SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

**Form 10-KSB**

**Annual Report Pursuant to Section 13 or 15(d) of**

**the Securities Exchange Act of 1934**

(Mark One)

[ X ] Annual report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934

For the fiscal year ended December 31, 2001

[   ] Transition report under section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from ___________________ to ______________

Commission File Number 0-25765

**Patriot Investment Corporation**

(Name of small business issuer in its charter)

|**Nevada**

(State or other jurisdiction of incorporation or organization) | **87-0429748**

(I.R.S. Employer I.D. No.)
|-------------------------------------------------------------------------- | ------------------------------------------

**6269 Jamestown Court, Salt Lake City, Utah  84121**

(Address and Zip Code of principal executive offices)

Issuer's telephone number, including area code: **801-566-6627**

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

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

$.001 par value, common voting shares

(Title of class)

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

Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B is contained in this form, and
no disclosure will 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-KSB or any amendment to this Form 10-KSB. [    ]

The issuer's revenue for its most recent fiscal year was: $-0-

The aggregate market value of the issuer's voting stock held as of March 12, 2002, by non-affiliates of the issuers was
$253,300.

As of March 12, 2002, issuer had 32,000,000 shares of its $.001 par value common stock outstanding.

Transitional Small Business Format:   Yes [   ]   No [ X ]

Documents incorporated by reference: none

**PART I**

**Item 1.  Description of Business.**

Patriot Investment Corporation, ("Patriot" or the "Company") was originally incorporated in Nevada on January 13, 1986.
The Company has not had active business operations since its inception and is considered a development stage company. In
1993, the Company entered into an agreement with Bradley S. Shepherd in which Mr. Shepherd agreed to become an
officer and director of the Company and use his best efforts to organize and update the books and records of the
Corporation and seek business opportunities for acquisition or participation by the Company.

The Company intends to seek, investigate, and if warranted, acquire an interest in a business opportunity.  The Company
does not propose to restrict its search for a business opportunity to any particular industry or geographical area and may,
therefore, engage in essentially any business in any industry.  The Company has unrestricted discretion in seeking and
participating in a business opportunity, subject to the availability of such opportunities, economic conditions and other
factors.

The selection of a business opportunity in which to participate is complex and extremely risky and will be made by
management in the exercise of its business judgment.  There is no assurance that the Company will be able to identify and
acquire any business opportunity which will ultimately prove to be beneficial to the Company and its shareholders.

The activities of the Company are subject to several significant risks which arise primarily as a result of the fact that the
Company has no specific business and may acquire or participate in a business opportunity based on the decision of
management which will, in all probability, act without the consent, vote, or approval of the Company's shareholders.

**Sources of Opportunities**

It is anticipated that business opportunities may be available to the Company from various sources, including its officers
and directors, professional advisers, securities broker-dealers, venture capitalists, members of the financial community, and
others who may present unsolicited proposals.

The Company will seek a potential business opportunity from all known sources, but will rely principally on personal
contacts of its officers and directors as well as indirect associations between them and other business and professional
people.  Although the Company does not anticipate engaging professional firms specializing in business acquisitions or
reorganizations, if management deems it in the best interests of the Company, such firms may be retained.  In some
instances, the Company may publish notices or advertisements seeking a potential business opportunity in financial or trade
publications.

**Criteria**

The Company will not restrict its search to any particular business, industry or geographical location.  The Company may
acquire a business opportunity or enter into a business in any industry and in any stage of development.  The Company may
enter into a business or opportunity involving a "start up" or new company.  The Company may acquire a business
opportunity in various stages of its operation.

In seeking a business venture, the decision of management of the Company will not be controlled by an attempt to take
advantage of an anticipated or perceived appeal of a specific industry, management group, or product or industry, but will
be based upon the business objective of seeking long-term capital appreciation in the real value of the Company.

In analyzing prospective business opportunities, management will consider such matters as the available technical,
financial and managerial resources; working capital and other financial requirements; the history of operations, if any;
prospects for the future; the nature of present and expected competition; the quality and experience of management services
which may be available and the depth of the management; the potential for further research, development or exploration;
the potential for growth and expansion; the potential for profit; the perceived public recognition or acceptance of products,
services, trade or service marks, name identification; and other relevant factors.

