalty of the  members of various  consumer
groups. The Company also produces The Information Advisor newsletter.

         In addition to QCS, the Company offers the market research  services of
its  Strategic  Consulting  and Research  Group  ("SCRG"),  which is designed to
handle  more   extensive,   in-depth  custom  market  research  and  competitive
intelligence  requests,  as well as customer  satisfaction and loyalty programs.
The QCS and SCRG  businesses  represent  the core  competencies  of the Company,
which is to provide the expertise of its staff in an on-demand,  consulting  and
business advisory relationship with small, medium and large sized corporations.

         FIND/SVP's  research  resources  include access to approximately  4,000
computer databases and subscription-paid  web sites,  approximately 8,000 of its
own files  organized  by subject  and by  company,  current  and back  issues of
approximately  1,500 periodicals and journals and approximately  5,000 books and
reference works. Through a licensing  agreement,  the Company is associated with
the international SVP network of companies and correspondents  providing similar
services.  This enables  FIND/SVP to obtain  information  through  approximately
1,000 additional consultants in the SVP worldwide network.


                                       2
<PAGE>

SERVICES AND PRODUCTS

         The Company's  services and products  offer business  executives  fully
integrated research, business intelligence and management advisory services in a
broad range of industries and disciplines. The Company provides services to help
clients acquire, interpret and use knowledge.

         FIND/SVP's  research  resources at December 31, 2000 include a staff of
85 consultants and researchers in its QCS and SCRG divisions, a reference center
which contains  approximately 8,000 of its own subject and company files, access
to  approximately  4,000  computer   databases,   current  and  back  issues  of
approximately  1,500 titles,  and approximately 5,000 books and reference works,
and a field  investigation team with entree into public and private libraries in
the New York area. Through a licensing agreement, the Company is associated with
the international SVP network of companies and correspondents,  which enables it
to obtain information worldwide. See "SVP Network;  Licensing Agreement With SVP
International."  The materials used in the generation of the Company's  services
and products are updated and checked by staff  members.  The Company has its own
training program in which its employees participate.

      SERVICES

         QUICK  CONSULTING AND RESEARCH  SERVICE  ("QCS").  QCS provides clients
with access to the staff and  resources  of a large  information  center,  which
seeks to handle research inquiries and requests for business assistance in rapid
turnaround time. Through QCS, the Company is in the business of providing,  on a
volume  basis,  customized  answers to business  questions  on a wide variety of
topics.  The  service  is  offered  only on a retainer  basis.  Retainer  client
organizations  pay in  advance,  either  monthly,  quarterly,  semi-annually  or
annually, a retainer fee. In return, the client organizations receive Membership
Cards for their designated executives or employees. The Membership Card entitles
each cardholder to use QCS and also offers preferential use of, and/or discounts
on, the Company's other services and products. The Company has several fixed and
adjustable fee retainer programs in effect.  Out-of-pocket  expenses incurred to
answer questions are invoiced in addition to retainer fees.

         Retainer  clients call FIND/SVP with their business issues and research
needs,  give their card number and explain their request to consultants  who are
divided into the following six practice groups and three support teams:

         PRACTICE GROUPS:

         (1) THE  CONSUMER  PRODUCTS  AND  SERVICES  GROUP  is  responsible  for
         research on retailing  and apparel,  home  furnishings,  cosmetics  and
         toiletries,  food and beverages,  media and entertainment,  publishing,
         sports  and  leisure,  education,   philanthropy,   restaurants,   food
         services, household products, appliances and furniture;

         (2)  THE  TECHNOLOGY,   INFORMATION  AND  COMMUNICATIONS  GROUP  covers
         computers,   software,  electronic  media  and  office  equipment,  and
         provides expert help with Internet research, hands-on training, on-site
         seminars,  competitive intelligence,  Web marketing/trends and Internet
         user demographics.

         (3) THE  HEALTHCARE  AND  PHARMACEUTICALS  GROUP  covers  products  and
         services  manufactured  by and  marketed to  businesses  in  healthcare
         fields,  including  pharmaceuticals,  medical and diagnostic equipment,
         biotechnology, health resources and clinical information;


                                       3
<PAGE>

         (4) THE  FINANCIAL  AND BUSINESS  SERVICES  GROUP  handles  requests on
         banking,   insurance,   mergers  and  acquisitions,   real  estate  and
         mortgages,   the  securities  and   investment   industries,   customer
         satisfaction  and  corporate  management  theory,  and provides  credit
         reports on specific  companies and Securities  and Exchange  Commission
         documents on public companies;

         (5) THE INDUSTRIAL  PRODUCTS AND SERVICES  GROUP covers  manufacturing,
         energy,  chemicals,  plastics,  pulp  and  paper,  metals  and  mining,
         transportation, environment, construction and agriculture; and

         (6) THE MANAGEMENT  ADVISORY GROUP handles  requests on legal research,
         human resources research and accounting and tax issues;

         SUPPORT TEAMS:

         (1)  THE   INTERNATIONAL   TEAM   addresses   executive's   needs   for
         international   finance  and  trade,   global   corporate   competitive
         intelligence and worldwide management strategies;

         (2)  THE  DOCUMENTS  TEAM  locates  and  obtains  copies  of  articles,
         documents, patents, books, pamphlets, catalogs, conference proceedings,
         government reports and product samples; and

         (3) THE MARKETING  TEAM covers  direct  marketing,  advertising,  sales
         promotions and demographics.

                  Client  cardholders  discuss  their  research  needs  with the
Company's  consultants and may obtain  assistance in formulating their requests.
After the request has been  clarified,  FIND/SVP's  specialists  find the needed
information  using a combination  of the Company's  available  resources.  After
reviewing the findings, the consultants select what appears most relevant to the
client's  need,   and  report  the  findings,   with   commentary,   as  needed.
Documentation  of the  findings can be sent by any one or a  combination  of the
following methods:  facsimile,  courier, messenger, mail or electronic mail. QCS
allows  customers to benefit from a fast,  convenient  and  confidential  way to
gather  knowledge and use the multitude of research  resources  available today.
Cardholders may ask questions on virtually any subject.

         Those  requests  requiring  business  intelligence  from  overseas  are
answered by one or more of the information centers in 15 SVP companies worldwide
or by using special SVP  correspondents in selected  countries where no official
SVP company exists.

         QCS  is  designed  to  handle  client  questions  requiring  less  than
approximately three hours of actual staff time. These are automatically  covered
by the retainer fee.  Requests  requiring a more  extensive  search or a lengthy
written  report are not covered by the QCS retainer  program and are referred to
the Company's Strategic Consulting and Research Group to be handled separately.

         QCS  activity is tracked and  controlled  by a  proprietary  management
information    system   called   QUESTRAC,    which   uses   recently   upgraded
state-of-the-art  software  technology.  The  program  is based on the  know-how
provided  by SVP  France,  the  founders  of the SVP  concept of quick  business
advisory  services by  telephone.  Input into the  QUESTRAC  system  provides an
exclusive and confidential  database of information  about each client,  and the
information requested and handled for clients.

         At  December  31,  2000,  there were  1,907  retainer  clients,  a 4.9%
decrease from December 31, 1999, and 11,460  holders of the Membership  Card, an
11.6%  decrease  from  December  31, 1999.  During 2000,

                                       4
<PAGE>

monthly fees billed to retainer clients (the retainer base) increased by 5.0% to
$1,583,308.  Approximately  50% of the top Fortune 100 industrial  companies are
QCS retainer clients.  Revenues generated by QCS represented 82%, 82% and 74% of
the Company's  total  revenues for the years ended  December 31, 2000,  1999 and
1998, respectively.

         LIVE ANSWERDESK ("LAD").  LAD provides immediate,  on-demand,  question
answering and personal search assistance from live experts.  It is designed as a
way to enhance the loyalty of the members of various consumer  groups.  Revenues
generated by LAD  represented  1.0% of the Company's total revenues for the year
ended  December  31, 2000,  and less than 1.0% for the years ended  December 31,
1999 and 1998.

         STRATEGIC  CONSULTING AND RESEARCH GROUP ("SCRG").  SCRG is designed to
handle  more  in-depth  custom  market  research  and  competitive  intelligence
assignments.  The  service  is most  often used by the  Company's  QCS  retainer
clients  as a  supplement  to that  service.  Common  project  requests  include
customized  market  and  industry  studies,   telephone   surveys,   competitive
intelligence  data-gathering and analysis  assignments,  acquisition studies and
large  information  collection  projects.  Additionally,  through  the  Customer
Satisfaction and Loyalty Group, SCRG provides customer  satisfaction and loyalty
programs.  Through SCRG, the Company provides research as well as interpretation
and analysis. All projects are quoted in advance and billed separately. Revenues
generated by SCRG  represented  16%, 17% and 17% of the Company's total revenues
for each of the years ended December 31, 2000, 1999 and 1998, respectively.

      NON-CONTINUING PRODUCTS AND SERVICES

         In July 1998, the Company  completed the sale of  substantially  all of
the assets of FIND/SVP Published Products,  Inc. ("Published Research") pursuant
to an Asset Purchase Agreement dated as of June 26, 1998. The Company recorded a
$20,000 gain related to this sale.  Revenues generated from divested  activities
represented  9% of the Company's  total revenues for the year ended December 31,
1998.

      POTENTIAL RELATED SERVICES AND PRODUCTS

         The Company  plans to expand its services  through  continued  internal
development  during  2001.  This  includes  various  initiatives  aimed  at both
business-to-business  and  consumer  users of the  Internet.  Additionally,  the
Company will consider exploring  possible alliances with and/or  acquisitions of
consulting,  research or  information  properties  and  companies  whose primary
markets are the same as  FIND/SVP's  market and which would be  accretive to the
Company's  earnings.  There are no commitments or  understandings in this regard
and no  assurance  can be  given  that the  Company  will in fact  conclude  any
acquisitions or internally develop any related services. The foregoing plans are
subject to, among other things, the availability of funds for these purposes.

SVP NETWORK; LICENSING AGREEMENT WITH SVP INTERNATIONAL

         Through   licensing   agreements   with   SVP   ("S'il   Vous   Plait")
International,  16 companies (the "SVP companies"),  including FIND/SVP, form an
international network of information centers. Since each SVP company is based in
a different country, the network has provided the means by which the Company can
obtain  international  information  requested  by its  clients  which it may not
maintain in its library or have access to if  generated by or located in another
country.  When an SVP company  accesses  the  information  center of another SVP
company it is charged a fee for the services provided thereby.  Each SVP company
is linked to the SVP network primarily by virtue of its licensing agreement.  In
1971, the Company  entered into its licensing  agreement with SVP  International
(formerly SVP Conseil), which was amended in 1981,

                                       5
<PAGE>

and obtained the U.S.  rights,  in perpetuity,  to the SVP name and know-how and
access to the SVP International  network.  Pursuant  thereto,  SVP International
assisted in the  creation,  implementation,  development  and  operation  of the
Company. The Company has agreed,  pursuant to such licensing  agreement,  to use
its best efforts to have a person selected by SVP  International  elected to the
Board of  Directors  of the  Company;  pursuant to such  provision,  Brigitte de
Gastines, General Manager of SVP International, is also Chairperson of the Board
for the Company. In addition,  Jean-Louis Bodmer, Vice President-Finance and New
Technologies  for SVP Group and Eric  Cachart,  SVP Group's  Vice  President  of
Development and Client Services, are directors of the Company. Historically, SVP
International has engaged in periodic telephonic conversations and meetings with
the Company.  By virtue  thereof,  the Company has benefited  from  exchanges of
knowledge with SVP  International  with respect to any enhancements  made to SVP
International's  information  retrieval or billing systems or other  proprietary
know-how.

         During  the  first  quarter  of  1998,  SVP  International   (including
affiliates)  increased its ownership in the Company to approximately  37% of the
then outstanding common shares,  excluding outstanding  warrants,  from 18.7% of
the outstanding common shares,  excluding outstanding warrants.  Concurrent with
the  increased   ownership,   SVP   International   increased  their  management
involvement  in and  physical  presence at the Company  during  1998,  and it is
expected that this will continue into the future.  (See "Directors and Executive
Officers of the Registrant - Directors and Officers")

         The license agreement  provides that SVP International will not compete
with the Company in the United States or enter into any agreement or arrangement
with respect to services similar to those offered by the Company with any entity
which  operates or proposes to operate such services in the United  States.  The
Company,  in return,  agreed to pay SVP  International  royalties of $18,000 per
year,  plus 2% of the amount of  FIND/SVP's  gross  revenues for each such year,
excluding publishing revenues, derived from certain of its services in excess of
$2,000,000 but less than $4,000,000 and 1% of the amount of such  non-publishing
gross  revenues in excess of $4,000,000 but less than  $10,000,000,  and 1.2% of
the gross profit from all publications included in FIND/SVP's gross revenue less
than  $10,000,000 for such year.  Royalty expense to SVP  International  totaled
$118,000,  $119,000 and $126,000 for the years ended December 31, 2000, 1999 and
1998, respectively.

MARKETS AND CUSTOMERS

         The market for FIND/SVP's  services and products is comprised primarily
of business  executives in a variety of functions,  including top management and
marketing,  planning,  marketing research,  sales,  information/library,  legal,
accounting, tax and new products.  FIND/SVP's primary market, in terms of client
organizations,  consists of medium to small sized companies. Larger corporations
are, however, among the Company's clients. In certain cases, the service is sold
to more than one  department or division of a large  corporation.  The Company's
appeal to medium to small sized corporations is primarily based on the fact that
these companies do not ordinarily maintain their own research staff and resource
libraries  and  when  they do,  they  are  generally  not  comprehensive.  Large
corporations,  on the other hand,  often  maintain  in-house  resource  centers.
Consequently,  these  corporations  may  perceive the  Company's  QCS service as
unnecessary.  The Company believes,  however,  that in-house corporate libraries
are  generally  not as  comprehensive.  Therefore,  QCS  may be  perceived  as a
valuable supplemental resource. In addition, in-house centers are good prospects
for the  Company's  other  services.  Approximately  50% of the top  Fortune 100
industrial  companies are QCS retainer clients.  Overall,  the factors that will
affect the growth of the Company's potential market and its ability to penetrate
it include: (1) the market's perception of the need for and value of consulting,
business  intelligence  and  research  services;  (2) the  trends  in the use of

                                       6
<PAGE>

internal  information  centers and databases;  and (3) the Company's  ability to
extend its personal selling efforts throughout the country.

SALES AND MARKETING

         The  Company's  primary  marketing  focus is to expand its QCS retainer
client base.  In addition to  generating  revenues  from the QCS  services,  the
retainer  client  base  serves as a  ready-made  marketplace  for SCRG and other
potential  services of the Company.  QCS is marketed  through a  combination  of
advertising, direct mail, exhibits, sales promotion activities and the Company's
web site. Qualified leads are followed up by FIND/SVP's sales force. These leads
are  supplemented by referrals and cold-call  selling  efforts.  The cost of the
Company's advertising and public relations efforts is modest.

COMPETITION

         The Company faces  competition from three distinct  sources:  (1) other
research and information services,  (2) in-house corporate research centers, and
(3) institutions that sell information directly to end-users.

         The  Company  is aware of several  other  smaller  fee-based  on-demand
business information services in the United States. The Company believes that of
these  companies  it is the  largest in terms of revenues  and staff  size.  The
Company believes that the competition may be more significant from organizations
such as Arthur D. Little,  Stanford Research Institute and The Conference Board,
which  have  research  capabilities  with  call-in-service  for  reference  type
questions. To date, however, the call-in-service feature has not been emphasized
by these  companies.  Although  the  Company is not aware of direct  competitive
companies  with larger  staffs and revenues,  there is no assurance  that as the
information  industry  expands,  more  competitive  companies will not enter the
market. In addition,  there is no assurance that a competitive  company will not
develop a superior product or service.  The Company believes,  however,  that by
reason of its experience in the industry,  its association  with the SVP network
and its intent to closely  monitor the consulting  industry,  it will be able to
compete effectively with any potential competitors.

         In-house corporate information and research centers present perhaps the
most   significant   source  of  competition   for  the  Company  today.   Large
corporations,  in an  effort to stay on top of the vast  amount  of  information
available,  began to develop  in  increasing  numbers,  in-house  libraries  and
information centers for their employees. While the Company believes that its own
information  center  serves the added  functions of analysis and  generation  of
information  and is larger and better staffed than a majority of these corporate
resource centers, there is no assurance that a significant number of these large
companies will choose to utilize the Company's services and products.

         The advent of on-line  databases,  the Internet and CD-ROM products has
increased  the ability of  companies to perform  information  searches and other
research for themselves. Consequently, to the extent companies perceive they can
directly access  information  from the Internet,  on-line  databases and acquire
CD-ROM  products,  FIND/SVP  competes with  information  producers  that sell to
end-users.  The  Company  believes,  however,  that its  consultants  deliver  a
value-added  service  based on their  technical  expertise  and their ability to
search more  information  products  more  quickly  than most end users,  thereby
delivering  a more  thorough  and  economical  service.  There is no  assurance,
however,  that  companies  which  develop  extensive  resource  centers will not
accordingly staff them with equally productive personnel.


