1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED March 31, 2001 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM _______________ TO ____________________ INSTITUTIONAL EQUITY HOLDINGS, INC. (FORMERLY EUROMED, INC.) (Exact name of registrant as specified in its charter) COMMISSION FILE NUMBER 0-27720 NEVADA 88-0317700 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 5910 North Central Expressway, Suite 1480 DALLAS, TX 75206 (Address of principal executive offices) (Zip Code) (214) 237-3223 (Registrant's telephone number, including area code) 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 past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ----- ------ 3,881,143 shares of Common Stock, par value $.01 per share, were outstanding at May 14, 2001 1 2 FORM 10-QSB INDEX

~~INDEX~~ PAGE NO. -------- PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS (UNAUDITED): ~~Consolidated~~ Balance Sheets - ~~September~~March 3031, ~~2000~~2001 ~~(unaudited)~~ and December 31, ~~1999~~2000 3 ~~Consolidated~~ Statements of Operations - Three months ~~and nine months~~ ended ~~September~~March 3031, ~~2000~~2001 and ~~1999(unaudited)~~2000 45 ~~Consolidated~~ Statements of Cash Flows - ~~Nine~~Three months ended ~~September~~March 3031, ~~2000~~2001 and ~~1999(unaudited)~~2000 6 Notes to Financial Statements 8 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 1110 PART II. OTHER INFORMATION ITEM 3. CHANGES IN SECURITIES AND USE OF PROCEEDS 1411 ITEM 4. OTHER INFORMATION 1411 ITEM 5. EXHIBITS AND REPORTS ON FORM 8-K 1411 SIGNATURES 12

2 3 PART 1 - FINANCIAL INFORMATION INSTITUTIONAL EQUITY HOLDINGS, INC. CONSOLIDATED BALANCE SHEETS ASSETS

~~CONSOLIDATED~~March ~~BALANCE SHEETS ASSETS September 30~~31, December 31, 2001 2000 ~~1999~~ ------------~~---~~ ------------ (Unaudited) ~~Current~~CURRENT ~~Assets~~ASSETS Cash $ 72191,~~445~~383 $ ~~315~~11,~~904~~669 Trading Securities, at market 196,~~833,022~~938 ~~548,736~~-- Receivables ~~Commissions 68~~19,~~173~~325 ~~516~~44,~~762~~585 ~~Good Faith Deposits 423,379 150,000 Other, net of allowance for doubtful accounts of $225,000 and $25,000 in 2000 and 1999, respectively 251,831 56,623~~ Prepaid Expenses 216,~~273~~511 ~~301~~10,~~413~~417 ------------ ------------ ~~Total~~TOTAL ~~Current~~CURRENT ~~Assets~~ASSETS 2314,~~670,123~~157 166,~~889,438~~671 ------------ ------------ Furniture and Equipment, net of accumulated depreciation of $~~382~~24,~~606~~888 and $~~333~~19,~~543~~653, respectively ~~377~~139,~~339~~941 ~~382~~144,~~409~~702 ~~Restricted~~Other ~~Investment,~~Assets ~~at market~~ -- 122,~~304,043~~500 ~~Goodwill,~~Net ~~net~~Assets of ~~accumulated~~Discontinued ~~amortization~~Operations of- ~~$4,834~~Note ~~in 2000~~ 1~~,155,501~~ ~~- Other Assets 109~~234,~~380~~268 ~~259~~734,~~185~~431 ------------ ------------ ~~Total~~TOTAL ~~Assets~~ASSETS $ 4688,~~312,343~~366 $3 968,~~835,075~~304 ============ ============