Generally, the Company will analyze all available factors in the circumstances and make a determination based upon a
composite of available facts, without reliance upon any single factor as controlling.

**Methods of Participation of Acquisition**

Specific business opportunities will be reviewed and, on the basis of that review, the legal structure or method of
participation deemed by management to be suitable will be selected.  Such structures and methods may include, but are not
limited to, leases, purchase and sale agreements, licenses, joint ventures, other contractual arrangements, and may involve a
reorganization, merger or consolidation transaction.  The Company may act directly or indirectly through an interest in a
partnership, corporation, or other form of organization.

**Procedures**

As part of the Company's investigation of business opportunities, officers and directors may meet personally with
management and key personnel of the firm sponsoring the business opportunity, visit and inspect material facilities, obtain
independent analysis or verification of certain information provided, check references of management and key personnel,
and conduct other reasonable measures.

The Company will generally request that it be provided with written materials regarding the business opportunity
containing such items as a description of product, service and company history; management resumes; financial
information; available projections with related assumptions upon which they are based; an explanation of proprietary
products and services; evidence of existing patents, trademarks or service marks or rights thereto; present and proposed
forms of compensation to management; a description of transactions between the prospective entity and its affiliates;
relevant analysis of risks and competitive conditions; a financial plan of operation and estimated capital requirements; and
other information deemed relevant.

**Competition**

The Company expects to encounter substantial competition in its efforts to acquire a business opportunity.  The primary
competition is from other companies organized and funded for similar purposes, small venture capital partnerships and
corporations, small business investment companies and wealthy individuals.

**Employees**

The Company does not currently have any employees but relies upon the efforts of its officers and directors to conduct the
business of the Company.

**Item 2.  Description of Property.**

The Company does not currently own any property.  The Company utilizes office space in the residence of Bradley S.
Shepherd at no cost.  Until such time as the Company pursues a viable business opportunity and recognizes income, it will
not seek independent office space.

**Item 3.  Legal Proceedings.**

No legal proceedings are threatened or pending against the Company or any of its officers or directors.  Further, none of
the Company's officers or directors or affiliates of the Company are parties against the Company or have any material
interests in actions that are adverse to the Company's interests.

**Item 4.  Submission of Matters to a Vote of Securities Holders.**

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

**PART II**

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

The Company's common stock is listed on the Over the Counter Bulletin Board ("OTCBB"), under the symbol "PTRT".
As of March 12, 2002, the Company had 116 shareholders holding 32,000,000 shares of common stock.  Of the issued and
outstanding common stock, 1,231,500 are free trading, the balance are restricted stock as that term is used in Rule 144.

****CLOSING BID**

**CLOSING ASK******
**High**
**Low**
**High**
**Low****2000**First Quarter
0.2000
0.0200
0.5000
0.1000Second Quarter
0.2000
0.1875
0.5625
0.5000Third Quarter
0.2000
0.1250
0.5625
0.1875Fourth Quarter
0.2000
0.0938
0.2500
0.1250**2001**First Quarter
0.09375
0.0625
0.15625
0.15625Second Quarter
0.3000
0.0500
0.5500
0.1500Third Quarter
0.2000
0.1500
0.5500
0.4000Fourth Quarter
0.1200
0.1000
0.2500
0.1800The above quotations, as provided by the National Quotation Bureau, LLC, represent prices between dealers and do not
include retail markup, markdown or commission.  In addition, these quotations do not represent actual transactions.

The Company has not paid, nor declared, any dividends since its inception and does not intend to declare any such
dividends in the foreseeable future. The Company's ability to pay dividends is subject to limitations imposed by Nevada
law. Under Nevada law, dividends may be paid to the extent that the corporation's assets exceed its liabilities and it is able
to pay its debts as they become due in the usual course of business.

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

The Company has little cash and has experienced losses from inception. The Company has not had any revenues from
operations in each of the last two fiscal years.  As of December 31, 2001, the Company had $343 cash in hand and $4,000
current liabilities leaving a working capital deficit of $3,657. The Company has no material commitments for capital
expenditures for the next twelve months.