                                       7
<PAGE>

EMPLOYEES

         As of December  31,  2000,  the Company  had 184  full-time  employees,
including 4 executive officers, 49 marketing and sales employees, 85 consultants
and research employees, and 46 administrative and general personnel.

         The Company's  ability to develop,  market and sell its services and to
establish and maintain its  competitive  position  will depend,  in part, on its
ability to attract and retain  qualified  personnel.  While the Company believes
that it has been successful to date in attracting  such personnel,  there can be
no assurance that it will continue to do so in the future.  The Company is not a
party to any collective bargaining  agreements with its employees.  It considers
its relations with its employees to be good.

                                     ITEM 2

                                   PROPERTIES

         At December 31, 2000, the Company has a lease on  approximately  32,000
square feet of office space at 625 Avenue of the Americas,  New York,  New York,
which  became the main  offices of the Company in 1987.  The lease is subject to
standard  escalation  clauses,  and  expires in June  2005.  Basic  annual  rent
expense,  determined on the  straight-line  basis over the term of the lease, is
approximately $694,000.

         The Company has additional leased office space for approximately 20,000
square  feet at 641  Avenue of the  Americas,  New York,  New York.  Such  lease
arrangements  are subject to  standard  escalation  clauses,  and expire in June
2005. Basic annual rent expense,  determined on the straight-line basis over the
term of the lease, is approximately $497,000.

                                     ITEM 3

                                LEGAL PROCEEDINGS

         None.



                                     ITEM 4

               SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

         None.



                                       8
<PAGE>
PAGE>


                                     PART II

                                     ITEM 5

                      MARKET FOR REGISTRANT'S COMMON EQUITY

                         AND RELATED STOCKHOLDER MATTERS

PRICE RANGE OF COMMON STOCK

         The  Company's  common  stock,  par value  $.0001  per  share  ("Common
Stock"),  is traded on the NASDAQ Small Cap Market under the symbol "FSVP".  The
following  table sets forth the high and low closing  sale prices for the Common
Stock for the periods indicated.

Price Range                 High             Low
-----------                 ----             ---

2000
----
1st Quarter                 4.0310           2.1880
2nd Quarter                 2.6250           1.0000
3rd Quarter                 1.2500           0.9380
4th Quarter                 1.0000           0.5310

1999
----
1st Quarter                 1.7813           0.7500
2nd Quarter                 1.0000           0.5938
3rd Quarter                 1.5625           0.7188
4th Quarter                 2.0625           0.7500

         On March 1, 2001, there were approximately 836 holders of record of the
Common Stock. Such numbers do not include shares held in "street name."

         By letter dated  November 13, 2000, the Company  received  notification
from the NASDAQ  Stock  Market,  Inc.  ("NASDAQ")  that the  Company  was not in
compliance with NASDAQ's $1.00 minimum bid price requirement;  the shares of the
Common  Stock  having  closed  below the  minimum  bid price for 30  consecutive
business  days.  To regain  compliance  with this  standard the Common Stock was
required  to have a  closing  bid price at or above  $1.00  for ten  consecutive
trading  days  within  the  90-calendar  day  period  following  the  advent  of
non-compliance.  The  Company's  Common Stock did not meet the minimum bid price
requirement  within that  period.  The Company  requested a hearing with NASDAQ,
which hearing was held on March 22, 2001.

         The Company's failure to meet NASDAQ's  maintenance criteria may result
in the  discontinuance  of the inclusion of its  securities  in NASDAQ.  In such
event,  trading,  if any, in the securities may then continue to be conducted in
the non-NASDAQ  over-the-counter  market in what are commonly referred to as the
electronic  bulletin board and the "pink sheets".  As a result,  an investor may
find it more difficult to dispose of or to obtain accurate  quotations as to the
market value of the securities.  In addition,  the Company would be subject to a
Rule promulgated by the Securities and Exchange  Commission that, if the Company
fails  to meet  criteria  set  forth  in such  Rule,  imposes  various  practice
requirements  on  broker-dealers  who sell  securities  governed  by the Rule to
persons other than  established  customers and accredited  investors.  For these
types  of  transactions,  the  broker-dealer  must  make a  special  suitability
determination  for the  purchaser  and have  received  the  purchaser's  written
consent to the transactions  prior to sale.



                                       9
<PAGE>

Consequently,   the  Rule  may  have  an  adverse   effect  on  the  ability  of
brokers-dealers  to sell  the  securities,  which  may  affect  the  ability  of
shareholders to sell the securities in the secondary market.

DIVIDEND HISTORY AND POLICY

         The  Company  has never paid cash  dividends  on its  Common  Stock and
anticipates  that,  for the  foreseeable  future,  it will  continue to follow a
policy of retaining  earnings to finance the  expansion and  development  of its
business. The Company's debt agreements restrict the payment of dividends.







                                       10
<PAGE>


                                     ITEM 6

                             SELECTED FINANCIAL DATA

         The  following  financial  data set  forth  below is  derived  from the
consolidated financial statements of the Company.

STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                             Years Ended December 31
                                                             -----------------------
                                                             (in thousands, except per share amounts)
                                                    2000           1999          1998          1997          1996
                                                    ----           ----          ----          ----          ----
<S>                                              <C>            <C>           <C>           <C>           <C>
Revenues                                         $23,800        $22,738       $28,175       $32,027       $30,525
Operating (Loss) Income                            (753)            348         1,329       (3,136)         (824)

Net (Loss) Income                                  (535)            883           756       (2,852)         (719)

Net (Loss) Income  Per Share:
     Basic                                         (.07)            .12           .11         (.43)         (.11)
     Diluted                                       (.07)            .12           .11         (.43)         (.11)

 Weighted Average Number of Shares:
     Basic                                         7,450          7,121         7,094         6,593         6,434
     Diluted                                       7,450          7,213         7,100         6,593         6,434

 Cash Dividends Paid Per
    Common Share                                       -              -             -             -             -
</TABLE>


BALANCE SHEET DATA

<TABLE>
<CAPTION>
                                                               December 31
                                                               -----------
                                                               (in thousands)
                                                2000           1999           1998          1997           1996
                                                ----           ----           ----          ----           ----
<S>                                           <C>            <C>            <C>           <C>            <C>
Working Capital (Current assets
   less current liabilities)                  $1,587         $2,699         $2,569        $1,016         $3,930
Total Assets                                  10,783         11,278         11,899        12,481         12,946
Long-Term Notes Payable
   excluding current amounts                   1,685          3,039          3,523         3,801          3,826
Shareholders' Equity                           3,992          3,889          2,988         1,218          4,059
</TABLE>


                                       11
<PAGE>


                                     ITEM 7

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF

                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

     RESULTS OF OPERATIONS

GENERAL

         FIND/SVP,  Inc.  provides a broad  consulting,  advisory  and  business
intelligence service to executives and other decision-making employees of client
companies,  primarily  in the United  States.  The  Company  currently  operates
primarily in two business segments,  providing  consulting and business advisory
services  including:  the Quick  Consulting and Research  Service  ("QCS") which
provides  retainer  clients with access to the expertise of the Company's  staff
and  information   resources  as  well  as  Live  AnswerDesk   services  ("Quick
Consulting");  and the Strategic  Consulting  and Research  Group ("SCRG") which
provides  more  extensive,  in-depth  custom  market  research  and  competitive
intelligence information,  as well as customer satisfaction and loyalty programs
("Strategic  Consulting").  Prior to the third quarter of 1998,  the Company had
one additional  significant operating segment,  Published Research Products. The
Company  considers  its  QCS and  SCRG  service  businesses,  which  operate  as
"consulting and business advisory" businesses, to be its core competency.

         The  Company  had an  operating  loss of  $753,000  for the year  ended
December 31, 2000 versus  operating  income of $348,000 and  $1,329,000  for the
years ended December 31, 1999 and 1998, respectively.  The net loss for the year
ended December 31, 2000 was $535,000  versus net income of $883,000 and $756,000
for the years ended December 31, 1999 and 1998, respectively.

         Revenues  for  2000  were   $23,800,000  and  revenues  for  1999  were
$22,738,000.  On a  comparable  basis,  1999  revenues  were  $22,647,000  after
deducting  revenues of $91,000 related to the sold Published  Research  business
unit.  The  increase in  comparable  revenues was a result of an increase in the
Company's  retainer  base  (recurring  monthly  income) in 2000,  coupled with a
significant increase in LAD revenues.  This was partially offset by a decline in
SCRG revenues for the year.  Revenues for 1999 were $22,738,000 and revenues for
1998 were  $28,175,000.  On a comparable  basis,  1998 revenues were $25,500,000
after deducting  revenues of $2,700,000  related to the sold Published  Research
business unit.  The decline in comparable  revenues was a result of a decline in
the Company's retainer base in late 1998 and early 1999.

         Net  income  in  1999  was  positively  affected  by a  pretax  gain of
$1,200,000  (approximately  $672,000 after tax)  resulting from a  collaboration
agreement  between  FIND/SVP  and  idealab!,  a leading  creator and operator of
Internet businesses, to develop find.com, a new Internet site.

         Selling,  general and administrative expenses were $12,426,000 in 2000,
an increase of $1,579,000 over 1999.  Direct costs (those costs directly related
to  generating  revenue,  such as direct labor,  expenses  incurred on behalf of
clients and the costs of electronic  resources and databases) in 2000 were 51.0%
of  revenue  as  compared  to  50.8%  for the  year  ended  December  31,  1999.
Additionally, selling, general and administrative expenses were 52.2% of revenue
for 2000 as compared to 47.7% for the year ended  December 31, 1999.  Both total
selling,  general and administrative expenses and total direct costs, as well as
these costs as a percentage  of revenue,  increased  primarily  due to increased
labor costs and increased  marketing and selling costs, as well as the Company's
emphasis on increasing retainer revenue.


                                       12
<PAGE>

SEGMENT REPORTING

       The Company operated in two segments during 2000 and 1999. Prior to that,
       the Company had one additional segment. Segment data , which is useful in
       understanding results, is as follows:
<TABLE>
<CAPTION>
----------------------------------------------------------------------------------------------------------------------
(in thousands)                                                                     YEARS ENDED DECEMBER 31,
                                                                                   ------------------------
                                                                          2000                1999              1998
                                                                          ----                ----              ----
<S>                                                                      <C>                <C>               <C>
REVENUES
   Quick Consulting                                                      $ 19,930           $  18,851         $ 20,714
   Strategic Consulting                                                     3,870               3,887            4,743
   Published Research Products                                                --                  --             2,718
                                                                   ---------------------------------------------------
      Total revenues                                                     $ 23,800           $  22,738         $ 28,175
                                                                   ===================================================

OPERATING (LOSS) INCOME
   Quick Consulting (1)                                                  $  4,545           $   4,680         $  5,965
   Strategic Consulting                                                       (58)                156              403
   Published Research Products                                                --                   --               16
                                                                   ---------------------------------------------------
     Segment operating (loss) income                                        4,487               4,836            6,384
   Corporate and other (2)                                                 (5,318)             (3,664)          (5,423)
                                                                   ---------------------------------------------------
     (Loss) income before (benefit) provision  for income taxes          $   (831)           $  1,172         $    961
                                                                   ===================================================

DEPRECIATION AND AMORTIZATION
   Quick Consulting                                                      $    583           $     520         $    440
   Strategic Consulting                                                        68                  69               61
   Published Research Products                                                 --                  --               96
                                                                   ---------------------------------------------------
      Total segment depreciation and amortization                             651                 589              597
   Corporate and other                                                        531                 516              547
                                                                   ---------------------------------------------------
      Total depreciation and amortization                                $  1,182             $ 1,105         $  1,144
                                                                   ===================================================

TOTAL ASSETS
   Quick Consulting                                                      $  3,406             $ 3,352
   Strategic Consulting                                                       843                 735
   Published Research Products                                                 --                  --
                                                                   ----------------------------------
      Total segment assets                                                  4,249               4,087
   Corporate and other                                                      6,534               7,191
                                                                   ----------------------------------
      Total assets                                                       $ 10,783            $ 11,278
                                                                   ==================================

CAPITAL EXPENDITURES
   Quick Consulting                                                      $    160           $     218         $    478
   Strategic Consulting                                                        30                  25               74
                                                                   ---------------------------------------------------
      Total segment capital expenditures                                      190                 243              552
   Corporate and other                                                        380                 429               66
                                                                   ---------------------------------------------------
      Total capital expenditures                                         $    570           $     672         $    618
                                                                   ===================================================
</TABLE>

(1)  Operating   income  for  the  year  ended  December  31,  1998  includes  a
restructuring charge for severance and related costs of $321,000.

(2) Includes interest income, other income, gain on sale of net assets, interest
expense and other expense.

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

                                       13
<PAGE>


PRODUCT AND SERVICE REVENUES

         The  Company's   revenues   increased  by  $1,062,000  or  4.7%,   from
$22,738,000  in 1999 to  $23,800,000  in 2000 and  decreased by  $5,437,000,  or
19.3%, from $28,175,000 in 1998 to $22,738,000 in 1999. The increase in 2000 was
due to an increase in QCS and LAD  revenues,  partially  offset by a decrease in
SCRG revenues, as described below. The decrease in 1999 was primarily due to the
sale of Published  Research Products completed during the third quarter of 1998,
coupled  with a decline in revenues  in QCS and SCRG  during  1999 as  described
below.

           QCS revenues increased by $976,000, or 5.3%, from $18,576,000 in 1999
to $19,552,000 in 2000 and decreased by $2,137,000,  or 10.3%,  from $20,713,000
in 1998 to  $18,576,000  in 1999.  The increase  from 1999 to 2000 was due to an
increase in the average monthly fee paid by retainer  clients,  partially offset
by the decline in the number of  retainer  clients.  The monthly  fees billed to
retainer clients (the retainer base) increased from the beginning of 2000 to the
end of 2000 by 5.0% to $1,583,308.

         The decrease  from 1998 to 1999 was the result of a 0.9% decline in the
number of  retainer  clients  and a 12.8%  decline  in the  number  of  retainer
cardholders. The reduction in the retainer base was primarily due to an increase
in the number of rate reductions  granted to clients based on their recent usage
history, coupled with a slow-down in new retainer sales during 1998, as compared
to recent years.  The slow down in sales was due primarily to staff  turnover in
the  Business  Development  area  that  was  experienced  throughout  1998.  The
reduction in the retainer base began during the third quarter of 1998,  and this
was the first time in the  Company's  history that there had been a reduction in
the retainer base during a full calendar year. The decline continued through the
first  quarter of 1999 and, on a dollar value basis,  was reversed in the second
quarter of 1999.  The Company  experienced  a growth in the dollar  value of the
retainer  base in both the third and fourth  quarters of 1999,  and for the full
year ended  December 31, 1999. As a result,  the monthly fees billed to retainer
clients (the retainer  base)  increased from the beginning of 1999 to the end of
1999 by 2.5% to $1,507,782.  However, until the retainer base is brought back to
previous  levels  attained in 1998,  retainer  revenue in QCS will be lower.  In
1999,  QCS revenue was lower due to client  cancellations  exceeding  new client
acquisitions.

         LAD revenues  increased by  $179,000,  or 426.2%,  from $42,000 in 1999
(the year the service began) to $221,000 in 2000.

         SCRG revenues decreased by $17,000, or 0.4%, from $3,887,000 in 1999 to
$3,870,000  in 2000  and by  $856,000,  or  18.1%,  from  $4,743,000  in 1998 to
$3,887,000 in 1999. The decrease from 1999 to 2000 was a result of a decrease in
sales leads due to employee  turnover.  The number of new projects  begun in the
last half of 2000 decreased as compared to those begun in the last half of 1999.
The decrease  from 1998 to 1999 was a  continuation  of the impact felt by staff
turnover in the second half of 1998.  During the fourth  quarter of 1998,  staff
turnover in SCRG slowed and since then has moderated.  As a result,  the Company
experienced  a decline in revenues  during the first two  quarters  of 1999,  as
compared to the like  quarters of 1998.  The Customer  Satisfaction  and Loyalty
Division  accounted for 13.6%,  22.7% and 28.9% of SCRG's revenue for 2000, 1999
and 1998, respectively.

         The Company  earned  $91,000 and $39,000 in royalties in 1999 and 1998,
respectively, from the sold Published Research unit.