3 4 INSTITUTIONAL EQUITY HOLDINGS, INC. CONSOLIDATED BALANCE SHEETS LIABILITIES AND STOCKHOLDERS' DEFICIT

~~September~~March 3031, December 31, 2001 2000 ~~1999~~ --------------- ------------- (Unaudited) ~~Current~~CURRENT ~~Liabilities~~LIABILITIES ~~Cash Overdraft $ - $ 31,649~~ 10% Convertible ~~Debenture~~Debentures $ 650,000 -$ ~~Loans Payable 200~~650,000 ~~527,170 Liability for Borrowed Stock 1,081,850 -~~ Due to Broker 95100,~~282~~000 96100,~~594~~000 ~~Securities Sold, not yet purchased - 25,034~~ Accounts Payable and Accrued Liabilities 1976,~~652,574~~732 1838,~~106,333~~999 ------------- ------------- ~~Total~~TOTAL ~~Current~~CURRENT ~~Liabilities~~LIABILITIES 31,~~679~~726,~~706~~732 1,~~786~~588,~~780~~999 ~~Loan~~------------- ~~Subordinated to Claims of General Creditors~~ ------------- ~~150,000~~ Restricted Investment Loan 1387,~~668,063~~530 1,~~304~~190,~~043~~672 Due to Related ~~Parties~~Party 370,000 ~~245~~370,000 ------------- ------------- ~~Total~~TOTAL ~~Liabilities~~LIABILITIES 52,~~717~~484,~~769~~262 3,~~485~~149,~~823~~671 ------------- ------------- Stockholders' ~~Equity~~ (Deficit) Undesignated Preferred Stock, par value $.01 per share; 3,190,000 shares authorized, none outstanding -- -- 10% Designated Series A Preferred Stock, par value $.01 per share; 1,060,000 shares authorized, issued and outstanding 10,600 10,600 10% Designated Series B Preferred Stock, par value $.01 per share; 750,000 shares authorized; 75,000 ~~and 37,500~~ shares issued and outstanding in750 ~~2000 and 1999, respectively~~ 750 ~~375~~ Common Stock, par value $.01 per share; 20,000,000 shares authorized; 3,~~923~~904,~~245~~143 ~~and~~shares ~~2,312,000~~ issued and outstanding, respectively 39,~~232~~041 2339,~~120~~041 Additional ~~paid~~Paid-in ~~capital~~Capital 5,~~312~~229,~~313~~861 35,~~778~~229,~~234~~861 Retained (~~deficit~~Deficit) (6,~~636~~943,~~071~~898) (37,~~330~~329,~~827~~369) ------------- ------------- (1,~~273~~663,~~176~~646) ~~481~~(2,~~502~~049,117) Less 23,000 Treasury Shares, at cost (132,250) (132,250) ------------- ------------- Total Shareholders' ~~Equity~~ (Deficit) (1,~~405~~795,~~426~~896) ~~349~~(2,~~252~~181,367) ------------- ------------- Total Liabilities and ~~Shareholders~~Stockholders' ~~Equity~~ (Deficit) $ 4688,~~312,343~~366 $3 968,~~835,075~~304 ============= =============

4 5 INSTITUTIONAL EQUITY HOLDINGS, INC. CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED)