As of the date of this report, the Company has yet to generate positive cash flow from operations. Since inception, the
Company has primarily financed its operations through the sale of common stock. The Company believes that its current
cash needs can be met with the cash on hand for at least the next twelve months. However, should the Company obtain a
business opportunity, it may be necessary to raise additional capital. This may be accomplished by selling common stock
of the Company.

Management of the Company intends to actively seek business opportunities for the Company during the next twelve
months.

**Item 7.  Financial Statements.**

The financial statements of the Company appear at the end of this report beginning with the Index to Financial Statements
on page F-1.

**Item 8.  Changes In and Disagreements with Accountants on Accounting and Financial Disclosure.**

None.

**PART III**

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

The following table sets forth the name, age, position and office term of each executive officer and director of the
Company.**Name**
**Age**
**Positions**
**Since**Bradley S. Shepherd
41
Director, President,
Secretary/Treasurer
February 1993Todd Gee
42
Director
February 1993All directors serve until the next annual stockholders meeting or until their successors are duly elected and qualified.  All
officers serve at the discretion of the Board of Directors.

Set forth below is certain biographical information regarding each of the Company's executive officers and directors:

**Bradley S. Shepherd, Director, President, Secretary/Treasurer.** Mr. Shepherd is the owner and manager of Shepherd's
Allstar Lanes, Inc., a bowling center, restaurant, and lounge located in West Jordan, Utah.  After managing the business for
three years, Mr. Shepherd purchased the business in June of 1993. Mr. Shepherd also manages and is trustee for the Roger
L. Shepherd Family Trust, which owns and leases commercial office and warehouse buildings and residential properties in
the Salt Lake City area.

**Todd Gee, Director.**  Mr. Gee is the owner and operator of the Hardwood Flooring Company, a Utah general partnership
engaged in the installation of all types of hardwood flooring.  From 1982 to 1984, Mr. Gee attended the University of Utah.

**Other Reporting Company Activities.**Bradley S. Shepherd is currently an officer and director of Siclone Industries,
Inc., a reporting company, which is seeking to acquire a business opportunity.  The possibility exists that Mr. Shepherd
could become an officer and/or director of other reporting companies in the future, although he has no intention of doing so
at the present time.  Certain conflicts of interest are inherent in the participation of the Company's officer and director as
management in other reporting companies, which may be difficult, if not impossible, to resolve in all cases in the best
interests of the Company.  Failure by management to conduct the Company's business in its best interests may result in
liability of management of the Company to the shareholders.

**Item 10.  Executive Compensation**

The Company's officers and directors do not receive any compensation for services rendered to the Company, have not
received such compensation in the past, and is not accruing any compensation pursuant to any agreement with the
Company.  The officers and directors of the Company will not receive any finder's fee from the Company as a result of
their efforts to implement the Company's business plan outlined herein.  However, the officers and directors of the
Company anticipate receiving benefits as beneficial shareholders of the Company's common stock.

No retirement, pension, profit sharing, stock option or insurance programs or other similar programs have been adopted by
the Company for the benefit of its employees.

**Employment Contracts and Termination of Employment and Change in Control Arrangement.**

There are no compensatory plans or arrangements, including payments to be received from the Company, with respect to
any person named in Cash Compensation set out above which would in any way result in payments to any such person
because of his resignation, retirement, or other termination of such person's employment with the Company or its
subsidiaries, or any change in control of the Company, or a change in the person's responsibilities following a change of
control of the Company.

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

The following table sets forth as of March 12, 2002, the number and percentage of the 32,000,000 shares of outstanding
common stock which, according to the information supplied to the Company, were beneficially owned by (i) each person
who is currently a director of the Company, (ii) each executive officer, (iii) all current directors and executive officers of
the Company as a group and (iv) each person who, to the knowledge of the Company, is the beneficial owner of more than
5% of the outstanding common stock.  Except as otherwise indicated, the persons named in the table have sole voting and
dispositive power with respect to all shares beneficially owned, subject to community property laws where applicable.**Name and Address**
**Amount**
**Percentage**Bradley S. Shepherd (1)

6269 Jamestown Court

Salt Lake City, UT 84121
29,990,000
93.71Todd Gee (1)

265 E. Hampton Avenue

Salt Lake City, UT 84111
200,000
0.625Officers, Directors and 

Nominees as a Group:

2 people
30,190,000
94.34(1) Officer and/or director.