                                       14
<PAGE>


DIRECT COSTS

         Direct costs (those costs directly related to generating revenue,  such
as  direct  labor,  expenses  incurred  on behalf  of  clients  and the costs of
electronic  resources  and  databases)  increased  by  $584,000,  or 5.1%,  from
$11,543,000  in 1999 to  $12,127,000  in 2000 and  decreased by  $2,720,000,  or
19.1%, from $14,263,000 in 1998 to $11,543,000 in 1999. Direct costs represented
51.0%,  50.8% and 50.6% of revenues,  respectively,  in 2000, 1999 and 1998. The
increase  in  total  direct  costs  from  1999 to 2000 was due  primarily  to an
increase in direct labor costs over the  previous  year,  partially  offset by a
decrease  in all other  direct  costs as  compared  to the  previous  year.  The
decrease  in total  direct  costs  from 1998 to 1999 was a result of the sale of
Published  Research  Products,  coupled  with  a  general  reduction  in  direct
operating  expenses,  primarily  due to a reduced  headcount  and a reduction in
expenses incurred on behalf of clients.

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

         Selling,  general and administrative  expenses increased by $1,579,000,
or 14.6%,  from  $10,847,000,  or 47.7% of revenues in 1999 to  $12,426,000,  or
52.2% of  revenues  in  2000,  and  decreased  by  $1,415,000,  or  11.5%,  from
$12,262,000,  or 43.5% of revenues in 1998 to $10,847,000,  or 47.7% of revenues
in 1999. The increase in total selling, general and administrative expenses from
1999 to 2000 was due  primarily  to an increase in labor costs over the previous
year,  coupled with an increase in selling  expenses.  The decrease from 1998 to
1999  was  primarily  due to a  reduction  in  labor  costs  and  reduced  sales
commissions during 1999, partially offset by an increased emphasis on marketing.

RESTRUCTURING CHARGE

         On March 27, 1998, the Company reduced its full-time labor force in its
core business by 20 positions. As a result, the Company recorded a restructuring
charge of $321,000 during the quarter ended March 31, 1998. The charge consisted
mainly of  severance  payments,  which  were fully paid by  February  15,  1999,
outplacement  services and legal costs  associated  with the  elimination of the
positions.  As of December 31, 1999,  all costs  related to this charge had been
paid.

OPERATING (LOSS) INCOME

         The  Company's  operating  loss  was  $753,000  in  2000,  compared  to
operating income of $348,000 in 1999, a decrease of $1,101,000. The decrease was
primarily  related to the  Company's  emphasis on  increasing  its retainer base
through the use of increased  marketing expense and the hiring of a larger sales
force.

         The  Company's  operating  income was $348,000 in 1999,  compared to an
operating income of $1,329,000 in 1998, a decrease of $981,000. The decrease was
primarily related to the sale of Published Research  Products,  coupled with the
decline in revenue from its QCS and SCRG activities.

INTEREST INCOME AND EXPENSE; OTHER ITEMS

         In  2000,  the  Company  earned  $119,000  in  interest  income,  which
increased  from $88,000 in 1999 and $85,000 in 1998.  The increase in 2000 was a
result of higher cash balances  throughout 2000, coupled with interest earned on
notes receivable.


                                       15
<PAGE>


         Interest  expense  in 2000 was  $336,000,  which  was a  decrease  from
$464,000 in 1999,  and from  $522,000 in 1998.  The decrease was a result of the
reduction in outstanding  debt in 2000 as compared to 1999. In the third quarter
of 2000, the Company reduced its interest  expense by replacing a portion of its
Senior Subordinated Notes with a Term Note bearing a lower interest rate.

         During  the third  quarter of 2000,  the  Company  received  payment of
$100,000 from a landlord in consideration for giving up its rights under a lease
agreement. This payment was classified as other income.

         On December  30,  1999,  the Company  entered  into an  agreement  with
idealab!  and  Find.com,  Inc.  whereby  the  Company  assigned  the domain name
"find.com" and licensed the use of certain  rights to the trademarks  "find.com"
and "find" to Find.com,  Inc.  idealab!  and  Find.com,  Inc. are not  otherwise
related to the Company.  Under the terms of the agreement,  the Company received
consideration   in  the  form  of  cash  and  preferred   shares   amounting  to
approximately $1,200,000,  net of related expenses. The Company is also entitled
to certain  future  royalties.  No  royalty  income was earned in the year ended
December 31, 2000.  The carrying  value of the preferred  shares is the lower of
historical cost or estimated net realizable value. The non-marketable  preferred
share  securities  carry  various  rights  including the ability to convert into
common shares of Find.com and a repurchase (put) option that becomes exercisable
in December 2002.  Since the preferred  share  securities are an investment in a
start-up  enterprise,  it is  reasonably  possible  in the  near  term  that the
Company's  estimate of the net realizable  value of the preferred shares will be
less than the carrying value of the preferred shares.

         On January 20, 1998,  the Company  entered into a settlement  agreement
regarding a shareholder  lawsuit which began during 1997,  pursuant to which the
suit was  dismissed  with  prejudice.  As part of the  settlement,  the  Company
purchased  274,400  shares of the Common Stock from the  plaintiff for $1.25 per
share,  totaling  $343,000.  The purchase price contained a premium of $0.50 per
share  over  the  closing  trade  price  of the  Common  Stock  on the  date  of
settlement, or $137,000. As a result of the above, the Company recorded treasury
stock of $206,000 and expense of $137,000.  The Company used  proceeds  from its
insurance  company of $495,000 to purchase the shares and to pay  plaintiff  and
Company  legal  fees  in the  amount  of  $110,000  and  $42,000,  respectively.
Accordingly,  the Company  recorded  other income and other expense of $289,000,
respectively,  related to this matter,  with the  remaining  balance of $206,000
offset  against  the  aforementioned  treasury  stock  repurchase  amount,  thus
reducing the net treasury stock transaction to zero.

INCOME TAXES

         The  $323,000  income tax benefit for the year ended  December 31, 2000
represents 38.9% of pre-tax loss.

         The $289,000 tax provision  recognized for 1999 represents 24.7% of the
1999 pre-tax  income.  Income tax expense for 1999 was favorably  reduced due to
the reversal of a $280,000  valuation  reserve  placed upon  deferred tax assets
prior years.

         The $205,000 tax provision  recognized for 1998 represents 21.3% of the
1998 pre-tax  income.  Income tax expense for 1998 was favorably  reduced due to
the  reversal of $239,000 of the  valuation  reserve  placed upon  deferred  tax
assets in the prior year.


                                       16
<PAGE>


LIQUIDITY AND CAPITAL RESOURCES

         Historically,  the Company's  primary  sources of liquidity and capital
resources have been cash flow from operations,  borrowings, and prepaid retainer
fees provided by clients. Cash balances were $901,000 and $2,096,000 at December
31, 2000 and 1999, respectively. The Company's working capital position (current
assets,  less  current  liabilities)  at December  31, 2000 was  $1,587,000,  as
compared to $3,199,000 at December 31, 1999.

         The Company believes that its cash generated from operations,  together
with its existing cash  balances,  will be sufficient to meet its operating cash
needs  and  expected  capital  expenditures  for the near  term.  To  supplement
possible  short-term cash needs,  the Company has a $1,000,000 line of credit at
the prime commercial  lending rate plus one-half percent.  The line is renewable
annually,  and was put in place on December 30, 1999.  No amounts were  borrowed
under the line of credit as of December 31, 2000.

         Cash  used in  operating  activities  was  $690,000  in the year  ended
December 31, 2000.  Cash provided by operating  activities  was  $1,093,000  and
$2,166,000 in the years ended December 31, 1999 and 1998, respectively.

         Cash  (used  in)  provided  by  investing  activities  was  ($433,000),
($472,000)  and $737,000 in the years ended  December  31, 2000,  1999 and 1998,
respectively.   Capital   expenditures   for  the  migration  of  the  Company's
10-year-old management information system to a new computer system platform were
a  significant  component of the amounts  invested in all three years.  This new
system improves the consultants' ability to communicate with clients, access the
internet,  and to integrate  the  Company's  products,  as well as to expand the
Company's enterprise network. Total capital expenditures were $570,000, $672,000
and $618,000 in the years ended December 31, 2000, 1999 and 1998,  respectively.
In 1998,  another  significant  factor  was the  receipt of  $1,250,000  in cash
received upon the sale of assets.  During the year ending December 31, 2001, the
Company  expects to spend  approximately  $490,000 for capital items,  the major
portions of which will be used for computer  hardware upgrades and for leasehold
improvements.

         Cash used in financing activities was $72,000,  $832,000,  and $735,000
in the years ended December 31, 2000, 1999 and 1998,  respectively.  In 2000 and
1999, the most significant items related to the early repayment debt, which were
otherwise due in installments in the years 2001 and 2002. In connection with the
repayment of such bank  borrowings,  the bank  released two  $1,000,000  standby
letters of credit that had been  provided by a  shareholder,  SVP, S.A. In 1998,
significant  financing  activities  included  the  Company's  repayment  of bank
borrowings of $1,749,000  and the proceeds  obtained from the issuance of common
shares of $1,000,000.  The share proceeds  related to an equity  purchase by SVP
S.A.,  a  subsidiary  of Amalia  S.A.  After  the  transaction,  Amalia  was the
beneficial owner of approximately 40.7% of the Company's common shares.

         In the first quarter of 2000, warrants to acquire 266,945 common shares
were  exercised and $601,000 of face value of the Senior  Subordinated  Note due
October 31, 2001 was surrendered as payment in a non-cash transaction.

         On August 1, 2000, the Company entered into a financing  agreement with
a commercial  bank for a $1,400,000 Term Note, due June 30, 2005. The Note bears
interest at prime plus 1.25 and is payable in quarterly  installments  beginning
September 30, 2000. In early August 2000,  the proceeds of the Note were used to
pay down a portion of the Company's Senior Subordinated Notes. In November 2000,
the


                                       17
<PAGE>

Company  also  exchanged   150,000  shares  of  its  common  stock  for  633,000
outstanding warrants to purchase common stock.

         In  accordance  with the terms of the Senior  Subordinated  Notes,  the
payment of  portions  of accrued  interest  may be  deferred.  Accrued  deferred
interest of $62,000 and $76,000 at December 31, 2000 and 1999, respectively, was
accrued and deferred under such terms. Such amounts compound and accrue interest
at the rate of 12%.

INFLATION

         The  Company  has in the past  been able to  increase  the price of its
products and services  sufficiently to offset the effects of inflation on direct
costs, and anticipates that it will be able to do so in the future.

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

         In June 1998, the Financial Accounting Standards Board issued Statement
of Financial  Accounting  Standards ("SFAS") No. 133, "Accounting for Derivative
Instruments and Hedging  Activities" and in June 2000 issued SFAS No. 138, which
amended certain  provisions of SFAS No. 133. These statements  require companies
to recognize all  derivatives as either assets or liabilities  and measure those
instruments at fair value.  Gains or losses resulting from changes in the values
of  those  derivatives  would  be  accounted  for  depending  on the  use of the
derivatives  and whether it  qualifies  for hedge  accounting.  The Company will
adopt both  pronouncements  as of January 1, 2001. As of December 31, 2000,  the
Company has concluded that it did not have derivatives or hedging  activities as
contemplated by these  pronouncements,  and has accordingly concluded that there
is no effect of adoption.

REVENUE RECOGNITION

         The Company  adopted the  Securities  and Exchange  Commission's  Staff
Accounting  Bulletin  ("SAB")  No. 101,  "Revenue  Recognition,"  ("SAB  101"),"
including related  interpretations,  in the quarter ended December 31, 2000. The
adoption of SAB 101 had no impact on the Company's revenue recognition practices
or reported financial results.

FORWARD LOOKING INFORMATION: CERTAIN CAUTIONARY STATEMENTS

         This Annual  Report on Form 10-K (and any other  reports  issued by the
Company from time to time) contains certain  forward-looking  statements made in
reliance upon the safe harbor  provisions of the Private  Securities  Litigation
Reform  Act of  1995.  Such  forward-looking  statements,  including  statements
regarding the Company's  future cash flows,  sales,  gross margins and operating
costs, the effect of conditions in the industry and the economy in general,  and
legal proceedings, are based on current expectations that involve numerous risks
and uncertainties. Actual results could differ materially from those anticipated
in such  forward-looking  statements  as a result of various  known and  unknown
factors,   including,   without   limitation,   future  economic,   competitive,
regulatory, and market conditions,  future business decisions, and those factors
discussed under Management's  Discussion and Analysis of Financial Condition and
Results of  Operations.  Words  such as  "believes",  "anticipates",  "expects",
"intends",   "may",   and   similar   expressions   are   intended  to  identify
forward-looking  statements, but are not the exclusive means of identifying such
statements.  The  Company  undertakes  no  obligation  to  revise  and of  these
forward-looking   statements.   Subsequent  written  and  oral  forward  looking
statements  attributable  to the  Company  or  persons  acting on its behalf are
expressly qualified in their entirety by cautionary



                                       18
<PAGE>

statements  in this  paragraph  and  elsewhere  in this Form 10-K,  and in other
reports filed by the Company with the Securities and Exchange Commission.

                                     ITEM 7A

           QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         The  financial  position  of the  Company  is  subject  to market  risk
associated  with interest rate  movements on  outstanding  debt. The Company has
debt  obligations  with both fixed and variable terms. The carrying value of the
Company's  variable rate debt obligations  approximates fair value as the market
rate is based on prime.  An  increase  in the  underlying  interest  rates would
result  in a  corresponding  increase  in  interest  expense,  based on the then
outstanding borrowings.

                                     ITEM 8

                   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

          The financial  statements are submitted in a separate  section of this
report on pages F-1 through F-31.

         Quarterly financial data is as follows.

(in thousands, except per share data)

<TABLE>
<CAPTION>
                                                                                                           (Loss) income
                                                                         (Loss) income                        per share
                                                   Operating (loss)          before          Net (loss)       basic and
     Quarter ended                  Revenues           income         extraordinary item       income          diluted
     -------------                  --------           ------         ------------------       ------          -------
<S>                                 <C>                <C>                <C>                 <C>              <C>
March 31, 2000                      $ 6,006            $  23              $  (34)             $  (34)          $  0.00
June 30, 2000                         5,961             (99)                (111)               (111)           (0.01)
September 30, 2000                    5,993            (361)                (196)               (223)           (0.03)
December 31, 2000                     5,840            (316)                (167)               (167)           (0.02)

March 31, 1999                        5,486              227                   65                  65             0.01
June 30, 1999                         5,565            (118)                (151)               (151)           (0.02)
September 30, 1999                    5,764              186                   86                  86             0.01
December 31, 1999                     5,923               53                  883                 883             0.12
</TABLE>



                                       19
<PAGE>


                                     ITEM 9

                CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON

                       ACCOUNTING AND FINANCIAL DISCLOSURE

          On April 22,  1999,  the Company  dismissed  KMPG LLP  ("KPMG") as its
independent  accountants.  The decision to change  independent  accountants  was
approved  by the  Board  of  Directors  upon  the  recommendation  of the  Audit
Committee.

          During the year ended  December  31, 1998 and through  April 22, 1999,
there had been no disagreements with KMPG on any matter of accounting principles
or practices,  financial statement  disclosure or auditing scope or procedure or
any reportable events.

          On May 4, 1999, the Company  engaged  Deloitte & Touche LLP ("D&T") as
its new certifying accountant.  Management had not previously consulted with D&T
on any accounting, auditing or financial reporting matters.

          On May 6,  1999,  the  Company  filed a  current  report  on Form  8-K
reporting a change in the Company's certifying accountants.



                                       20
<PAGE>


                                    PART III

                                     ITEM 10

               DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

DIRECTORS AND OFFICERS

         On October 5, 1998,  the Board of Directors of the Company  established
an Office of Managing  Directors  ("OMD") (a) responsible for (I) the conduct of
the ordinary  business  affairs and  operations of the Company and (II) defining
operating  policies in alignment with SVP International to take advantage of its
know-how and  technological  efficiencies,  (b) comprised of three members,  who
shall be elected by the Board of Directors,  upon the advice of the  Chairperson
of the Board of  Directors,  and  designated  Senior  Officers with the title of
Managing  Directors,  and the Chief Executive Officer,  and (c) reporting to the
Board of  Directors.  Each  Managing  Director  must be a member of the Board of
Directors or hold another executive position with the Company.

         The directors and executive officers of the Company are as follows:
<TABLE>
<CAPTION>
Name                             Age      Position
----                             ---      --------
<S>                              <C>      <C>
Andrew P. Garvin (1)             55       President, Chief Executive Officer and Director

Brigitte de Gastines             57       Managing Director and Chairperson of the Board of Directors

Howard S. Breslow                61       Director

Frederick H. Fruitman            50       Director

Jean-Louis Bodmer                59       Managing Director and Director

Eric Cachart                     44       Managing Director and Director

Stephan B. Sigaud (1)            44       Vice President - Client Services

Kenneth A. Ash (1)               56       Vice President - International Strategic Research

Fred S. Golden (1)               55       Vice President - Chief Financial Officer
</TABLE>

-----------------------
     (1)  Member  of an  Operating  Management  Group  ("OMG")  responsible  for
          applying  the  Company's  overall  policies  and  strategies  and  for
          proposing  initiatives and  supplemental  strategies for the growth of
          the Company.