~~Three~~For ~~Months~~the ~~Ended~~Three ~~September 30, Nine~~ Months Ended ~~September~~March 3031, --------------------------~~------~~ ~~-------------------------------~~2001 2000 ~~1999 2000 1999~~ -----------~~------~~ -----------~~---~~ ~~------------ ------------~~ Revenues: ~~Commissions $ 124,661 $ 1,202,633 $3,303,949 $ 4,819,302~~ Gain (~~loss~~Loss) on ~~firm~~Firm ~~securities~~Securities ~~accounts~~Accounts ~~499,236~~$ ~~(151~~780,~~949)~~499 $ (36359,~~215~~959) ~~504,023~~Other ~~Underwriting~~Income ~~and syndicate income 469,662 577,666~~ 1,~~451,378~~219 ~~777~~29,~~676~~500 ~~Other income 11,249~~ - ~~63,041~~ - ~~Interest income 5,205 2,078 51,096 2,492~~ ---------~~---~~ ------------- Total Revenue 781,718 (330,459) ------------- ------------- ~~Total Revenue 1,110,013 1,630,428 4,833,249 6,103,493 Costs and~~ Expenses: ~~Commissions paid to other broker- dealers 35,226 1,121,953 418,879 2,568,857~~ Employee ~~compensation~~Compensation ~~439~~72,~~321~~648 ~~175~~498,~~486~~945 ~~4,452,501 2,217,230~~ General and ~~administrative~~Administrative ~~expenses~~Expenses 1105,~~027,661~~449 1115,~~460,876~~393 ~~2,922,205 2,740,912~~ Interest ~~expense~~Expense 5461,~~934~~780 5649,~~845~~363 ~~174,588 689,743~~ ------------ ------------- Total Expenses 239,877 663,701 ------------- ------------- Gain (Loss) ~~From~~Before ~~Continuing~~Federal ~~Operations~~Income ~~Before~~Tax, Preferred Stock ~~Dividend~~Dividends ~~(447,129)~~and ~~(1,184,732)~~Discounted (3Operations 541,~~134,924)~~841 (2994,~~113,249~~160) Federal Income Tax Expense -- -- Preferred ~~stock~~Stock ~~dividend~~Dividends (56,750) (555,~~229~~000) ~~(170,320) (5,229) Federal income tax expense~~ - - - - -------~~-----~~ ------------- ~~------------- -------------~~ Net Gain (Loss) ~~From~~Before ~~Continuing~~Discontinued Operations ~~(503~~485,~~879)~~091 (1,~~189~~049,~~961~~160) ~~(3,305,244) (2,118,478) Discontinued operations Operating (loss)~~ - - - - ~~Minority interest in operating (loss) of subsidiary~~ - - - ~~(16,510) Gain on sale of discontinued operations~~ - - - ~~15,047~~ -~~-----------~~ ------------- Operating Gain (Loss) from Discontinued Operations (99,620) 823,845 ------------- ------------- Net Income (Loss) $ ~~(503~~385,~~879)~~471 $~~(1,189,961)~~ $ (3225,~~305,244~~315) ~~$(2,119,941)~~ ============ =========== Weighted Average Number of Common Shares Outstanding 3,881,143 2,305,000 ============= ===========- Net (Loss) ~~per~~Per ~~share~~Common Share Continuing ~~operations~~Operations $ (.~~16)~~12 $ (.4746) $Discontinued Operations (1.2402) ~~$ (~~.~~83)~~36 ~~Discontinued operations~~ - - - - ~~Gain on sale of discontinued operations~~ - - - - ---~~---------~~ ------------- ~~------------- -------------~~ $ (.~~16)~~10 $ (.4710) ~~$ (1.24) $ (.83)~~ ============ ===========~~== ============ ============= Pro forma weighted average number of shares of common stock outstanding 3,199,220 2,542,000 2,674,088 2,542,000 ============ ============= ============= =============~~

5 6 INSTITUTIONAL EQUITY HOLDINGS, INC. (FORMERLY EUROMED, INC.) CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)