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

The Company utilizes office space at the residence of Mr. Shepherd to conduct its activities at no charge to the Company.

For the year ended December 31, 2001 and 2000, the Company's president advanced $5,500 and $5,000 to the Company,
respectively. During the year ended December 31, 2001, the Company's president was issued 7,000,000 shares of common
stock in exchange for cash advances received in the amount of $7,000. Outstanding advances total $3,500 as of December
31, 2001. These advances are due on demand and have no provision for interest.

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

**Reports on Form 8-K**

No reports on Form 8-K were filed during the quarter ended December 31, 2001.

**Exhibits**

None

**SIGNATURES**

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

Patriot Investment Corporation

Date: March 22, 2002    By: /s/ Bradley S. Shepherd

Bradley S. Shepherd

President, Secretary/Treasurer

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

Date: March 22, 2002             By: /s/ Bradley S. Shepherd

Bradley S. Shepherd

Director

Date: March 22, 2002             By: /s/ Todd Gee

Todd Gee

Director

**PATRIOT INVESTMENT CORPORATION**

**(A Development Stage Company)**

**TABLE OF CONTENTS****Page**Independent Auditors' Report
9Balance Sheets - December 31, 2001 and 2000
10Statements of Operations for the Years Ended December
31, 2001 and 2000 and for the Period from January 13, 1986
(Inception) to December 31, 2001
11Statement of Stockholders' Equity (Deficit) for the Period
From Inception of the Development Stage January 13, 1986
Through December 31, 2001
12Statements of Cash Flows for the Years Ended December
31, 2001 and 2000 and for the Period from January 13, 1986
(Inception) to December 31, 2001
13Notes to the Financial Statements
14-15________________________**HANSEN, BARNETT & MAXWELL**

A Professional Corporation
(801) 532-2200CERTIFIED PUBLIC ACCOUNTANTS
Fax (801) 532-79445 Triad Center, Suite 750**Member of AICPA Division of Firms**
Salt Lake City, Utah 84180**Member of SECPS**
www.hbmcpas.com**

**INDEPENDENT AUDITORS' REPORT**

To the Board of Directors

Patriot Investment Corporation

We have audited the accompanying balance sheets of Patriot Investment Corporation (a development stage company) as of
December 31, 2001 and 2000, and the related statements of operations, stockholders' equity (deficit), and cash flows for the
years then ended and the cumulative period from January 1, 1994 through December 31, 2001. These financial statements
are the responsibility of the Company's management.  Our responsibility is to express an opinion on these financial
statements based on our audits.  The financial statements of Patriot Investment Corporation for the period from inception
on January 13, 1986 through December 31, 1993 were audited by other auditors whose report dated January 15, 1995,
expressed an unqualified opinion with an explanatory paragraph describing conditions that raised substantial doubt about
its ability to continue as a going concern on those statements.

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

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of
Patriot Investment Corporation as of December 31, 2001 and 2000, and the results of its operations and its cash flows for
the years then ended and for the years ended December 31, 2001 and 2000 included in the period from inception on January
13, 1986 through December 31, 2001 in conformity with accounting principles generally accepted generally accepted in the
United States.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern.
As discussed in Note 1 to the financial statements, the Company has little cash and has experienced losses from inception
that raise substantial doubt about its ability to continue as a going concern.  The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.