         Each  director  is  elected  for a period of one year at the  Company's
annual meeting of shareholders and serves until his successor is duly elected by
shareholders.  Officers  are  elected  by and  serve at the will of the Board of
Directors.

         Mr.  Garvin is a founder  of the  Company  and has  served as its Chief
Executive  Officer  since 1972 and as its President  since 1978.  Mr. Garvin has
been a director of the Company since its  inception  and

                                       21
<PAGE>

treasurer until 1997. From 1979 to 1982, Mr. Garvin was a member of the Board of
Directors of the Information  Industry Association and served as Chairman of the
1979 National Information Conference and Exposition. Mr. Garvin is the author of
The Art of Being Well Informed, an information resource handbook for executives.
Mr. Garvin received a B.A. degree in political  science from Yale University and
an M.S. degree in journalism from the Columbia Graduate School of Journalism.

         Ms. de Gastines  was  elected a director  of the Company in  accordance
with the Company's  licensing  agreement  with SVP  International.  See "Item 1.
Business - SVP Network;  Licensing  Agreement with SVP  International."  She has
been a director of the  Company  since 1982 and  Chairperson  of the Board since
October 1998. She has served as the General Manager of SVP  International  since
1985 and SVP S.A. since 1976.

         Mr.  Breslow has been a director of the Company since 1986. He has been
a practicing attorney in New York for more than 35 years and a member of the law
firm of  Breslow  &  Walker,  LLP,  New  York,  New York for more than 25 years.
Breslow & Walker,  LLP is the Company's  general counsel.  Mr. Breslow currently
serves as a director of  Cryomedical  Sciences,  Inc.,  a publicly  held company
engaged  in the  research,  development  and  sale  of  products  for use in low
temperature  medicine,  Vikonics  Inc., a publicly  held company  engaged in the
design and sale of  computer-based  security  systems,  Lucille  Farms,  Inc., a
publicly  held  company  engaged in the  manufacturing  and  marketing of cheese
products,  and Excel Technologies,  Inc., a publicly held company engaged in the
development and sale of laser products.

         Mr. Fruitman has been a director of the Company since 1989. Since 1990,
Mr.  Fruitman  has been a Managing  Director of Loeb  Partners  Corporation,  an
investment banking firm. Mr. Fruitman is a director of Micro Warehouse,  Inc., a
publicly held company which markets computer products.

         Mr.  Bodmer  has served as General  Manager of SVP France  since  1974.
Other positions  which he currently  holds are Chief Executive  Director of SVP,
S.A.,  President and Chief Executive Officer of SVP Participation,  President of
SVP Belgium, and President of SVP United Kingdom.

         Mr.  Cachart is the  Associate  General  Manager of SVP,  S.A.  and has
served as President of SVP Multi-info  since 1995. He was named President of SVP
Network in 1998.  Prior to 1995 he was a  journalist  and news  commentator  for
French television networks.

         Mr. Sigaud has been the  Company's  Vice  President of Client  Services
since  October  1998,  and was  Vice  President  and  Managing  Director  of the
Company's Customer Satisfaction and Loyalty Group from May 1994 to October 1998.
From 1989 to 1994 Mr.  Sigaud  was the  owner and  President  of IDSI,  Inc.,  a
consulting firm specializing in Customer Satisfaction  Measurement for companies
in the  industrial  sector.  From 1986 to 1989 he functioned  as Executive  Vice
President for BMES, Inc., a business-to-business marketing research firm. He was
employed  from 1982 to 1986 in the  Recruiting  Department of Renault in France.
Prior thereto he was in International Sales and Marketing and worked as Business
Development  Manager for an engineering firm in East Africa and as Trade Attache
in the French Trade Office in  Madagascar.  Mr.  Sigaud holds a B.S. in Math and
Physics  from  Marseilles  University  and an MBA in Marketing  from ESSEC,  the
leading business school in France.

         Mr. Ash joined  FIND/SVP  in March  1992 as Vice  President  & Managing
Director of the Strategic  Consulting & Research Group and became Vice President
International  Strategic Research on October 5, 1998. From 1985 to 1992, Mr. Ash
directed his own  consulting  firm  specializing  in marketing  and  acquisition
engagements.  In 1991 and 1992, Mr. Ash served as President and CEO of CallTrack
Systems,  a  start-up  company  offering a  network-based,  long  distance  call
accounting system geared to small and


                                       22
<PAGE>

medium-sized  organizations.  Mr. Ash served as Vice  President  of Marketing of
Satellite Television  Corporation,  a COMSAT subsidiary and major communications
start-up  venture  between  1983  and  1985.  From  1973 to 1983,  Mr.  Ash held
progressively  senior  account  management  positions at J. Walter  Thompson and
Ogilvy & Mather advertising agencies. Mr. Ash served as a U.S. Navy Officer from
1969 to 1972,  earned  an MBA from  the  Wharton  School  of the  University  of
Pennsylvania in 1969 and a BA from Princeton University in 1967.

         Mr. Golden has been the Company's  Vice  President and Chief  Financial
Officer,  Corporate  Secretary and Treasurer since March 9, 2000. From July 1999
to March  2000,  Mr.  Golden  was Chief  Financial  Officer  of Elipze  LLC,  an
interactive  advertising and web production company. From 1968 through 1999, Mr.
Golden,  a certified  public  accountant,  practiced  management  consulting and
accounting,  including four years with Laventhol Horwath.  From 1982 to 1988, he
was Chief Financial Officer at Confab Corporation,  a $350 million manufacturing
operation,  and from 1988 to 1993,  he was  Executive  Vice  President and Chief
Financial  Officer at Pilot Air Freight  Corp.  Mr.  Golden holds an  accounting
degree from Temple University.

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

         The Company's  officers,  directors and beneficial  owners of more than
10% of any class of its equity securities  registered  pursuant to Section 12 of
the  Securities  Exchange Act of 1934  ("Reporting  Persons") are required under
that Act to file reports of ownership and changes in beneficial ownership of the
Company's equity securities with the Securities and Exchange Commission.  Copies
of those reports must also be furnished to the Company. Based solely on a review
of the copies of reports  furnished  to the Company  pursuant  to that Act,  the
Company believes that during the fiscal year ended December 31, 2000, all filing
requirements  applicable to Reporting  Persons were complied  with,  except that
Form 4 Statement of Changes of  Beneficial  Ownership of  Securities  for Furman
Selz LLC which was due on February 10, 2000, was filed on March 10, 2000 and for
Fred S. Golden,  an officer of the Company,  which was due on May 10, 2000,  was
filed on May 15, 2000.


                                       23
<PAGE>


                                     ITEM 11

                             EXECUTIVE COMPENSATION

         The   following   table  sets  forth  certain   information   regarding
compensation  paid by the Company  during each of the Company's last three years
to (I) the Company's  Chief  Executive  Officer,  and (II) each of the Company's
executive  officers who received salary and bonus payments in excess of $100,000
during the year ended  December  31,  2000  (collectively  the "Named  Executive
Officers"):

                           SUMMARY COMPENSATION TABLE
<TABLE>
<CAPTION>
                                                                                LONG TERM COMPENSATION
                                                                      -------------------------------------------
                                    ANNUAL COMPENSATION                            AWARDS               PAYOUTS
                               ----------------------------------     ------------------------------   ----------
                                                                                       SECURITIES
      NAMES AND                                            OTHER      RESTRICTED       UNDERLYING         LTIP      ALL
      PRINCIPAL                       SALARY      BONUS    ANNUAL           STOCK         OPTIONS       PAYOUT    OTHER
      POSITIONS            YEAR          ($)        ($)     COMP.      AWARDS ($)         (#) (1)          ($)    COMP.
      ---------            ----          ---        ---     -----      ----------         -------          ---    -----
<S>                        <C>       <C>         <C>            <C>             <C>        <C>
ANDREW P. GARVIN           2000      273,257     67,200         -               -          35,000            -        -
PRESIDENT, CHIEF           1999      267,679          -         -               -               -            -        -
EXECUTIVE OFFICER          1998      264,171     50,000         -               -               -            -        -
AND DIRECTOR

STEPHAN B. SIGAUD          2000      192,500     59,000         -               -         125,000            -        -
VICE PRESIDENT -           1999      175,000     18,611         -               -               -            -        -
CLIENT SERVICES            1998      133,958        200         -               -          50,000            -        -

KENNETH A. ASH             2000      175,000     35,000         -               -          37,500            -        -
VICE PRESIDENT -           1999      150,000     20,000         -               -               -            -        -
INTERNATIONAL              1998      143,750     83,647         -               -          60,000            -        -
STRATEGIC
RESEARCH

FRED S. GOLDEN             2000      147,881          -         -               -         112,500            -        -
VICE PRESIDENT ,           1999            -          -         -               -               -            -        -
CHIEF FINANCIAL            1998            -          -         -               -               -            -        -
OFFICER,
SECRETARY, TREASURER
</TABLE>

------------------------
(1) Options to acquire Common Stock.





                                       24
<PAGE>


                            OPTION GRANTS DURING 2000

         The  following  table  provides  information  related to stock  options
granted to the Named Executive Officers during 2000:


<TABLE>
<CAPTION>
                                                              INDIVIDUAL GRANTS
                                 NUMBER OF
                                SECURITIES        % OF TOTAL OPTIONS
                            UNDERLYING OPTIONS        GRANTED TO        EXERCISE OR BASE                        GRANT DATE
                                 GRANTED         EMPLOYEES IN FISCAL         PRICE                            PRESENT VALUE
NAME                             (#) (1)                 YEAR              ($/SHARE)       EXPIRATION DATE        ($)(2)
----                             -------        --------------------       ---------       ---------------        ------
<S>                               <C>                    <C>                <C>                 <C> <C>           <C>
ANDREW P. GARVIN                  15,000                 1.9%               3.6875              3/9/10            46,350

                                  20,000                 2.6%                1.062             7/10/10            18,000

STEPHAN B. SIGAUD                 25,000                 3.2%               3.6875              3/9/10            77,250

                                 100,000                12.9%                1.062             7/10/10            90,000

KENNETH A. ASH                    25,000                 3.2%               3.6875              3/9/10            77,250

                                  12,500                 1.6%                1.062             7/10/10            11,250

FRED S. GOLDEN                    75,000                 9.7%               3.6875              3/9/10           231,750

                                  37,500                 4.9%                1.062             7/10/10            33,750
</TABLE>

------------------------
(1)      Represent  number of shares of Common Stock  underlying  stock options.
         The  exercise  price  equals the fair market of the Common Stock on the
         date of grant.

(2)      The grant date present value portion of the foregoing table  represents
         the  present  value  of the  options  on the date of  grant  using  the
         Black-Scholes  option-pricing model with the following weighted-average
         assumptions  over  the  remaining  contractual  life  of  the  options:
         expected  dividend  yield  of 0%,  risk-free  interest  rate  of 6% and
         volatility of 82.1%.


                                       25
<PAGE>


         AGGREGATED OPTION EXERCISES IN 2000 AND YEAR-END OPTION VALUES

         The following table provides  information  related to options exercised
by each of the Named Executive  Officers during the year ended December 31, 2000
and the number and value of options  held at fiscal year end.  The Company  does
not have any outstanding stock appreciation rights.

<TABLE>
<CAPTION>
                                                                  NUMBER OF SECURITIES              VALUE OF UNEXERCISED
                                                             UNDERLYING UNEXERCISED OPTIONS              IN-THE-MONEY
                                                                 AT FISCAL YEAR END (#)                    OPTIONS
                                                                 ----------------------           AT FISCAL YEAR END ($)(1)
                                                                                                  -------------------------
                                 SHARES
                              ACQUIRED ON       VALUE
NAME                            EXERCISE       REALIZED      EXERCISABLE      UNEXERCISABLE     EXERCISABLE     UNEXERCISABLE
----                            --------       --------      -----------      -------------     -----------     -------------
                                   (#)            ($)
<S>                              <C>            <C>            <C>              <C>                 <C>             <C>
ANDREW P. GARVIN                 39,860         89,685         63,000            97,000             -               -

STEPHAN B. SIGAUD                  -               -           31,000           144,000             -               -

KENNETH A. ASH                     -               -           37,000            60,500             -               -

FRED S. GOLDEN                     -               -           15,000            97,500             -               -
</TABLE>

-------------------------
(1) The closing sale price of the Common Stock as reported by NASDAQ on December
31, 2000 was 0.688.  Value is  calculated on the  difference  between the option
exercise  price of  in-the-money  options and 0.688  multiplied by the number of
shares of Common Stock underlying the option.

COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

         The Compensation  Committee  consists of Jean-Louis  Bodmer,  Andrew P.
Garvin,  Howard S.  Breslow  and  Frederick  H.  Fruitman.  The  purpose  of the
Compensation  Committee is to review,  structure and set the Company's Executive
Compensation and to align management's interest with the success of the Company.
The Company has no nominating or other committees  performing similar functions.
There were no interlocking  relationships between the Company and other entities
that  might  affect  the  determination  of the  compensation  of the  executive
officers of the Company.

EMPLOYMENT AND RELATED AGREEMENTS

         On January 1, 1996,  the Company  entered into an Employment  Agreement
with Andrew P. Garvin  commencing on January 1, 1996 and terminating on December
31, 2001 (the "Employment Agreement"). Such Employment Agreement was amended and
restated on December  12, 1996.  The  Employment  Agreement  provides for a base
salary of $250,000  which will be adjusted  each  January 1 for a cost of living
increase  based on the  Consumer  Price  Index for New York City for the  twelve
month period immediately  preceding such January 1 date. Mr. Garvin will also be
entitled to additional  increases in base salary as may be determined  from time
to time by the Board of Directors or any compensation committee appointed by the
Board of Directors.  Mr. Garvin  received a $12,500 signing bonus upon execution
of the Employment Agreement. In addition, Mr. Garvin will be entitled to receive
performance bonuses equal to 10% per annum of the pre-tax profits of the Company
in excess of  $1,000,000  for each of the years ended  December 31, 1996,  1997,
1998,  1999,  2000,  and 2001.  The  Employment  Agreement  limits  the bonus to
$250,000 in any year,  and states that Mr.  Garvin is entitled to receive a cash
bonus of $50,000 in each of January 1997 and January 1998.

                                       26
<PAGE>

         The Employment  Agreement  provides that (I) if Mr. Garvin  voluntarily
leaves the employ of the Company on account of the Company  being  acquired  and
its  principal  office being moved to a location  which is greater than 50 miles
from New York City; and (II) if Mr. Garvin  voluntarily leaves the employ of the
Company on account of a Change in Control,  then, in each such case, he shall be
entitled to receive the  compensation  described  in the  immediately  preceding
paragraph  for  the  balance  of the  term;  provided,  however,  that  if  such
termination  occurs at a time when there is less than one year left in the term,
the  compensation  shall  continue  for a period of two  years  from the date of
termination on the same basis that the employee received compensation during the
last year of the term. Change of control is defined in the Employment  Agreement
to include the acquisition by a party of 30% or more of the  outstanding  shares
of Common  Stock of the  Company or a change in the  majority  of the  Incumbent
Board of Directors (as defined in the Employment  Agreement).  In the event that
the Company terminates Mr. Garvin's  employment for cause, and a court of law or
other tribunal  ultimately  determines that such  termination was without cause,
then he shall be entitled to receive double the amount of compensation described
above  until the end of the term.  Mr.  Garvin has  agreed to a  non-competition
covenant for a period of two years after the term of the Employment Agreement.

         During October 1998, Mr. Garvin's  contract was amended to provide that
any time after 1999 Mr. Garvin may voluntarily  elect to leave the employ of the
Company and receive the balance of his  contract for the  remaining  term of his
employment  contract.  The term of the contract runs through 2001. Mr.  Garvin's
salary for 2000 was $273,257.  Additionally, Mr. Garvin has relinquished a total
of 225,000  unvested  options  previously  granted  him in  connection  with his
employment contract.

         The Company has entered into a deferred compensation agreement with Mr.
Garvin,  which  provides  for a schedule of  payments  to him or his  designated
beneficiary(ies).  The agreement entered into in 1984 provides that in the event
during the  course of  employment  Mr.  Garvin (I) dies,  (II)  becomes  totally
disabled or (III)  elects to retire  after June 30, 1994 and prior to age 65, he
or, in the event of death, his designated  beneficiaries,  shall receive monthly
payments  ranging  from $1,250 to $1,800 for a period of ten years from the date
of death, disability or retirement. In the event Mr. Garvin retires at age 65 or
over,  Mr. Garvin shall receive  $4,750 per month for ten years from the date of
his retirement.

         The Company entered into an additional Deferred Compensation  Agreement
with Mr. Garvin in 1990. On October 3, 2000, Mr. Garvin  relinquished his rights
under the agreement entered into in 1990.