~~Nine~~For the Three Months Ended ~~September~~March 3031, ----------------------------~~----------~~ 2001 2000 ~~1999~~ ------------~~---~~ -------------- Cash Flow from Operating Activities $Net gain (~~3,305,244~~loss) $ (2385,~~119,941)~~471 ~~Net~~$ (~~loss~~225,315) Adjustment to reconcile net income (loss) to net cash ~~flow~~ from operating activities Depreciation ~~and amortization 72~~5,~~206~~235 307,~~300~~821 Minority interest in income of subsidiary - 16,511 Change in restricted investment loan 364,020 - Loss on sale of assets 25,601 - Capital contributed by officer 74,250 - Issuance of stock warrants - 575,547 Changes in assets and liabilities Trading ~~Securities~~securities ~~1,401,607~~ (~~921~~96,~~422~~938) -- Receivables ~~(19~~25,~~998)~~260 (~~436,011~~500) Prepaid expenses ~~295~~3,~~766~~906 ~~(424~~14,~~257)~~567 Other assets ~~149~~22,~~804~~500 ~~(34,570)~~-- Cash overdraft ~~(31~~-- 37,~~649)~~756 -Accounts ~~Due~~payable toand ~~brokers~~accrued ~~(1,312)~~liabilities ~~(86~~137,~~586)~~733 ~~Securities sold~~21,770 ~~not~~Increase ~~yet purchased~~ (~~25,034~~decrease) ~~894,944~~in ~~Accounts~~restricted ~~payable~~investment ~~and~~loan ~~accrued liabilities 401~~(803,~~596~~142) ~~265~~215,~~169~~262 ------------- -------------- Net Cash Flow Provided (Used) By Continuing Operating Activities (~~598~~319,~~387~~975) (271,~~240,316)~~361 ------------- ------------~~---~~ Net Cash ~~Flow~~Provided ~~From~~By ~~Investing~~(Used ~~Activities~~In) ~~Equipment~~Discontinued ~~purchases~~Operations ~~(161~~500,~~002)~~163 (~~145~~368,~~161~~268) ~~Proceeds from sale of assets 73,100~~ - ------------- -------------- Net Cash ~~Flow~~ (Used In) ByOperating ~~Investing~~ Activities ~~(87~~180,~~902)~~188 (~~145~~296,~~161~~907) ------------- -------------- Cash Flow ~~From~~from ~~Financing~~Investing Activities ~~Acquisition~~Equipment ofPurchases ~~restricted investment -~~ (~~1,423,978~~474) ~~Payment of loan~~ (~~527~~72,~~170~~400) ~~358,683~~------------ ~~Proceeds from loans 200,000 Debenture Borrowing 650,000~~ ------------ ~~Advances~~Cash Flow from ~~related~~Financing ~~parties~~Activities ~~125,000~~Change ~~- Increase~~ in ~~loans~~restricted ~~subordinated~~investments ~~to claims of creditors~~ -- 1616,~~523,978~~187 ~~Repayment~~Notes ofpayable ~~subordinated~~payments ~~loans~~-- (~~150~~407,~~000~~170) - Sale of ~~common~~Common ~~stock~~Stock -- 70,000 ------------ ~~Sale~~------------ ofNet ~~preferred~~Cash ~~stock~~Flow ~~75,000~~Provided ~~1,849,897~~By Financing Activities -- 279,017 ------------ -------------- Net Increase (Decrease) In Cash ~~Flow~~179,714 ~~Provided~~(90,290) ByCash ~~Investing~~at ~~Activities~~the ~~442~~Beginning of the Period 11,~~830~~669 291,~~308,580~~819 ------------- -------------- ~~(Continued)~~Cash at the End of the Period $ 191,383 $ 1,529 ============ ============

(Continued) 6 7 INSTITUTIONAL EQUITY HOLDINGS, INC. CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED) (CONTINUED)

~~Nine~~For the Three Months Ended ~~September~~March 3031, ---------------------------~~-----------~~ 2001 2000 ~~1999~~ ------------~~---~~ ------------- ~~Net (Decrease) In~~ Cash ~~$ (243,459) $ (76,897) Cash at the Beginning of the Period 315,904 118,130 ------------- -------------- Cash at the End of the Period $ 72,445 $ 41,233 ============= ============== Cash~~ Paid During the Year: Interest $ ~~124,672~~-- $ ~~118~~73,~~337~~289 ============= ============== Income Taxes $ - $ - ~~============= ============== Supplemental Schedule of Non-Cash Investing and Financing Activities Liability for Borrowed Stock~~ $ ~~1,081,850 $~~ - ~~Trading Securities (1,081,850)~~ - ~~Goodwill (1,160,335) - Prepaid Expenses (15,626) - Assumed Liabilities 144,645 Common Stock 13,200 - Paid-In Capital 1,018,116 ------------- $ - $ -~~ ============= ==============