**HANSEN, BARNETT & MAXWELL**

Salt Lake City, Utah

February 11, 2002

**PATRIOT INVESTMENT CORPORATION**

**(A Development Stage Company)**

**BALANCE SHEETS**

**DECEMBER 31, 2001 AND 2000**

|**ASSETS**                                                                                                                                                    | **2001**    | **2000**   
|------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------- | -----------
|**Current Assets - Cash**                                                                                                                                     | $ 343       | $ 1,112    
|                                                                                                                                                              | ___________ | __________ 
|**Total Assets**                                                                                                                                              | $ 343       | $ 1,112    
|                                                                                                                                                              | ==========  | =========  
|**LIABILITIES AND
STOCKHOLDERS' EQUITY**                                                                                                                      |             |            
|**Current Liabilities**                                                                                                                                       |             |            
|Accounts payable                                                                                                                                              | $ 500       | $ 2,083    
|Advance from officer/director                                                                                                                                 | 3,500       | 5,000      
|                                                                                                                                                              | ___________ | ___________
|**Total Liabilities**                                                                                                                                         | 4,000       | 7,083      
|                                                                                                                                                              | ___________ | ___________
|**Stockholders' Equity**                                                                                                                                      |             |            
|Preferred Stock, $0.001 par value;
10,000,000 shares authorized; no
shares issued and outstanding                                                             | -           | -          
|Common Stock, $0.001 par value;
50,000,000 shares authorized;
32,000,000 and 25,000,000 issued and
outstanding as of December 31, 2001
and 2000, respectively | 32,000      | 25,000     
|Additional paid in capital                                                                                                                                    | 141,376     | 141,376    
|Deficit accumulated during the
development stage                                                                                                              | (177,033)   | (172,347)  
|                                                                                                                                                              | ___________ | ___________
|**Total Stockholders' Equity**                                                                                                                                | (3,657)     | (5,971)    
|                                                                                                                                                              | ___________ | ___________
|**Total Liabilities and Stockholders'
Equity**                                                                                                                | $ 343       | $ 1,112    
|                                                                                                                                                              | ==========  | ========== 

The accompanying notes are an integral part of these financial statements.

**PATRIOT INVESTMENT CORPORATION**

**(A Development Stage Company)**

**STATEMENTS OF OPERATIONS**

**FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000**

**AND FOR THE PERIOD FROM JANUARY 13, 1986 (INCEPTION)**

**TO DECEMBER 31, 2001**

|                                                  |             |             | **From Inception On
January 13, 1986 Through
December 31,**
|------------------------------------------------- | ----------- | ----------- | -----------------------------------------------------------
|                                                  | **2001**    | **2000**    | **2001**                                                   
|**Revenue**                                       | $  -        | $  -        | $  -                                                       
|                                                  |             |             |                                                            
|**General and
administrative expenses**           | 4,686       | 6,347       | 33,557                                                     
|                                                  |             |             |                                                            
|**Loss From Discontinued
Operations**             | --          | --          | 143,476                                                    
|                                                  | ___________ | ___________ | ___________                                                
|**Net loss**                                      | $ (4,686)   | $ (6,347)   | $ (177,033)                                                
|                                                  | ==========  | ==========  | ==========                                                 
|**Basic and Diluted Loss Per
Share**              | $ (0.00)    | $ (0.00)    |                                                            
|                                                  | ==========  | ==========  |                                                            
|**Weighted Average Number
of Shares Outstanding** | 27,326,923  | 25,000,000  |                                                            
|                                                  | ==========  | ==========  |                                                            

The accompanying notes are an integral part of these financial statements.