         Severance  arrangements  for members of the Operating  Management Group
(i.e. Messrs.  Sigaud, Ash and Golden) were authorized by the Board of Directors
on January 25, 1999.  Severance  agreements were entered into with Mssrs. Sigaud
and Ash providing for (a) a normal severance  benefit of nine (9) months,  which
would be  increased to one (1) year after the employee has served as a member of
the OMG for a continuous  period of two (2) years,  in the event the  employee's
services  are  terminated  by the  Company  without  cause,  and (b) a severance
benefit of one (1) year in the event the separation from service is due to (I) a
change-in-control,   and  (II)  the  employee  suffers,   within  one  (1)  year
thereafter,  either (A) a discontinuation  of duties, or (B) an office change of
at least 50 miles, or (C) a reduction in  compensation,  or (D) a termination of
employment other than for cause.

DIRECTORS' COMPENSATION

         The Board of  Directors  has  approved  the payment of $1,500 per Board
meeting,  and $500 per  committee  meeting  attended  by outside  members of the
Board. During 2000, Mr. Breslow received



                                       27
<PAGE>

compensation  in  the  total  amount  of  $11,000  and  Mr.  Fruitman   received
compensation in the total amount of $9,500.

         The  Stock  Option  Plan of the  Company  was  amended  in June 1995 to
provide for the automatic grant to outside directors of five-year  non-incentive
options to purchase  2,500 shares of Common  Stock on the first  business day of
each new year  beginning in 1996, the exercise price being the fair market value
on the date of the grant.

         On April 22,  1999,  the Board  voted to grant  each  outside  director
additional  five-year,  non-incentive  stock options to purchase 7,500 shares of
Common Stock on the first business day of each year,  commencing  with the first
business day of 2000, the exercise price being the fair market value on the date
of the grant.



                                       28
<PAGE>


                                     ITEM 12

         SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

         The following sets forth, as of December 31, 2000, certain  information
with respect to the beneficial  ownership of the Common Stock by (I) each person
known  by  the  Company  to be the  beneficial  owner  of  more  than  5% of its
outstanding Common Stock, (II) each of the directors of the Company,  (III) each
of the Named Executive Officers,  (IV) and by all current executive officers and
directors as a group.

<TABLE>
<CAPTION>
            NAME AND ADDRESS                              NUMBER OF SHARES
            BENEFICIAL OWNER                                   OWNED(1)                  PERCENT
            ----------------                              ----------------               -------
<S>                                                           <C>                     <C>
Andrew P. Garvin
625 Avenue of the Americas
New York, NY 10011   (2)                                        934,039                      12.0%

Amalia S.A.
70, rue des Rosiers
F-93585 Saint-Ouen, Cedex
FRANCE  (3)                                                   3,095,085                      38.6%

Brigitte de Gastines (4)                                         32,500               Less than 1%

Howard S. Breslow (5)(6)                                         46,320               Less than 1%

Frederick H. Fruitman (6)                                        75,679                         1%

Jean-Louis Bodmer  (4)                                           25,000               Less than 1%

Eric Cachart (7)                                                 17,500               Less than 1%

Kenneth A. Ash (8)                                               97,500                       1.3%

Stephan B. Sigaud (9)                                           175,000                       2.2%

Fred S. Golden (10)                                             117,500                       1.5%

Leviticus Partners LP
30 Park Avenue, Suite 12F
New York, NY  10016                                             499,700                       6.6%

All Current Executive Officers and Directors as a Group       1,521,038                      18.4%
 (9 persons) (11)
--------------------------------------------------------------------------------
</TABLE>

(1)   Unless  otherwise  indicated  below, all shares are shares of Common Stock
      owned beneficially and of record.

(2)   Includes 160,000 shares issuable under outstanding options.

(3)   Includes the 422,222 shares  issuable under  outstanding  warrants held by
      SVP, S.A., the 2,178,100 shares of Common Stock owned by SVP, S.A. and the
      494,763  shares  of Common  Stock  owned by SVP  International,  which are
      subsidiaries of Amalia S.A.  Brigitte de Gastines owns in excess of 99% of
      the stock of Amalia  S.A.  In  addition,  Ms. de  Gastines  is  President,
      General  Manager and a director of SVP, S.A.,  and General  Manager of SVP
      International.  The shares owned by Amalia S.A. are not shown in the table
      as being owned by Ms. de Gastines.

(4)   Includes 22,500 shares issuable under outstanding options.

(5)   Includes  all of the  18,820  shares  of Common  Stock  owned by record of
      Breslow & Walker, LLP, a law firm in which Mr. Breslow is a partner.

(6)   Includes 27,500 shares issuable under outstanding options.

(7)   Includes 17,500 shares issuable under outstanding options.

(8)   Includes 97,500 shares issuable under outstanding options.

(9)   Includes 175,000 shares issuable under outstanding options.

(10)  Includes 112,500 shares issuable under outstanding options.

(11)  Includes 660,000 shares issuable under outstanding options.



                                       29
<PAGE>


                                     ITEM 13

                 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         Since  1971,  the  Company  has been a licensee  of SVP  International.
Pursuant  to  this  license  agreement,   the  Company  pays  royalties  to  SVP
International  for  the  use  of the  SVP  name  and  participation  in the  SVP
International network. For a description of the relationship of Ms. de Gastines,
Mr.  Bodmer and Mr.  Cachart to SVP  International  see "Item 10.  Directors and
Executive  Officers  of the  Registrant."  The accrued  royalties  payable as of
December 31, 2000 to SVP International were approximately $296,000.

         Howard S. Breslow, a director of the Company,  is a member of Breslow &
Walker, LLP, general counsel to the Company.  During 2000, Breslow & Walker, LLP
received legal fees of $77,414.







                                       30
<PAGE>


                                     PART IV

                                     ITEM 14

                    EXHIBITS, FINANCIAL STATEMENT SCHEDULES,

                             AND REPORTS ON FORM 8-K

(a)      (1)      FINANCIAL STATEMENTS

                  The following  Financial  Statements are filed as part of this
                  10-K:

                  Independent Auditors' Reports.

                  Consolidated Balance Sheets as of December 31, 2000 and 1999.

                  Consolidated  Statements  of  Operations  for the years  ended
                  December 31, 2000, 1999 and 1998.

                  Consolidated  Statements of Shareholders' Equity for the years
                  ended December 31, 2000, 1999 and 1998.

                  Consolidated  Statements  of Cash  Flows for the  years  ended
                  December 31, 2000, 1999 and 1998.

                  Notes to Consolidated Financial Statements.

         (2)      SCHEDULE

                  The following Financial Statement schedule is filed as part of
                  this 10-K:

                  Schedule II - Valuation and Qualifying Accounts

                  Other Financial  Statement  schedules are omitted because they
                  are not  applicable  or because  the  information  required is
                  provided in the  Consolidated  Financial  Statements  or Notes
                  thereto included herein.

         (3)      EXHIBITS

                  Exhibit
                  Number                    Document
                  ------                    --------
                  3(a)      Copy of restated Certificate of Incorporation as
                            amended(1), and amendment thereto.

                   (b)      Copy of By-Laws, as amended.(3)

                  4(a)      Copy of specimen of Common Stock Certificate.(1)


                                       31
<PAGE>


                  10(a)     Copy of License Agreement, dated October 11,
                            1971,    between   the   Company   and   SVP
                            International  (formerly SVP Conseil) and an
                            amendment thereto, dated March 23, 1981.(1)

                   (b)      Copy of 1986 Stock Option Plan.(1)

                   (c)      Copy of Deferred Compensation and Salary
                            Continuation Agreement, dated June 30, 1984, between
                            the Company and Andrew P. Garvin .(1)

                   (d)      Copy of the lease related to premises at 625 Avenue
                            of the Americas, NY, NY.(2) and amendment related
                            thereto.(5)

                   (e)      Copy of Target Benefit Plan of the Company.(4)


                   (f)      Copy of lease dated March 15, 1995 related to
                            premises on 4th floor at 641 Avenue of the Americas,
                            NY, N.Y. (6)

                   (g)      Copy of Commercial  Revolving Loan,  Term Loan and
                            Security  Agreement dated April 27, 1995 between
                            State Street Bank and Trust Company and the Company.
                            (7)

                   (h)      Copy of 401(k) and Profit Sharing Plan of the
                            Company.(8)

                   (i)      Copy of  Employment Agreement, amended and restated
                            as of December 12, 1996,  between the Company and
                            Andrew P. Garvin.(10)



                                       32
<PAGE>



                    (j)     Copy of the Note and Warrant Purchase Agreement with
                            SVP, S.A. dated November 30, 1996. (10)

                    (k)     FIND/SVP, Inc. 1996 Stock Option Plan. (11)

                    (l)     Copy of ETRG Sale Agreement. (12)

                    (m)     Copy of the Sale Agreement for FIND/SVP Published
                            Products, Inc.'s assets (13)

                    (n)     Copy of the Stock Purchase Agreement between SVP,
                            S.A. and the Company dated January 15, 1998. (14)

                    (o)     Copy of Peter J. Fiorillo's Severance Agreement.
                            (15)

                    (p)     Copy of the idealab! Agreement dated December 30,
                            1999. (16)

                    (q)     Copy of the Chase Manhattan Bank Loan Agreement
                            dated December 30, 1999. (16)


            21    List of Subsidiaries. (9)

            23    Independent Auditors' Consents.





                                       33
<PAGE>


(1)         Incorporated by reference to the Company's Registration Statement on
            Form S-18 (Reg.  No.  33-8634-NY)  which became  effective  with the
            Securities and Exchange Commission on October 31, 1986.

(2)         Incorporated  by reference to the Company's  Form 8-K filed with the
            Securities and Exchange Commission on February 2, 1987.

(3)         Incorporated  by reference to the Company's  Form 10-K filed for the
            year ended December 31, 1987.

(4)         Incorporated  by reference to the Company's  Form 10-K filed for the
            year ended December 31, 1989.

(5)         Incorporated  by reference to the Company's  Form 10-K filed for the
            year ended December 31, 1992.

(6)         Incorporated  by reference to the Company's  Form 10-K filed for the
            year ended December 31, 1994.

(7)         Incorporated  by reference to the Company's  Form 10-Q filed for the
            Quarter ended March 31, 1995.

(8)         Incorporated  by reference to the Company's  Form S-8 filed on March
            29, 1996.

(9)         Incorporated  by reference to the Company's  Form 10-K filed for the
            year ended December 31, 1995.

(10)        Incorporated  by reference to the Company's  Form 10-K filed for the
            year ended December 31, 1996.

(11)        Incorporated  by  reference  to the  Company's  Form  S-8,  filed on
            February 27, 1997.

(12)        Incorporated by reference to the Company's Form 10-Q,  filed for the
            quarter ended September 30, 1997.

(13)        Incorporated  by reference to the Company's  Form 8-K, filed on July
            17, 1998.

(14)        Incorporated  by reference to the Company's  Form 10-K filed for the
            year ended December 31, 1998.

(15)        Incorporated  by reference to the Company's  Form 10-K filed for the
            year ended December 31, 1998.

(16)        Incorporated  by reference to the Company's  Form 10-K filed for the
            year ended December 31, 1999.

(b) REPORTS ON FORM 8-K

         No  reports  on Form 8-K were  filed in the last  quarter of the period
covered by this Form 10-K.



                                       34
<PAGE>



                                   SIGNATURES

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

                                                      FIND/SVP, INC.

Date:          April 2, 2001       BY:       /s/ ANDREW P. GARVIN
                                             ----------------------------
                                             Andrew P. Garvin, President and
                                             Chief Executive Officer
                                             (Principal Executive Officer)

Date:          April 2, 2001       BY:       /s/ FRED S. GOLDEN
                                             ----------------------------
                                             Fred S. Golden
                                             (Principal Financial Officer
                                             and Principal Accounting Officer)

               Pursuant to the requirement(s) of the Securities  Exchange Act of
1934,  this  report has been  signed by the  following  persons on behalf of the
registrant and in the capacities and on the dates indicated.

Date:         April 2 , 2001                  /s/ ANDREW P. GARVIN
                                              --------------------------
                                              Andrew P. Garvin, Director

Date:         April   , 2001
                                              -------------------------------
                                              Brigitte de Gastines, Director



Date:          April 2, 2001                  /s/ HOWARD S. BRESLOW
                                              ---------------------------
                                              Howard S. Breslow, Director

Date:          April 2, 2001                  /s/ FREDERICK H. FRUITMAN
                                              -------------------------
                                              Frederick H. Fruitman, Director

Date:          April 2, 2001                  /s/ ERIC CACHART
                                              --------------------------
                                              Eric Cachart, Director

Date:          April 2, 2001                  /s/ JEAN-LOUIS BODMER
                                              ---------------------------
                                              Jean-Louis Bodmer, Director


                                       35
<PAGE>

                                     ITEM 8

                   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

                         FIND/SVP, INC. AND SUBSIDIARIES

             Index to Consolidated Financial Statements and Schedule

                                                                      Page
                                                                      ----
Independent Auditors' Reports                                         F-2

Consolidated Balance Sheets as of December 31, 2000 and 1999          F-4

Consolidated Statements of Operations
    for the years ended December 31, 2000, 1999 and 1998              F-5

Consolidated Statements of Shareholders' Equity
    for the years ended December 31, 2000, 1999 and 1998              F-6

Consolidated Statements of Cash Flows
    for the years ended December 31, 2000, 1999 and 1998              F-7

Notes to Consolidated Financial Statements                            F-8

Schedule:
    Independent Auditors' Report on Supplemental Schedule             F-30

    Schedule II - Valuation and Qualifying Accounts                   F-31



                                      F-1
<PAGE>


                          INDEPENDENT AUDITORS' REPORT

To the Board of Directors and Shareholders of Find/SVP, Inc.

We have audited the accompanying consolidated balance sheets of Find/SVP, Inc.
and subsidiaries (the Company) as of December 31, 2000 and 1999, and the related
consolidated statements of operations, shareholders' equity, and cash flows for
each of the two years then ended. These financial statements are the
responsibility of the Company's management. Our responsibility is to express an
opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the 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, such consolidated financial statements present fairly, in all
material respects, the financial position of the Company at December 31, 2000
and 1999, and the results of its operations and its cash flows for the years
then ended in conformity with accounting principles generally accepted in the
United States of America.

Deloitte & Touche LLP
Stamford, Connecticut

March 28, 2001


                                      F-2
<PAGE>


                          INDEPENDENT AUDITORS' REPORT

The Board of Directors
FIND/SVP, Inc.:

We  have  audited  the  accompanying   consolidated  statements  of  operations,
shareholders  equity, and cash flows of FIND/SVP,  Inc. and subsidiaries for the
year ended December 31, 1998. In connection  with our audit of the  consolidated
financial statements,  we also have audited the accompanying financial statement
schedule  for the year ended  December 31, 1998.  These  consolidated  financial
statements  and  financial  statement  schedule  are the  responsibility  of the
Company's  management.  Our  responsibility  is to  express  an opinion on these
consolidated  financial statements and financial statement schedule based on our
audit.

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

In our opinion, the consolidated  financial statements referred to above present
fairly, in all material  respects,  the results of operations and the cash flows
of FIND/SVP,  Inc. and  subsidiaries  for the year ended  December 31, 1998,  in
conformity with accounting principles generally accepted in the United States of
America.  Also, in our opinion,  the related financial statement schedule,  when
considered  in  relation  to the basic  financial  statements  taken as a whole,
presents fairly, in all material respects, the information set forth therein.


                                                                   KPMG LLP

New York, New York
February 22, 1999



                                      F-3
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
                           Consolidated Balance Sheets
                                  December 31
                 (in thousands, except share and per share data)
<TABLE>
<CAPTION>
                                    ASSETS                                          2000             1999
<S>                                                                              <C>               <C>
Current assets:
    Cash and cash equivalents                                                    $     901         $  2,096
    Accounts receivable, less allowance for doubtful accounts of
       $101 in 2000 and 1999                                                         2,520            1,941
    Note receivable                                                                    138              138
    Deferred tax assets                                                                 70              114
    Prepaid expenses and other current assets                                          442              323
                                                                                 ---------         --------
       Total current assets                                                          4,071            4,612

Equipment and leasehold improvements, at cost, less
    accumulated depreciation and amortization                                        3,558            3,995

Other assets:
    Deferred tax assets                                                                789              403
    Cash surrender value of life insurance                                             703              633
    Accrued rent receivable                                                            602              416
    Non-marketable equity securities                                                   500              500
    Note receivable                                                                    137              275
    Other assets                                                                       423              444
                                                                                 ---------         --------
                                                                                 $  10,783         $ 11,278
                                                                                 =========         ========
                  LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
    Current maturities of notes payable                                          $     674         $     --
    Trade accounts payable                                                             791              409
    Accrued expenses and other                                                         979            1,430
    Accrued interest                                                                    40               74
                                                                                 ---------         --------
                  Total current liabilities                                          2,484            1,913
                                                                                 ---------         --------
Unearned retainer income                                                             2,071            1,929
Notes payable, including accrued deferred interest                                   1,685            3,039
Deferred compensation                                                                  323              267
Accrued rent payable                                                                   228              241

Commitments and contingencies

Shareholders' equity:
    Common stock, $.0001 par value.  Authorized 20,000,000 shares;
       issued and outstanding 7,605,943 shares in 2000;
       issued and outstanding 7,136,919 shares in 1999                                   1                1
    Capital in excess of par value                                                   5,542            4,904
    Accumulated deficit                                                             (1,551)          (1,016)
                                                                                 ---------         --------
                  Total shareholders' equity                                         3,992            3,889
                                                                                 ---------         --------
                                                                                 $  10,783         $ 11,278
                                                                                 =========         ========
</TABLE>
See accompanying notes to consolidated financial statements.