7 8 INSTITUTIONAL EQUITY HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) MARCH 31, 2001 NOTE 1: BUSINESS Swiss Nassau Corporation was incorporated on May 17, 1994 in the state of Nevada, United States of America, and on October 20, 1995, changed its name into EuroMed, Inc. On April 23, 1999, EuroMed, Inc. changed its name to Institutional Equity Holdings, Inc. (the "Company" or "IEH"). The Company had no business activities in the calendar year of 1998, except that on November 6, 1998, the Company's Board of Directors approved and executed the "Agreement and Plan of Reorganization" by and among the Company, Institutional Equity Corporation ("IEC", a wholly owned subsidiary of the Company and formerly known as Redstone Acquisition Corp.) and Redstone Securities, Inc. ("Redstone"), a licensed broker and dealer of securities. Effective February 16, 1999, Redstone was merged into the newly organized subsidiary IEC. The Company issued 600,000 shares of its Common Stock to the three principals of Redstone, Thomas Laundrie, Gary Prucell, and Richard Belz (collectively referred to as the "Redstone Shareholders") and was obligated to issue an additional 500,000 shares (the "Restricted Shares") upon the market price of the Company's Common Stock reaching certain price levels or IEC reporting certain levels of net income. Notwithstanding the price levels of the Common Stock or net income performance levels, the Restricted Shares fully vest on February 16, 2002. The Redstone Shareholders agreed to terminate their relationship with the Company in February 2000, subject to certain compensation payments, to forgo the collections of the Company's subordinate notes due the Redstone Shareholders, to assume an investment in a certain security at its book value and to modify the number of shares of the Company's common stock from 1,100,000 to 500,000 shares of fully vested common stock. The Company has a right to repurchase these shares of its common stock at a price of $2.00 per share as follows:

~~2000~~Number ~~Percentage Percentage~~ of ~~Total~~Redemption ~~Expenses~~Shares ~~Increase~~Period ~~(Decrease) Three Months Ended September 30, In Expenses 2000 1999~~ ---------~~----~~ --------- ~~Employee Compensation 28% 7% 150% Commissions Paid to Other Broker~~-~~Dealers 3 40 (97)%~~ ----- ----- ~~Total Compensation Expense 31 47 (63)% General and Administrative Expenses 65 51 (30)% Interest Expense 4 2 (3)%~~ ----- ----- ~~Total~~100,000 ~~Expenses~~Calendar ~~100%~~year 2000 100%,000 ~~(45)%~~Calendar ~~===~~year ~~=====~~2001 300,000 On or before February 16, 2002

