UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549

FORM 10-Q

[X]

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

For the quarterly period ended ~~June~~December 3031, 2001

[ ]

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

For the transition period from ____________________ to ____________________.

Commission File Number 000-17637

eVision ~~USA.Com~~International, Inc. (Exact name of registrant as specified in its ~~Charter~~charter)

                                                                   Colorado                                                                                                                     45-0411501
                                                 (State or other jurisdiction of                                                                                  (IRS Employer Identification No.)
                                                  incorporation or organization)

1888 Sherman Street, Suite 500, Denver, CO 80203
(Address of principal executive offices)

1888 Sherman Street, Suite 100, Denver, CO 80203
(Former address of principal executive offices)

(303) 894-7971
(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 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 [X ]

The quarterly reports for three months ended December 31, 2000 and March 31, 2001 have not been reviewed by independent accountants.

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: The registrant had 29,789,280 shares of its $.01 par value common stock outstanding as of ~~July~~February 3128, 2001.

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES FORM 10-Q FOR THE QUARTERLY PERIOD ENDED JUNEDECEMBER 3031, 2001 TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements Page No.

a. Unaudited Consolidated Balance Sheets as of JuneDecember 3031, 2001
and September 30, 20002001............................................................. 3

b. Unaudited Consolidated Statements of Operations for the ninethree months
and three months ended JuneDecember 3031, 2001 and 2000................................................... 5

c. Unaudited Consolidated Statements of Comprehensive Loss for
the nine months and three months ended JuneDecember 3031, 2001 and 2000.................................. 6

d. Unaudited Consolidated Statement of Stockholders' Equity (Deficit) for the ninethree
months ended JuneDecember 3031, 2001......................................................... 7

e. Unaudited Consolidated Statements of Cash Flows for the ninethree months
ended JuneDecember 3031, 2001 and 2000....................................................... 8

f. Notes to Unaudited Consolidated Financial Statements................................... 11

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations ........................................................................ 24

Item 3. Quantitative and Qualitative Disclosures about Market Risk............................. 2726

PART II - OTHER INFORMATION

Item 1. Legal Proceedings...................................................................... 2827

Item 2. Changes in Securities.................................................................. 28

Item 64. ExhibitsSubmission andof Reportsmatters onto Form 8-K

a. List vote of Exhibitssecurity holders....................................28

Item 6............................... Exhibits 28and Reports on Form 8-K

b. Reports on Form 8-K................................................................ 2829

Signatures...................................................................................... 2930

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED BALANCE SHEETS

                                                                June                                                               December 3031,     September 30,
                                ASSETS                                                                                         2001          20002001
                                                                                                                               -------    ----   ------------
                                                               (Unaudited)
CURRENT ASSETS:
   Cash and cash equivalents ...............................   $ 5,538,945   $ 955,132315    5,976658,067
   Credit card facilities receivable, net ................     ..         --      2,455560,537          --153
   Credit card accounts receivable, net ..................          ..         --       2         61,296,398918
   Accounts receivable, trade, net of allowance for
     uncollectible accounts of $148,444 and $37,521,
     respectively ........................................       851,247        442,799815    1,154,602
   OtherAccounts receivablesreceivable, netrelated party ................................        468,981        33676      718,298004
   AccountOther receivable,receivables related party .....................       560,304       753,151
   Accrued interest receivable, net ......................        67       12,565        90015      437,000934
   Accrued interest receivable, related party ............           818       365,419
   Accrued revenues, net of allowance for uncollectible
     accounts of $15,000 at June 30, 2001 ................       371,385          .         --         92,253
   SecuritiesAccrued ownedinterest receivable, atrelated marketparty value .....................       298,460       607,455         --            653
   NotesSecurities receivableowned, at market value ......................................          --       1      131,000461      233,000506
   Investments, available-for-sale, at market value ......       256..      230,061       243382      227,922447
   Other assets ..........................................       521,116       130,033
   Net current assets of discontinued operations .........                   --       1        376,604,230700
                                                                                                                            -----------   -----------

      Total current assets ...............................    10..      440,968664   11,419    16521,301,681237