**PATRIOT INVESTMENT CORPORATION**

**(A Development Stage Company)**

**STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)**

**FOR THE PERIOD FROM INCEPTION OF THE DEVELOPMENT STAGE**

**JANUARY 13, 1986 THROUGH DECEMBER 31, 2001**

|                                                                                                                    | **Common Stock** |             | **Additional Paid-In
Capital** | **Deficit Accumulated
During the
Development Stage**
|------------------------------------------------------------------------------------------------------------------- | ---------------- | ----------- | ------------------------------ | ----------------------------------------------------
|                                                                                                                    | **Shares**       | **Amount**  |                                |                                                     
|**Balance at Inception
on January 13, 1986**                                                                        | -                | $  -        | $  -                           | $  -                                                
|Issuance of 600,000
shares to the officers
and directors for cash,
January 13, 1986,
$0.025 per share               | 600,000          | 600         | 14,400                         | --                                                  
|Issuance of 1,500,000
shares of common
stock to the public for
cash, January 13,
1986, $0.10 per share              | 1,500,000        | 1,500       | 148,500                        | --                                                  
|Less deferred stock
offering costs                                                                                  | --               | --          | (21,524)                       | --                                                  
|Issuance of stock to
officer for cash:                                                                              |                  |             |                                |                                                     
|December 30, 1993,
$.001 per share                                                                                  | 5,000,000        | 5,000       | --                             | --                                                  
|July 27, 1995, $.001
per share                                                                                      | 1,000,000        | 1,000       | --                             | --                                                  
|November 1, 1995,
$.001 per share                                                                                   | 100,000          | 100         | --                             | --                                                  
|December 12, 1995,
$.001 per share                                                                                  | 1,250,000        | 1,250       | --                             | --                                                  
|December 29, 1885,
$.001 per share                                                                                  | 1,750,000        | 1,750       | --                             | --                                                  
|December 28, 1995,
$.001 per share                                                                                  | 1,500,000        | 1,500       | --                             | --                                                  
|December 31, 1996,
$.001 per share                                                                                  | 2,300,000        | 2,300       | --                             | --                                                  
|December 31, 1997,
$.001 per share                                                                                  | 5,000,000        | 5,000       | --                             | --                                                  
|December 31, 1999,
$.001 per share                                                                                  | 5,000,000        | 5,000       | --                             | --                                                  
|Net loss from
inception (January 13,
1986) through
December 31, 1999                                                | --               | --          | --                             | (166,000)                                           
|                                                                                                                    | ___________      | ___________ | ___________                    | ___________                                         
|**Balance - December
31, 1999**                                                                                     | 25,000,000       | 25,000      | 141,376                        | (166,000)                                           
|Net loss for the year
ended December 31,
2000                                                                       | --               | --          | --                             | (6,347)                                             
|                                                                                                                    | ___________      | ___________ | ___________                    | ___________                                         
|**Balance - December
31, 2000**                                                                                     | 25,000,000       | 25,000      | 141,376                        | (172,347)                                           
|Issuance of 7,000,000
shares common stock
to officer for cash
advances received,
September 1, 2001,
$.001 per share | 7,000,000        | 7,000       | --                             | --                                                  
|Net loss for the year
ended December 31,
2001                                                                       | --               | --          | --                             | (4,686)                                             
|                                                                                                                    | ___________      | ___________ | ___________                    | ___________                                         
|**Balance - December
31, 2001**                                                                                     | 32,000,000       | $ 32,000    | $ 141,376                      | $ (177,033)                                         
|                                                                                                                    | ==========       | ==========  | ==========                     | ==========                                          

The accompanying notes are an integral part of these financial statements.

**PATRIOT INVESTMENT CORPORATION**

**(A Development Stage Company)**

**STATEMENTS OF CASH FLOWS**

**FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000**

**AND FOR THE PERIOD FROM JANUARY 13, 1986 (INCEPTION)**

**TO DECEMBER 31, 2001**

|                                                                        |             |             | **From Inception On
January 13, 1986 Through
December 31,**
|----------------------------------------------------------------------- | ----------- | ----------- | -----------------------------------------------------------
|                                                                        | **2001**    | **2000**    | **2001**                                                   
|**Cash Flows From
Operating Activities**                                |             |             |                                                            
|Net loss                                                                | $ (4,686)   | $ (6,347)   | $ (177,033)                                                
|Adjustments to reconcile net
loss to cash used in
operating activities: |             |             |                                                            
|Change in accounts payable                                              | (1,583)     | 2,083       | 500                                                        
|                                                                        | ___________ | ___________ | ___________                                                
|**Net Cash Used in
Operating Activities**                               | (6,269)     | (4,264)     | (176,533)                                                  
|**Cash Flows From
Financing Activities**                                |             |             |                                                            
|Proceeds from issuance of
common stock                                  | -           | -           | 161,376                                                    
|Advances from officer                                                   | 5,500       | 5,000       | 15,500                                                     
|                                                                        | ___________ | ___________ | ___________                                                
|**Net Cash Provided by
Financing Activities**                           | 5,500       | 5,000       | 176,876                                                    
|                                                                        | ___________ | ___________ | ___________                                                
|**Net Increase (Decrease) In
Cash**                                     | (769)       | 736         | 343                                                        
|**Cash at Beginning of Year**                                           | 1,112       | 376         | --                                                         
|                                                                        | ___________ | ___________ | ___________                                                
|**Cash at End of Year**                                                 | $ 343       | $ 1,112     | $ 343                                                      
|                                                                        | ==========  | ==========  | ==========                                                 