The termination of the relationship with the Redstone Shareholders is reflected in the consolidated financial statement for the year ended December 31, 1999. On August 18, 2000, IEH acquired all of the members' ownership interest in First Atlanta Securities, L.L.C. (FAS), a Georgia limited liability company, in exchange for 1,300,000 shares of IEH's $.01 par value, common stock. FAS was a full service brokerage firm, located in Atlanta, Georgia. During 2000, IEC sustained significant operating losses and IEH was unable to continue to fund IEC's losses and as a result IEC ceased operations during December of 2000, and all brokers and employees of IEC were terminated. (Continued) 8 9 INSTITUTIONAL EQUITY HOLDINGS, INC. (FORMERLY EUROMED, INC.) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) MARCH 31, 2000 NOTE 1: BUSINESS (CONTINUED) During April 2001, FAS shut down its operations because it did not meet the minimum capital requirements of the National Association of Security Dealers (NASD). The offices in Atlanta were closed, all brokers and employees were terminated and the furniture, books and records were moved to Destin Florida. If and when FAS resumes any operations, it is likely to be as a broker of bonds rather than a broker dealer in equity securities. As a result of the cessation of operations of IEC and FAS the net assets and net liabilities of IEC and FAS have been shown in the consolidated balance sheets as assets of discontinued operations and the net operations of IEC and FAS have been shown as discontinued operations in the consolidated statement of operations. As of May 14, 2001, IEH is a holding company with no operating subsidiaries. NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 regulations S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the results of operations for the periods presented have been included. The financial data at December 31, 2000, is derived from audited financial statements, which are included in the Company's Form 10-KSB and should be read in conjunction with the audited financial statements and notes thereto. As noted above discontinued operations have been shown as one line items at December 31, 2000 and March 31, 2001. Interim results are not necessarily indicative of results for the full year. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. NOTE 3: NET LOSS PER COMMON SHARE Basic earnings (loss) per common share has been calculated using the weighted average number of shares of common stock outstanding during the periods. Diluted (loss) per common share is not disclosed because the effect of the exercise of the common stock warrants and options would be anti-dilutive. 9 10 ITEM 2 INSTITUTIONAL EQUITY HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) MARCH 31, 2001 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS SAFE HARBOR STATEMENT Certain statements in this Form 10-QSB, including information set forth under Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1955 (the Act). The Company desires to avail itself of certain "safe harbor" provisions of the Act and is therefore including this special note to enable the Company to do so. Forward-looking statements in this Form 10-QSB or hereafter included in other publicly available statements issued or released by the Company involve known and unknown risks, uncertainties and other factors which could cause the Company's actual results, performance (financial or operating) or achievements to digger from the future results, performance (financial or operating) or achievements expressed or implied by such forward-looking statements. Such future results are based upon management's best estimates based upon current conditions and the most recent results of operations. THREE MONTHS ENDED MARCH 31, 2001 COMPARED TO THREE MONTHS ENDED MARCH 31, 2000 Revenues for the three months ended March 31, 2001, increased to $781,718 compared to $(330,459) for the three months ended March 31, 2000. The closing of all brokerage operations has necessitated the accounting for all brokerage operations as discontinued operations. The change in revenue is primarily related to the change in the market value of equity investments held or the decline in the market value of the borrowed stock owed by the Company. Expenses for the three months ended March 31, 2001, decreased 64% to $239,877 compared to $663,701 for the three months ended March 31, 2000. The decrease is primarily the result of the termination of all employees except two directors and a secretary of the Company in December of 2000. For the three months ended March 31, 2001, the Company reported a net gain of $385,471 compared to a loss of $225,315 for the three months ended March 31, 2000. The gain in 2001, is primarily the result of the decrease in the market value of the borrowed stock the Company has sold, which it still owes to the lender LIQUIDITY AND CAPITAL RESOURCES Cash provided from operations was $180,188 for the three months ended March 31, 2001, compared with cash used in operations of $296,907 for the three months ended March 31, 2000. This significant decrease in cash used was attributable to the reduction in cash used by discontinued operations and the reduction in the market value of the borrowed stock owed by the Company. 10 11 PART II - OTHER INFORMATION ITEM 3: CHANGES IN SECURITIES AND USE OF PROCEEDS None ITEM 4: OTHER INFORMATION None ITEM 5: EXHIBITS AND REPORTS ON FORM 8-K (a) Number Exhibit Description None (b) Reports of Form 8-K: On or about February 16, 2001, we filed a report on Form 8-k, to which reference is made for all purposes, notifying the public of the resignations of our existing officers and the majority of our board of directors and the election and appointment of new directors and officers. 11 12 SIGNATURES Pursuant to the requirements 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. Institutional Equity Holdings, Inc. Dated:

~~2000~~Signature ~~Percentage~~Title ~~Percentage~~--------- of----- ~~Total~~/s/ ~~Expenses~~Elbert ~~Increase~~Gene ~~(Decrease)~~Tindell ~~Nine~~President ~~Months~~and ~~Ended September 30, In Expenses 2000 1999~~ ------------- ----------------- ~~Employee~~Chief ~~Compensation~~Executive ~~56%~~Officer ~~27%~~/s/ ~~101%~~Elbert ~~Commissions~~Gene ~~Paid~~Tindell toChief ~~Other~~Financial ~~Broker-Dealers~~Officer, ~~5 31 (84)%~~ ----- ----- ~~Total Compensation Expense 61 58 2% General and Administrative Expenses 37 33 6% Interest Expense 2 9 (74)%~~ ----- --------------- ~~Total~~Treasurer ~~Expenses~~and ~~100% 100% (3)% ===== ===== Total Expenses as a Percentage of Revenues 164% 135% ====== ======~~Secretary

Number of Transaction Description Common Shares Value Stock Swaps 221,245 $ 300,000 Acquisition of First Atlanta Securities, L.L.C. 1,300,000 1,160,335 Consulting Services 20,000 15,626 ------------ ------------ 1,541,245 $ 1,475,961 ============ ============

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