                                     F-4
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
                      Consolidated Statements of Operations
                             Years ended December 31
                 (in thousands, except share and per share data)
<TABLE>
<CAPTION>
                                                                     2000             1999              1998

<S>                                                             <C>                <C>              <C>
Revenues                                                        $   23,800         $   22,738       $   28,175
                                                                ----------         ----------       ----------
Operating expenses:
    Direct costs                                                    12,127             11,543           14,263
    Selling, general and administrative
       expenses                                                     12,426             10,847           12,262
    Restructuring charge                                                --                 --              321
                                                                ----------         ----------       ----------

       Operating (loss) income                                        (753)               348            1,329

Interest income                                                        119                 88               85
Other income                                                           139              1,200              364
Gain on sale of net assets                                              --                 --               20
Interest expense                                                      (336)              (464)            (522)
Other expense                                                           --                 --             (315)
                                                                ----------         ----------       ----------
       (Loss) income before (benefit) provision
            for income taxes and extraordinary item                   (831)             1,172              961
(Benefit) provision for income taxes                                  (323)               289              205
                                                                ----------         ----------       ----------
       (Loss) income before extraordinary item                        (508)               883              756
Extraordinary item (net of tax effect of $9 in 2000)                   (27)                --               --
                                                                ----------         ----------       ----------
       Net (loss) income                                        $     (535)        $      883       $      756
                                                                ==========         ==========       ==========

(Loss) earnings per common share - basic and diluted:              $  (.07)           $   .12          $   .11
                                                                   =======            =======          =======
Weighted average number of common shares outstanding:
       Basic                                                     7,449,986          7,121,242        7,094,273
                                                                ==========         ==========       ==========
       Diluted                                                   7,449,986          7,213,270        7,100,070
                                                                ==========         ==========       ==========
</TABLE>


See accompanying notes to consolidated financial statements.



                                      F-5
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
                 Consolidated Statements of Shareholders' Equity
                             Years ended December 31
                      (in thousands, except share amounts)
<TABLE>
<CAPTION>

                                                     Common stock    Capital in   Accumulated      Treasury stock       Total
                                                   -----------------  excess of    earnings      ------------------  shareholders'
                                               Shares       Amount    par value    (deficit)     Shares      Amount     equity
                                               ------       ------    ---------    ---------     ------      ------     ------
<S>                <C>                        <C>          <C>        <C>            <C>                    <C>        <C>
Balance at January 1, 1998                    6,575,669    $      1   $   3,872      $ (2,655)       --     $    --    $ 1,218
Net income                                           --          --          --           756        --          --        756
Purchase of treasury stock                           --          --          --            --  (274,400)         --       (456)
Exercise of stock options and warrants           12,900          --          14            --        --          --         14
Retirement of treasury shares                   (74,400)         --          --            --    74,400          --        206
Common stock issued                             600,000          --       1,000            --   200,000          --      1,250
                                             ----------    --------  ----------   -----------   -------     -------    -------
Balance at December 31, 1998                  7,114,169           1       4,886        (1,899)       --          --      2,988
                                             ----------    --------  ----------   -----------  --------     -------    -------
Net income                                           --          --          --           883        --          --        883
Exercise of stock options and warrants           22,750          --          18            --        --          --         18
                                             ----------    --------  ----------   -----------  --------     -------    -------
Balance at December 31, 1999                  7,136,919           1       4,904        (1,016)       --          --      3,889
                                             ----------    --------  ----------   ------------ --------     -------    -------
Net loss                                             --          --          --          (535)       --          --       (535)
Exercise of stock options and warrants          319,024          --         638            --        --          --        638
Common stock issued in exchange for warrants    150,000          --          --            --        --          --         --
                                             ----------    --------  ----------   -----------  --------     -------    -------
Balance at December 31, 2000                  7,605,943    $      1   $   5,542   $    (1,551)       --     $    --    $ 3,992
                                             ==========    ========  ==========   ===========  ========     =======     =======
</TABLE>

See accompanying notes to consolidated financial statements.



                                      F-6
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
                     Consolidated Statements of Cash Flows
                            Years ended December 31
                                 (in thousands)

<TABLE>
<CAPTION>
                                                                          2000             1999          1998
<S>                                                                     <C>            <C>            <C>
Cash flows from operating activities:
    Net (loss) income                                                   $  (535)       $     883      $    756

    Adjustments to reconcile net (loss) income to net cash
       (used in) provided by operating activities:

          Depreciation and amortization                                   1,182            1,105         1,144
          Provision for losses on accounts receivable                       217               90           164
          Gain on sale of net assets                                         --               --           (20)
          Increase in deferred compensation                                  56               74            20
          Increase (decrease) in unearned retainer income                   142               12          (106)
          Increase in non-marketable equity securities                       --             (500)           --
          Increase in cash surrender value of life insurance                (70)             (64)         (132)
          (Increase) decrease in deferred income taxes                     (342)             245           205
          Decrease in assets held for sale                                   --               --            99

          Changes in assets and  liabilities,  net of  non-cash
              effect of asset sale:
              (Increase) decrease in accounts receivable                   (796)             157         1,042
              Decrease in prepaid and refundable income taxes                --               --           299
              (Increase) decrease in prepaid expenses and other
                 current assets                                            (119)             143          (138)
              Increase in accrued rent receivable                          (186)            (186)         (186)
              Increase in other assets                                     (109)            (102)          (93)
              Decrease in accounts payable, accrued expenses
                    and accrued interest                                   (117)            (810)         (927)
              (Decrease) increase in accrued rent payable                   (13)              46            39
                                                                        -------        ---------      --------
                 Net cash (used in) provided by operating activities       (690)           1,093         2,166
                                                                        -------        ---------      --------

Cash flows from investing activities:
    Capital expenditures                                                   (570)          (672)          (618)
    Surrender of life insurance                                              --               --            42
    Repayment of notes receivable                                           137              200            63
    Proceeds from sale of net assets                                         --               --         1,250
                                                                        -------        ---------      --------
                 Net cash (used in) provided by investing activities       (433)            (472)          737
                                                                        -------        ---------      --------

Cash flows from financing activities:
    Principal borrowings under notes payable                              1,400               --            --
    Principal payments under notes payable                               (1,474)            (850)       (1,749)
    Proceeds from issuance of convertible note-related party                 --               --           250
    Proceeds from exercise of stock options and warrants                     37               18            14
    Proceeds from issuance of common stock                                   --               --           750
    Payments to acquire treasury stock                                       --               --          (206)
    Proceeds from insurance company, net of expenses                         --               --           206
    Increase in deferred financing fees                                     (35)              --            --
                                                                        -------        ---------      --------
                 Net cash used in financing activities                      (72)            (832)         (735)
                                                                        -------        ---------      ---------
                 Net (decrease) increase in cash and cash equivalents    (1,195)            (211)        2,168
Cash and cash equivalents at beginning of year                            2,096            2,307           139
                                                                        -------        ---------      --------
Cash and cash equivalents at end of year                                $   901        $   2,096      $  2,307
                                                                        =======        =========      ========
</TABLE>

See accompanying notes to consolidated financial statements.



                                      F-7
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                        December 31, 2000, 1999 and 1998

(1)    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a)      ORGANIZATION AND BASIS OF PRESENTATION

              Find/SVP, Inc. and its wholly owned subsidiaries (the "Company")
              provide a broad consulting, advisory and business intelligence
              service to executives and other decision-making employees of
              client companies, primarily in the United States. The Company
              currently operates in two business segments, providing consulting
              and business advisory services including: the Quick Consulting and
              Research Service ("QCS") which provides retainer clients with
              access to the expertise of the Company's staff and information
              resources as well as a Live AnswerDesk service ("Quick
              Consulting"); and the Strategic Consulting and Research Group
              ("SCRG") which provides more extensive, in-depth custom market
              research and competitive intelligence information, as well as
              customer satisfaction and loyalty programs ("Strategic
              Consulting"). Prior to the third quarter of 1998, the Company had
              one additional operating segment, Published Research Products. The
              Company considers its QCS and SCRG service businesses, which
              operate as "consulting and business advisory" businesses, to be
              its core competencies.

              During July 1998, the Company completed the sale of substantially
              all of the assets of its FIND/SVP Published Products, Inc.
              subsidiary ("Published Research"). The Company recorded a gain of
              $20,000 from this transaction. The revenues from Published
              Research accounted for approximately 9% of the Company's total
              revenues during 1998.

       (b)    PRINCIPLES OF CONSOLIDATION

              The consolidated financial statements include the accounts of the
              Company. All significant intercompany balances and transactions
              have been eliminated in consolidation.

       (c)    EQUIPMENT AND LEASEHOLD IMPROVEMENTS

              Equipment and leasehold improvements are stated at cost.

              Depreciation is computed by the straight-line method over the
              estimated useful lives of the assets. Electronic equipment and
              computer software is primarily depreciated over five years, and
              the Company's proprietary management information software system
              is depreciated over ten years. Leasehold improvements are
              amortized by the straight-line method over the shorter of the term
              of the lease or the estimated life of the asset.



                                      F-8
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

(1), CONTINUED

       (d)    DEFERRED CHARGES AND GOODWILL

              Deferred charges primarily comprise the cost of acquired library
              information files and electronic databases, which are amortized to
              expense over the estimated period of benefit of three years using
              the straight-line method.

              Goodwill arising from various acquisitions represents the excess
              of purchase price over the fair value of assets and liabilities
              acquired and is being amortized on a straight-line basis over 15
              years.

       (e)    DEFERRED FINANCING FEES

              Deferred financing fees primarily relate to costs incurred with
              respect to the issuance of the Senior Subordinated Notes ("Senior
              Notes") and are being amortized on a straight-line basis over the
              life of the Senior Notes. The related amortization is included in
              interest expense.

       (f)    INCOME TAXES

              Income taxes are accounted for under the asset and liability
              method. Deferred tax assets and liabilities are recognized for the
              future tax consequences attributable to differences between the
              financial statement carrying amounts of existing assets and
              liabilities and their respective tax basis and operating losses
              and tax credit carryforwards. Deferred tax assets and liabilities
              are measured using currently enacted tax rates. The effect on
              deferred tax assets and liabilities of a change in tax rates is
              recognized in income in the period that includes the enactment
              date. Realization of the net deferred tax assets is dependent on
              future reversals of existing taxable temporary differences and
              adequate future taxable income, exclusive of reversing temporary
              differences and carryforwards. Although realization is not
              assured, management believes that it is more likely than not that
              the net deferred tax assets will be realized.

       (g)    EARNINGS (LOSS) PER SHARE

              Basic earnings (loss) per share are computed by dividing net
              income (loss) by the weighted average number of common shares
              outstanding during the year. Diluted earnings (loss) per share are
              computed by dividing net income (loss) by a diluted weighted
              average number of common shares outstanding during the year. Such
              dilution is computed using the treasury stock method for the
              assumed conversion of stock options and warrants whose exercise
              price was less than the average market price of the common shares
              during the respective period, and certain additional dilutive
              effects of exercised, terminated and cancelled stock options. In
              the year ended December 31, 2000 there was no such dilutive
              effect.



                                      F-9
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

(1), CONTINUED

              Options and warrants to purchase 1,557,914, 1,883,789 and
              2,530,225 common shares during the years ended December 31, 2000,
              1999 and 1998, respectively, were antidilutive and were therefore
              excluded from the computation of diluted earnings per share.

       (h)    REVENUE RECOGNITION

              Revenues from annual retainer fees are recognized ratably over the
              contractual period. Other revenues are recognized as earned.
              Revenues include certain out-of-pocket and other expenses billed
              to clients which aggregated approximately $1,770,000, $2,186,000
              and $2,875,000 in 2000, 1999 and 1998, respectively.

       (i)    CASH AND CASH EQUIVALENTS

              Cash and cash equivalents includes all highly liquid investments
              with original maturities of three months or less.

       (j)    NON-MARKETABLE EQUITY SECURITIES

              Non-marketable equity securities are valued at the lower of
              historical cost or estimated net realizable value.

        (k)   FAIR VALUE OF FINANCIAL INSTRUMENTS

              The following methods and assumptions were used in estimating the
              fair value of financial instruments:

              The carrying values reported in the balance sheets for cash,
              accounts receivable, prepaid expenses and other current assets,
              accounts payable and accrued expenses approximate fair values.

              The fair value of notes payable, which approximates its carrying
              value, is estimated based on the current rates offered to the
              Company for debt of the same remaining maturities.



                                      F-10
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

(1), CONTINUED

        (l)   IMPAIRMENT OF LONG-LIVED ASSETS AND LONG-LIVED ASSETS TO BE
              DISPOSED OF

              The Company reviews long-lived assets and certain identifiable
              intangibles for impairment whenever events or changes in
              circumstances indicate that the carrying amount of an asset may
              not be recoverable. Recoverability of assets to be held and used
              is measured by a comparison of the carrying amount of an asset to
              undiscounted future net cash flows expected to be generated by the
              asset. If such assets are considered to be impaired, the
              impairment to be recognized is measured by the amount by which the
              carrying amount of the assets exceed the fair value of the assets.
              Assets to be disposed of are reported at the lower of the carrying
              amount or fair value less costs to sell.

        (m)   NEW ACCOUNTING PRINCIPLES

              In June 1998, the Financial Accounting Standards Board issued
              Statement of Financial Accounting Standards ("SFAS") No. 133,
              "Accounting for Derivative Instruments and Hedging Activities" and
              in June 2000 issued SFAS No. 138, which amended certain provisions
              of SFAS No. 133. These statements require companies to recognize
              all derivatives as either assets or liabilities and measure those
              instruments at fair value. Gains or losses resulting from changes
              in the values of those derivatives would be accounted for
              depending on the use of the derivatives and whether it qualifies
              for hedge accounting. The Company will adopt both pronouncements
              as of January 1, 2001. As of December 31, 2000, the Company has
              concluded that it did not have derivatives or hedging activities
              as contemplated by these pronouncements, and has accordingly
              concluded that there is no effect of adoption.

              The Company adopted the Securities and Exchange Commission's Staff
              Accounting Bulletin No. 101, "Revenue Recognition," ("SAB 101"),
              including related interpretations, in the quarter ended December
              31, 2000. The adoption of SAB 101 had no impact on the Company's
              revenue recognition practices or reported financial results.

        (n)   USE OF ESTIMATES

              Management makes estimates and assumptions relating to the
              reporting of assets and liabilities and the disclosure of
              contingent assets and liabilities and the reported amounts of
              revenue and expenses to prepare these consolidated financial
              statements in conformity with generally accepted accounting
              principles. Actual results could differ from those estimates.


                                      F-11
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

  (1), CONTINUED

       (o)    RECLASSIFICATIONS

              Certain prior year balances have been reclassified to conform with
              current year presentation.

 (2)   EQUIPMENT AND LEASEHOLD IMPROVEMENTS, NET

       At December 31, 2000 and 1999, equipment and leasehold improvements
       consist of the following:

<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------
                                                                  2000                1999
<S>                                                            <C>                 <C>
Furniture, fixtures and equipment, including
     computer software                                         $8,939,000          $8,598,000
Leasehold improvements                                          1,913,000           1,796,000
                                                             -------------       -------------
                                                               10,852,000          10,394,000
Less: accumulated depreciation and amortization                 7,294,000           6,399,000
                                                             -------------       -------------
                                                               $3,558,000          $3,995,000
                                                             =============       =============

-----------------------------------------------------------------------------------------------
</TABLE>

(3)      OTHER ASSETS

       At December 31, 2000 and 1999, other assets consist of the following:

--------------------------------------------------------------------------------
                                           2000                1999
Deferred charges                         $176,000           $151,000
Security deposits                         132,000            142,000
Goodwill, net                              86,000             96,000
Deferred financing fees, net               29,000             55,000
                                       -----------        -----------
                                         $423,000           $444,000
                                       ===========        ===========

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

(4)    LEASES

       The Company has an operating lease  agreement for its principal  offices,
       which  expires  in 2005.  As a result of  certain  lease  renegotiations,
       rental expense is scheduled to decline over the term of the lease. Rental
       expense under this lease is recorded on a straight-line basis.  Scheduled
       payments  through  December  31, 2000 and 1999  exceeded  rental  expense
       recorded  on this lease  through  such dates by  $602,000  and  $416,000,
       respectively.