**Supplemental Cash Flow Information**

**Noncash Investing and Financing Activities** -- On September 1, 2001, The Company issued 7,000,000 common shares
to the Company's president in exchange for $7,000 of advances received during the years ended December 31, 2000 and
2001.

The accompanying notes are an integral part of these financial statements.

**PATRIOT INVESTMENT CORPORATION**

**(A Development Stage Company)**

**NOTES TO THE FINANCIAL STATEMENTS**

**DECEMBER 31, 2001 AND 2000**

**NOTE 1--SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**

**Organization** -- The financial statements presented are those of Patriot Investment Corporation (a development stage
company). The Company was incorporated under the laws of the State of Nevada on January 13, 1986. The Company was
incorporated for the purpose of providing a vehicle, which could be used to raise capital and seek business opportunities,
believed to hold a potential for profit. The Company has not presently identified a specific business area of direction that it
will follow. Therefore, no principal operations have yet begun.

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

**Cash and Cash Equivalents --** Cash equivalents include highly liquid short-term investments with original maturities of
three months or less, readily convertible to known amounts of cash.

**Basic and Diluted Loss Per Common Share** -- In the fourth quarter 1998, the Company adopted Statement of Financial
Accounting Standards (SFAS) No. 128, Earnings Per Share. Under SFAS 128, loss per common share is computed by
dividing net loss available to common stockholders by the weighted-average number of common shares outstanding during
the period. Diluted loss per share reflects the potential dilution, which could occur if all contracts to issue common stock
were exercised or converted into common stock or resulted in the issuance of common stock. In the Company's present
position, diluted loss per share is the same as basic loss per share.

**Basis of Presentation --** The Company's financial statements are prepared using the generally accepted accounting
principles applicable to a going concern that contemplates the realization of assets and liquidation of liabilities in the
normal course of business. However, the Company has little cash and has experienced losses from inception. Without
realization of additional adequate financing, it would be unlikely for the company to pursue and realize its objectives. The
Company intends to seek a merger with an existing operating company.

**NOTE 2--RELATED PARTY TRANSACTION**

For the year ended December 31, 2001 and 2000, the Company's president advanced $5,500 and $5,000 to the Company,
respectively. During the year ended December 31, 2001, the Company's president was issued 7,000,000 shares of common
stock in exchange for cash advances received in the amount of $7,000. Outstanding advances total $3,500 as of December
31, 2001. These advances are due on demand and have no provision for interest.

**NOTE 3--INCOME TAXES**

The components of the net deferred tax asset as of December 31, 2001 are as follows:

|Tax Net Operating Loss Carry Forward | $ 60,191        
|------------------------------------ | ----------------
|Valuation Allowance                  | (60,191)        
|                                     | _________       
|**Net Deferred Tax Asset** .         | $             --

During the years ended December 31, 2001 and 2000, the valuation allowance increased $1,593 and $2,158, respectively.

As of December 31, 2001 the Company had net operating loss carry forwards for federal income tax reporting purposes of
$177,033 that will expire between 2002 and 2022.

The following is a reconciliation of the income tax at the federal statutory tax rate with the provision of income taxes for
the years ended December 31:

****2001**
**2000**Income tax benefit at statutory rate
(34%)
$ (1,593)
$ (2,158)Change in valuation allowance
1,593
2,158___________
__________**Provision for Income Taxes**  .
$ --
$  -**