                                      F-12
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

(4), CONTINUED

       The Company has two operating leases for additional office space that
       expire in 2005. Rental expense is scheduled to increase over the term of
       the lease. Rental expenses on these leases are recorded on a
       straight-line basis. Accordingly, rent recorded through December 31, 2000
       and 1999 exceeded scheduled payments by $228,000 and $241,000,
       respectively. In September 2000, the Company gave up its rights to a
       portion of this space for which the Company received $100,000 from its
       landlord, which is included in other income in 2000. In 1998, the Company
       gave up its rights to part of its leased space for which the Company
       received a payment of $75,000 from its landlord, which was included in
       other income in 1998.

       The Company's leases of office space include standard escalation clauses.
       Rental expenses under leases for office space and certain equipment
       accounted for as operating leases were $1,573,000, $1,676,000 and
       $1,749,000 in 2000, 1999 and 1998, respectively.

       The future minimum lease payments under noncancellable operating leases
       as of December 31, 2000 were as follows:

--------------------------------------------------------------------------------
Year ending December 31                                  Operating Leases
-----------------------                                  ----------------
         2001                                                 $1,333,000
         2002                                                  1,093,000
         2003                                                    853,000
         2004                                                    853,000
         2005                                                    426,000
         Thereafter                                                   --
                                                          ---------------
         Total minimum lease payments                         $4,558,000
                                                          ===============

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





                                      F-13
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

(5)    NOTES PAYABLE

       Notes payable as of December 31, 2000 and 1999 consist of the following:
<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------
                                                                         2000                 1999
<S>                                                                  <C>                  <C>
Bank borrowings                                                      $ 1,350,000          $         -

Borrowings under debt agreements with investors:
      $475,000 Series A Senior Subordinated
           Note - SVP, S.A., net of unamortized
           discount of $1,000 and $2,000 as of
           December 31, 2000 and 1999, respectively, due
           November 30, 2001                                             474,000              473,000
      $475,000 Series A Senior Subordinated
           Note - SVP, S.A., net of unamortized
           discount of $2,000 and $3,000 as of
           December 31, 2000 and 1999, respectively, due
           August 25, 2002                                               473,000              472,000
      $2,025,000 Series A Senior Subordinated Note                            --            2,018,000
                                                                   --------------       --------------
                  Total notes payable                                  2,297,000            2,963,000
      Less current installments                                          674,000                   --
      Plus accrued deferred interest                                      62,000               76,000
                                                                   --------------       --------------
                   Notes payable, excluding current
                      Installments                                   $ 1,685,000          $ 3,039,000
                                                                   ==============       ==============

--------------------------------------------------------------------------------------------------------
</TABLE>

       (a)   DEBT AGREEMENTS WITH BANK

             On August 1, 2000, the Company entered into a financing agreement
             with a commercial bank for a $1,400,000 Term Note (the "Note"), due
             June 30, 2005. The Note bears interest at prime plus 1.25% and is
             payable in quarterly installments beginning September 30, 2000. As
             of December 31, 2000, there was $1,350,000 outstanding on this
             Note.

             The Company has a $1,000,000 line of credit at the prime commercial
             lending rate plus 0.5%. The line is renewable annually, and was put
             in place on December 30, 1999. No amounts were borrowed under the
             line of credit as of December 31, 2000.



                                      F-14
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

(5), CONTINUED

       (b)   DEBT AGREEMENTS WITH INVESTORS

             Borrowings under the debt agreements with investors accrue interest
             at an annual rate of 12% on the unpaid principal balance. Interest
             payments are made periodically, and the agreements allow for the
             automatic deferral of some of the interest. Any interest that is
             deferred, compounds and accrues interest at 12%. As of December 31,
             2000, there was approximately $102,000 of accrued but unpaid
             interest of which $62,000 was deferred in accordance with said
             provisions. As of December 31, 1999, there was approximately
             $150,000 of accrued but unpaid interest, of which $76,000 was
             deferred.

             In early August 2000, the proceeds of the Term Note due June 30,
             2005 were used to pay down a portion of the Company's Senior
             Subordinated Notes, resulting in an after tax extraordinary loss of
             $27,000.

             The aggregate principal maturities of long-term debt for the next
             five years, including deferred interest and after full amortization
             of discounts, are as follows:

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

Year ending December 31,
------------------------
         2001                                             $   725,000
         2002                                                 725,000
         2003                                                 300,000
         2004                                                 350,000
         2005                                                 200,000
                                                       ---------------
                                                          $ 2,300,000
                                                       ===============

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

 (6)   SHAREHOLDERS' EQUITY

        (a)   SALE OF COMMON STOCK

              In 1998, SVP, S.A. ("SVP"), a subsidiary of Amalia S.A., purchased
              $1,000,000 of the Company's common stock at $1.25 per share. At
              December 31, 2000 and 1999, Amalia S. A., and its subsidiaries,
              was the owner of approximately 35.1% and 37.2%, respectively, of
              the Company's common shares.

        (b)   COMMON STOCK WARRANTS

              At December 31, 2000, warrants to purchase 422,222 of the
              Company's common shares at $2.25 per share, were outstanding.
              These warrants may be exercised by payment to the Company in
              cash, or by surrender to the Company of the equivalent face value
              amount of Senior Subordinated Notes.



                                      F-15
<PAGE>

                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

(6), CONTINUED

              At December 31, 2000, additional warrants to purchase 150,000 of
              the Company's Common Shares, at $2.25 per share, were outstanding.
              These warrants may be exercised by payment to the Company in cash.

              During the first quarter of 2000, 266,945 of such warrants were
              exercised. Under the terms of the agreement, $600,626 of face
              value of the Senior Subordinated Note due October 31, 2001 was
              surrendered as payment. In August 2000 as part of the early
              retirement of the Senior Subordinated Note due October 31, 2001,
              633,055 warrants were converted into 150,000 shares of the
              Company's common stock.

        (c)   STOCK OPTION PLAN

              The Company's 1996 Stock Option Plan (the "Plan"), as amended in
              1998 and 2000, authorizes grants of options to purchase up to
              1,650,000 shares of common stock, issuable to employees, directors
              and consultants of the Company, at prices at least equal to fair
              market value at the date of grant (110% of the fair market value
              for holders of 10% or more of the outstanding shares of common
              stock).

              The options to be granted under the Plan will be designated as
              incentive stock options or non-incentive stock options by the
              Stock Option Committee. Options granted under the Plan are
              exercisable during a period of no more than ten years from the
              date of the grant (five years for options granted to holders of
              10% or more of the outstanding shares of common stock). All
              options outstanding at December 31, 2000 expire within the next
              ten years if not exercised. Options that are cancelled or expire
              during the term of the Plan are eligible to be re-issued under the
              Plan and, therefore, are considered available for grant.

              There were 166,200 options outstanding under the 1986 Stock Option
              Plan as of December 31, 2000, and there were no options available
              for grant under this plan at December 31, 2000.



                                      F-16
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

(6), CONTINUED

              Activity under the stock option plans is summarized as follows:
<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------
                                                                                       Weighted
                                                           Available                   average
                                                              for        Options       exercise
                                                             grant       Granted        price
                                                           --------     ---------      ------
<S>     <C>                                                 <C>         <C>           <C>
January 1, 1998                                             128,100     1,176,713     $  1.78

Additional authorized                                       500,000
Granted                                                    (366,500)      366,500        0.84
Exercised                                                      --         (12,900)       1.12
Cancelled and terminated                                    540,550      (540,550)       1.46
No longer available under 1986 Plan                        (235,000)           --          --
                                                           --------    ----------     -------

December 31, 1998                                           567,150       989,763        1.31

Granted                                                    (247,500)      247,500        0.80
Exercised                                                        --       (22,750)       0.77
Cancelled and terminated                                    338,613      (338,613)       1.09
No longer available under 1986 Plan                        (171,963)           --          --
                                                           --------    ----------     -------

December 31, 1999                                           486,300       875,900        1.12

Additional authorized                                       500,000            --          --
Granted                                                    (772,500)      772,500        2.15
Exercised                                                        --       (80,910)       1.68
Cancelled                                                   291,840      (291,840)       1.14
No longer available under the 1986 Plan                     (30,140)           --          --
                                                           --------    ----------     -------

December 31, 2000                                           475,500     1,275,650        1.74
                                                           ========    ==========     =======

Exercisable at December 31, 2000                                          435,550     $  1.56
                                                                       ==========     =======

Exercisable at December 31, 1999                                          327,075     $  1.40
                                                                       ==========     =======

Exercisable at December 31, 1998                                          396,713     $  1.62
                                                                       ==========     =======
</TABLE>

              During 2000 options to purchase 772,500 shares of common stock
              were granted under the Company's Stock Option Plan, at prices
              ranging from $0.96875 to $3.6875.

              As of December 31, 2000, there were 1,275,650 options outstanding,
              exercisable at $0.65625 to $3.6875, with an average remaining
              contractual life of 5.54 years. As of December 31, 2000, there
              were 435,550 exercisable options, exercisable at $0.65625 to
              $3.6875, with an average remaining contractual life of 6.01 years.


                                      F-17
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

(6), CONTINUED

              On June 30, 1998 the Stock Option Committee of the Board of
              Directors voted in favor of a plan to re-price certain outstanding
              options held by employees on that date. There was a total of
              89,550 options with original issue dates between 1994 and 1998
              that were re-priced. The original exercise price of said options
              ranged from $1.21 to $2.25 and the weighted-average exercise price
              of those options was $1.78. The options were re-priced at $1.0625,
              the fair market value on June 30, 1998. All other aspects of the
              options were not changed. The weighted average exercise prices
              noted above reflect this repricing.

              Included in the options granted as of December 31, 1997 are
              300,000 options the Company granted to the President of the
              Company. Contingent upon meeting certain earnings levels over the
              life of his employment agreement, these options will vest on the
              certification date of the targeted earnings levels. The exercise
              price of these options will be equal to the fair market value of
              the common stock on the vesting date or 110% of such fair market
              value if the President is a holder of 10% or more of the
              outstanding shares of common stock on such date. As of December
              31, 2000, the President has relinquished a total of 225,000 of
              these options.

              The Company applies APB Opinion No. 25 in accounting for its Plan
              and, accordingly, no compensation cost has been recognized for its
              stock options in the financial statements. Had the Company
              determined compensation cost based on the fair value at the grant
              date for its stock options under SFAS No. 123, "Accounting for
              Stock-Based Compensation", the Company's net income (loss) would
              have been reduced (increased) to the pro forma amounts indicated
              below:
<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------

                                                           2000               1999           1998
<S>                                                    <C>                <C>              <C>
Net (loss) income              As reported             $  (535,000)       $  883,000       $ 759,000
                               Proforma                   (646,000)          821,000         697,000
                                                     ------------------------------------------------
(Loss) earnings per share      Basic

                                  As reported                (0.07)             0.12            0.11
                                  Proforma                   (0.09)             0.12            0.10
                                                     ------------------------------------------------
                               Diluted

                                  As reported                (0.07)             0.12            0.11
                                  Proforma                   (0.09)             0.11            0.10
                                                     ------------------------------------------------

-----------------------------------------------------------------------------------------------------
</TABLE>


                                      F-18
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

(6), CONTINUED

              The per share weighted-average fair value of stock options granted
              during 2000, 1999 and 1998 was $1.21, $0.43 and $0.33,
              respectively, on the date of grant using the Black-Scholes
              option-pricing model with the following weighted-average
              assumptions: 2000 - expected dividend yield of 0%, risk-free
              interest rate of 6%, volatility of 82.1% and an expected life of 3
              years; 1999 - expected dividend yield of 0%, risk-free interest
              rate of 6%, volatility of 75.6% and an expected life of 3 years;
              1998 - expected dividend yield of 0%, risk-free interest rate of
              6%, volatility of 48.8% and an expected life of 3 years.
              Volatility is calculated over the five preceding years for 2000,
              1999 and 1998, respectively.

       (d)    PREFERRED STOCK

              The Company has authorized and unissued preferred stock consisting
              of 2,000,000 shares at $.0001 par value.

(7)    SVP INTERNATIONAL - RELATED PARTY

       The Company has an agreement with SVP International, a subsidiary of
       Amalia S.A. The agreement provides that SVP International will aid and
       advise the Company in the operation of an information service and permit
       access to other global SVP information centers, and the use of the SVP
       trademark and logo. The agreement shall continue in perpetuity, unless
       amended by the parties. The Company pays royalties to SVP International
       computed using a formula based on percentages of service and product
       revenues, subject to certain limitations.

       Royalty expense under the agreement was $118,000, $119,000 and $126,000
       in the years ended December 31, 2000, 1999 and 1998, respectively.
       Amounts due to SVP International, included in accrued expenses, were
       approximately $278,000 and $240,000 at December 31, 2000 and 1999,
       respectively.

       The Company receives and renders information services to other members of
       the SVP network. Charges for such services are made at rates similar to
       those used for the Company's other clients.


                                      F-19
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

 (8)   INCOME TAXES

       The provision (benefit) for income taxes consists of the following:
<TABLE>
<CAPTION>
----------------------------------------------------------------------------------------------------

                                                       2000               1999              1998
<S>                                               <C>                  <C>                <C>
Current:
     Federal                                      $        --          $       --         $      --
     State and local                                       --              20,000                --
                                               -----------------------------------------------------
                                                           --              20,000                --
Deferred:
     Federal                                        (260,000)             524,000           342,000
     State and local                                 (63,000)              25,000           102,000
                                               -----------------------------------------------------
                                                    (323,000)             549,000           444,000
     Change in valuation allowance                         --           (280,000)         (239,000)
                                               -----------------------------------------------------
                                                    (323,000)             269,000           205,000
                                               -----------------------------------------------------
                                                  $ (323,000)          $  289,000         $ 205,000
                                               =====================================================

----------------------------------------------------------------------------------------------------
</TABLE>

       Income tax (benefit) expense differs from the amount computed by
       multiplying the statutory rate of 34% to income before income taxes due
       to the following:
<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------------------------------------

                                                                       2000                1999             1998
<S>                                                                 <C>                 <C>               <C>
Income tax (benefit) expense at statutory rate                      $(283,000)          $ 398,000         $ 327,000
Increase (reduction) in income taxes resulting
     from:
        Change in valuation allowance                                       --          (280,000)         (239,000)
        State and local (benefit) taxes, net of federal
            income tax benefit                                        (63,000)            118,000            97,000
        Nontaxable income                                             (24,000)           (18,000)          (30,000)
        Nondeductible expenses                                          25,000             31,000            31,000
        Other                                                           22,000             40,000            19,000
                                                                  --------------------------------------------------
                                                                    $(323,000)          $ 289,000         $ 205,000
                                                                  ==================================================

-------------------------------------------------------------------------------------------------------------------
</TABLE>



                                      F-20
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

(8), CONTINUED

       The tax effects of temporary  differences  that give rise to  significant
       portions of the deferred tax assets,  net of deferred tax  liabilities at
       December 31, 2000 and 1999 are presented below:

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

                                                         2000           1999
Deferred tax assets:
   State and local tax loss carryforwards             $ 317,000        182,000
   Federal tax loss carryforwards and credit            226,000        129,000
   Deferred compensation                                142,000        117,000
   Royalty expenses                                     115,000             --
   Other, net                                            42,000         43,000
   Depreciation and amortization                         17,000             --
   Severance charges                                         --         46,000
   Restructuring charges                                     --         26,000
Deferred tax liability:
   Depreciation and amortization                             --       (26,000)
                                                   ----------------------------
   Net deferred tax asset                             $ 859,000      $ 517,000
                                                   ============================

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

       Based on the Company's history of prior years' operating earnings
       relating to its research-for-hire businesses, a valuation allowance of
       $280,000 as of December 31, 1998 was necessary due to the uncertainty of
       future earnings to realize the net deferred tax asset. Based upon the
       1999 operating results, the valuation allowance was reversed as of
       December 31, 1999. Of the net deferred tax asset, $70,000 and $114,000 as
       of December 31, 2000 and December 31, 1999, respectively, are classified
       as current.

       Most federal tax loss carryforwards will expire in 2015. State and local
       tax loss carryforwards expire between 2011 and 2020. Alternative minimum
       tax assets may be used indefinitely.


                                      F-21
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

(9)    EMPLOYEE BENEFITS AND DEFERRED COMPENSATION

       (a)    EMPLOYEE BENEFIT PLANS

              The Company sponsors a 401(k) and profit sharing plan under which
              eligible participants may elect to defer eligible compensation up
              to governmental limitations. The Company contributes 20% of the
              employees' contributions up to 1% of their annual compensation and
              may contribute additional profit sharing amounts at the discretion
              of the Company. Expense was $86,000, $61,000 and $57,000 for the
              years ended December 31, 2000, 1999 and 1998, respectively.

              During 2000 the Company terminated its Target Benefit Pension
              Plan. All funds were distributed to participants as of December
              31, 2000.

        (b)   DEFERRED COMPENSATION

              The Company has deferred compensation agreements with two
              individuals, with benefits commencing upon retirement, death or
              disability. Deferred compensation expense under these agreements
              was approximately $56,000, $74,000 and $20,000 in 2000, 1999 and
              1998, respectively.

       (c)    EMPLOYMENT AGREEMENTS

              The Company has an employment agreement (the "Agreement") with the
              President of the Company, which expires in December 2001. The
              Agreement contains certain severance provisions entitling the
              President to receive compensation upon termination without cause,
              or voluntary termination upon certain conditions, which includes
              the acquisition by a party of 30% or more of the outstanding
              shares of common stock of the Company or a change in the majority
              of incumbent Board members, and certain other occurrences. If
              termination occurs at a time when there is less than one year left
              in the Agreement, compensation will continue for a two-year period
              from the date of termination.


                                      F-22
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

(9), CONTINUED

              During 1998, the Board amended the contract with the Company's
              President to provide that at any time after the end of calendar
              year 1999, the President may elect to voluntarily leave the employ
              of the Company and receive the balance of his contract for the
              remaining term on his employment contract. The term of the
              contract runs through 2001.

              Effective September 30, 1998, the Company accepted the resignation
              of an Executive Officer. In connection with his severance
              agreement, coupled with the signing of a release and agreement not
              to compete dated October 5, 1998, and the cancellation of his
              outstanding options, the Executive Officer received compensation
              and benefits through September 2000. An accrual of $475,000 was
              recorded in the year ended December 31, 1998 for this obligation.

              Severance arrangements for members of the Operating Management
              Group ("OMG") were authorized by the Board of Directors on January
              25, 1999. In the event of certain changes of control, severance
              agreements with members of the OMG would be triggered. Such
              agreements were signed by two members of the OMG and provide for
              (a) a normal severance benefit for nine (9) months, which would be
              increased to one (1) year after the employee has served as a
              member of the OMG for a continuous period of two (2) years, in the
              event the employee's services are terminated without cause, and
              (b) a severance benefit of one (1) year in the event the
              separation from service is due to (i) a change in control, and
              (ii) the employee suffers, within one (1) year thereafter, either
              (A) a discontinuation of duties, or (B) an office change of at
              least 50 miles, or (C) a reduction in compensation, or (D) a
              termination of employment other than for cause.

 (10)  SUPPLEMENTAL CASH FLOW INFORMATION

       Cash paid for interest and income taxes during the years ended December
       31, 2000, 1999 and 1998 was as follows:

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

                                     2000              1999            1998
Interest                          $ 235,000         $ 644,000        $ 292,000
                              =================================================
Income taxes                      $  10,000         $  60,000         $     --
                              =================================================

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

       The Company had the following non-cash financing activities:

       During the first quarter of 2000, the Company issued 266,945 common
       shares upon the exercise of warrants in exchange for the retirement of
       $600,626 of the Company's Senior Subordinated Note due October 31, 2001.


                                      F-23
<PAGE>

                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

(10), CONTINUED

       In August 2000, the Company issued 150,000 shares of common stock in
       exchange for the cancellation of 633,055 warrants to purchase common
       stock.

       During 2000, the Company recorded the cashless exercise of 47,860 options
       at prices ranging from $0.75 to $2.25, in exchange for 28,831 shares of
       common stock at prices ranging from $3.3125 to $4.01325. Such shares were
       held for a period of at least six months before the respective exchange.
       The value of these transactions was $97,000.

       In connection with the Company's sale of Published Research assets during
       1998, the Company received a $550,000 four-year note.

       In March 1998, a $250,000 convertible note with a related party was
       converted into common stock.

(11)   ACCRUED EXPENSES

       Accrued expenses at December 31, 2000 and 1999 consisted of the
       following:
<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------

                                                         2000               1999
<S>                                                   <C>               <C>
Accrued bonuses and employee benefits                 $  403,000        $  441,000
Accrued severance and retirement                              --           176,000
Accrued expenses incurred on behalf of clients            41,000            75,000
Accrued SVP royalty                                      278,000           240,000
Other accrued expenses                                   257,000           498,000
                                                   --------------------------------
                                                       $ 979,000       $ 1,430,000
                                                   ================================

--------------------------------------------------------------------------------------
</TABLE>




                                      F-24
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

 (12)  OTHER INCOME

       Other income consists of the following:
<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------

                                                        2000             1999               1998
<S>                                                  <C>             <C>                <C>
Early termination of lease                           $ 139,000       $        --        $       --
Domain name assignment and trademark
   license agreement                                        --         1,200,000                --
Settlement with Asset Value and lease
   renegotiation                                            --                --           364,000
Settlement with Asset Value and lease
   renegotiation                                            --                --         (315,000)
                                                 --------------------------------------------------
                                                     $ 139,000       $ 1,200,000        $   49,000
                                                 ==================================================

-----------------------------------------------------------------------------------------------------
</TABLE>

       On December 30, 1999, the Company entered into an agreement with idealab!
       and Find.com, Inc. whereby the Company assigned the domain name
       "find.com" and licensed the use of certain rights to the trademarks
       "find.com" and "find" to Find.com, Inc. idealab! and Find.com, Inc. are
       not otherwise related to the Company. Under the terms of the agreement,
       the Company received consideration in the form of cash and preferred
       shares amounting to approximately $1,200,000, net of related expenses.
       The Company is also entitled to certain future royalties. No royalty
       income was earned in the year ended December 31, 2000. The carrying value
       of the preferred shares is the lower of historical cost or estimated net
       realizable value. The non-marketable preferred share securities carry
       various rights including the ability to convert into common shares of
       Find.com and a repurchase (put) option that becomes exercisable in
       December 2002. Since the preferred share securities are an investment in
       a start-up enterprise, it is reasonably possible in the near term that
       the Company's estimate of the net realizable value of the preferred
       shares will be less than the carrying value of the preferred shares.


                                      F-25
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

 (13)  LITIGATION

       On May 30, 1997, Asset Value Fund Limited Partnership ("Asset Value"), a
       shareholder in the Company, commenced an action in the United States
       District Court for the Southern District of New York entitled Asset Value
       Fund Limited Partnership v. FIND/SVP, Inc. and Andrew P. Garvin, Civil
       Action No. 97 Civ. 3977 (LAK). The complaint alleged that between October
       1995 and August 1996 the Company and its president made certain oral
       misstatements to Paul Koether, the principal of Asset Value, concerning
       the financial condition of the Company and that those misstatements
       induced Asset Value to buy more shares of the Company and to refrain from
       selling the shares it already held. The complaint alleged that those
       misstatements give rise to causes of action for violation of Section
       10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder,
       and for fraud, breach of fiduciary duty and negligent misrepresentation.
       The complaint demanded compensatory damages in excess of $1.5 million and
       punitive damages in excess of $5 million, as well as costs and attorneys'
       fees.

       On August 13, 1997, the Company was served with an amended complaint
       which alleged that between January 1996 and August 1996, the Company and
       its president made certain misstatements concerning the financial
       condition of the Company and that those misstatements induced Asset Value
       to buy more shares of the Company and to refrain from selling the shares
       it already held. The amended complaint alleged that those misstatements
       give rise to causes of action for violation of Section 10(b) of the
       Securities Exchange Act of 1934 and Rule 10b-5 thereunder and for common
       law fraud. The complaint demanded compensatory and punitive damages in an
       amount to be determined at trial, as well as costs and attorneys' fees.
       On September 29, 1997, the Company and Mr. Garvin moved to dismiss the
       amended complaint.

       On December 3, 1997, Asset Value commenced an action in the Supreme Court
       of the State of New York, County of New York entitled Asset Value Fund
       Limited Partnership v. Brigitte De Gastines and Jean-Louis Bodmer, Index
       No. 606165/97. The defendants are two of the Company's directors. The
       complaint sought to remove the defendants as directors under New York
       Business Corporation Law 706(d) because of their alleged failure to
       attend meetings of the board and because they considered and approved
       financing transactions by the Company involving Amalia, S.A. and/or SVP,
       S.A which allegedly constituted self-dealing by the defendants. On
       December 30, 1997, the defendants removed this action to the United
       States District Court for the Southern District of New York.



                                      F-26
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

(13), CONTINUED

       On January 20, 1998, Asset Value and the Company entered into a
       settlement agreement pursuant to which Asset Value dismissed with
       prejudice the two pending actions described above. Furthermore, Asset
       Value agreed that for five years neither Asset Value nor Paul Koether
       will purchase, either directly or indirectly, any shares of stock in the
       Company, or own or control, either directly or indirectly, any shares of
       stock in the Company. As part of the settlement, the Company purchased
       274,400 shares of the Company's common stock from the plaintiff for $1.25
       per share, totaling $343,000. The purchase price contained a premium of
       $0.50 per share over the closing trade price of the Company's common
       stock on the date of settlement, or $137,000. As a result of the above,
       the Company recorded treasury stock of $206,000 and expense of $137,000.
       The Company used proceeds from its insurance company of $495,000 to
       purchase the shares and to pay plaintiff and Company legal fees in the
       amount of $110,000 and $42,000, respectively. Accordingly, the Company
       recorded other income and other expense of $289,000, respectively, in the
       year ended December 31, 1998, related to this matter, with the remaining
       balance of $206,000 offset against the aforementioned treasury stock
       repurchase amount, thus reducing the net treasury stock to zero.

 (14)  IMPAIRMENT LOSS AND ASSET DISPOSAL

       During the fourth quarter of 1997, the Company decided to sell the
       majority of assets held in its Published Research subsidiary and recorded
       an impairment loss of $1,047,000 in December 1997.

       In July 1998, the Company completed the sale of substantially all of the
       assets of its Published Research subsidiary and recorded a $20,000 gain.
       The Company received $1,250,000 in cash, a Promissory Note (the "Note")
       in the amount of $550,000 and the purchaser assumed certain liabilities
       in the amount of $85,000. The Note bears interest at a rate of 8% per
       annum and is payable in four equal annual installments of principal and
       interest beginning in June 1999. The Company holds a subordinate security
       interest in the sold assets, and has the personal guarantee of a
       principal of the purchaser.

       During the fourth quarter of 1997, the Company ceased the consumer
       oriented operation of its FIND/SVP Internet Services, Inc. subsidiary.
       Accordingly, the Company recorded a charge of $500,000 in the fourth
       quarter of 1997 related to the closing of the subsidiary. The charge
       included $35,000 of severance, all of which was paid by March 31, 1998.
       During the second quarter of 1998 the Company received payment of $75,000
       from the landlord in return for the forfeiture of the lease. The Company
       also had rental expenses of $26,400 during the second quarter of 1998,
       prior to the agreement with the landlord. The $75,000 was recorded as
       Other Income and the $26,400 was recorded as Other Expense in 1998.


                                      F-27
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

 (15)  RESTRUCTURING CHARGE

       On March 27, 1998, the Company reduced its full-time labor force in its
       core business by 20 positions. As a result the Company recorded a
       restructuring charge of $321,000 during the quarter ended March 31, 1998.
       The charge consisted mainly of severance payments, outplacement services
       and legal costs associated with the elimination of the positions, all of
       which was paid as of December 31, 1999.

(16)   SEGMENT REPORTING

       During the year ended December 31, 2000, the Company began measuring its
       consulting and business advisory services in two business segments: Quick
       Consulting and Strategic Consulting. Corresponding information for the
       years ended December 31, 1999 and 1998 have been disaggregated to provide
       comparative information. The Company operates primarily in the United
       States. Prior to the divestiture in the third quarter of 1998, the
       Company had one additional segment, Published Research Products. The
       Company considers its quick consulting and strategic consulting services
       to be its core competency. Corporate and other relates to assets and
       activities that are not allocated to a segment.



                                      F-28
<PAGE>


                         FIND/SVP, INC. AND SUBSIDIARIES
              Notes to Consolidated Financial Statements, Continued

(16), CONTINUED
<TABLE>
<CAPTION>
---------------------------------------------------------------------------------------------------------------------
(in thousands)                                                                  YEARS ENDED DECEMBER 31,
                                                                                ------------------------
                                                                               2000            1999             1998
                                                                               ----            ----             ----
<S>                                                                          <C>             <C>            <C>
REVENUES
   Quick Consulting                                                          $ 19,930        $ 18,851       $ 20,714
   Strategic Consulting                                                         3,870           3,887          4,743
   Published Research Products                                                     --              --          2,718
                                                                          --------------------------------------------
      Total revenues                                                         $ 23,800        $ 22,738       $ 28,175
                                                                          ============================================

OPERATING (LOSS) INCOME
   Quick Consulting (1)                                                      $  4,545        $  4,680       $  5,965
   Strategic Consulting                                                          (58)             156            403
   Published Research Products                                                     --              --             16
                                                                          --------------------------------------------
     Segment operating (loss) income                                            4,487           4,836          6,384
   Corporate and other (2)                                                    (5,318)         (3,664)        (5,423)
                                                                          --------------------------------------------
     (Loss) income before (benefit) provision for income taxes
                                                                             $  (831)        $  1,172       $    961
                                                                          ============================================

DEPRECIATION AND AMORTIZATION
   Quick Consulting                                                          $    583        $    520       $    440
   Strategic Consulting                                                            68              69             61
   Published Research Products                                                     --              --             96
                                                                          --------------------------------------------
      Total segment depreciation and amortization                                 651             589            597
   Corporate and other                                                            531             516            547
                                                                          --------------------------------------------
      Total depreciation and amortization                                    $  1,182        $  1,105       $  1,144
                                                                          ============================================

TOTAL ASSETS
   Quick Consulting                                                          $  3,406        $  3,352
   Strategic Consulting                                                           843             735
   Published Research Products                                                     --              --
                                                                          ------------------------------
      Total segment assets                                                      4,249           4,087
   Corporate and other                                                          6,534           7,191
                                                                          ------------------------------
      Total assets                                                           $ 10,783         $11,278
                                                                          ==============================

CAPITAL EXPENDITURES
   Quick Consulting                                                          $    160        $    218       $    478
   Strategic Consulting                                                            30              25             74
                                                                          --------------------------------------------
      Total segment capital expenditures                                          190             243            552
   Corporate and other                                                            380             429             66
                                                                          --------------------------------------------
      Total capital expenditures                                             $    570        $    672       $    618
                                                                          ============================================
</TABLE>

(1)  Operating  income  for  the  year ended  December  31, 1998 includes a
restructuring charge for severance and related costs of $321,000.
(2) Includes interest income, other income, gain on sale of net assets, interest
expense and other expense.

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



                                      F-29
<PAGE>


              INDEPENDENT AUDITORS' REPORT ON SUPPLEMENTAL SCHEDULE


To the Board of Directors and Shareholders of Find/SVP, Inc.

Our audits were conducted for the purpose of forming an opinion on the basic
financial statements as of and for the years ended December 31, 2000 and 1999,
taken as a whole. The data shown on the supplemental schedule on page F-31 for
the years ended December 31, 2000 and 1999 is presented for the purpose of
additional analysis and is not a required part of the basic financial
statements. This schedule is the responsibility of the Company's management.
Such data has been subjected to the auditing procedures applied in our audits of
the basic financial statements and, in our opinion, is fairly stated in all
material respects when considered in relation to the basic financial statements
taken as a whole.


Deloitte & Touche LLP
Stamford, Connecticut
March 28, 2001





                                      F-30
<PAGE>


                                                                     Schedule II

                         FIND/SVP, INC. AND SUBSIDIARIES

                        Valuation and Qualifying Accounts

                  Years ended December 31, 2000, 1999 and 1998
                            (in thousands of dollars)


<TABLE>
<CAPTION>
                                                    Balance at    Additions
                                                    beginning     charged to       Deduc-       Balance at
            CLASSIFICATION                           of year       earnings       tions (1)     end of year
                                                     -------       --------       ---------     -----------
<S>                                                   <C>           <C>             <C>            <C>
Year ended December 31, 2000:
    Allowance for doubtful accounts                   $ 101         $ 217           $ 217          $ 101
                                                        ===           ===             ===            ===

Year ended December 31, 1999:
    Allowance for doubtful accounts                   $ 104         $  90           $  93          $ 101
                                                        ===           ===             ===            ===

Year ended December 31, 1998:
    Allowance for doubtful accounts                   $ 118         $ 164           $ 178          $ 104
                                                        ===           ===             ===            ===
</TABLE>



Note:  (1) Amounts written off, net of recoveries.



                                      F-31