PROPERTY, FURNITURE AND EQUIPMENT, net ...................     2..         --      1,152783,519     2,269,582417
NOTE
NOTES RECEIVABLE, RELATED PARTY ..........................................                --        500,000          --
NOTES
FINANCING RECEIVABLECOSTS, RELATEDnet PARTYof accumulated amortization
    of $342,174 ..........................          --       5,400,000
FINANCING COSTS, net of accumulated amortization
   of $315,254 and $234,493, respectively ................       710..         --        683,620       791,381700

CAPITALIZED SOFTWARE DEVELOPMENT COSTS,
    net of 
   accumulated amortization of $2,165358,881678 .........       935,039          .........         --        781,044

GOODWILL, net of accumulated amortization of $8301,411146,571 ....              --      5,927145,591          --904

OTHER LONG-TERMNONCURRENT ASSETS ...................................       270.         --        705,105     1,069,483294

NET LONG- TERM ASSETS OF DISCONTINEDDISCONTINUED OPERATIONS ............       26527,641     1433      162,813,675431
                                                                                                                            -----------   -----------

      Total assets .........................................   $21  468,729,934097   $2721,645283,802027
                                                                                                                            ===========   ===========

See accompanying notes to unaudited consolidated financial statements.

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED BALANCE SHEETS (continuedCONTINUED)

                                                                                June                                                                      December 3031,        September 30,
           LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)                                                                   2001            2000           2001
                                                                                                                                                           -------      ----    ------------
                                                                           (Unaudited)
CURRENT LIABILITIES:
   Accounts payable and accrued expenses ................................   $  43,517551,761    $    948434       5,601935,736
   Accrued dividends payable ............................................        382921,263112         962958,934790
   Accrued interest payable .............................................        304           --           121,083         123,300633
   Accrued interest payable to related party ............................        623         45,196498         212818,111083
   Deferred revenues ....................................................                 --         2,107165,858         119,257444
   Current portion of long -term debt and capital lease obligations ......        125,727           9,260
   Current portion of convertible debentures to related party ...........           --           500            92,000276
   Other current liabilities ............................................         6356,147         107755          51,421952
   Net current liabilities of discontinued operations ...................      4,175011,963            --719       4,090,615
                                                                                                                                                     ------------    ------------

      Total current liabilities .........................................     12      8,299586,998       2518      14,982234,884529

LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS, 
    net of
       current portion ...................................................        823           --           790,583         818,408671
CONVERTIBLE DEBENTURES ..................................................                 --         6,287309,157       6,339,276110
CONVERTIBLE DEBENTURES TO RELATED PARTY .................................      71,929854,889800       7,500929,000889
DEFERRED RENT CONCESSIONS ...............................................                                                                                    --         1,426,654
                                                                            ------------    ------------

      Total liabilities .................................................     2710,340441,627318      1929,067264,222199
                                                                                                                                                     ------------    ------------

MINORITY INTEREST IN SUBSIDIARIES .......................................      4          9,278,044581       64,606596,127998
                                                                                                                                                     ------------    ------------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY (DEFICIT):
   PREFERREDPreferred STOCK,Stock: 25,000,000 shares authorized, $0.10 par value;
          Convertible Series B-1, 1,524,872 and 1,488,219 shares issued and
            outstanding ..................................................        152,487         148152,822487
   COMMON  Common STOCK,Stock: 1,000,000,000 shares authorized, $0.01 par value;
            25    29,789,280 and 2425,565789,811280 shares issued and outstanding ..........        257297,893         245257,658893
   Additional paid-in capital ...........................................     2831,049324,926107      2728,925097,052629
   Accumulated deficit ..................................................    (3841,349772,901889)    (2341,796101,038647)
   Accumulated other comprehensive lossincome .................................            858         15,600          (515,755)468
   Investment in Online International common stock, at cost .............                                                                                    --        (2,545,286)
                                                                            ------------    ------------

         Total stockholders' equity (deficit) .................................     (9,888982,737802)      1    (12,972578,453170)
                                                                                                                                                     ------------    ------------

         Total liabilities and stockholders' equity (deficit) .................   $ 21,729,934    $ 27468,645097      21,802283,027
                                                                                                                                                     ============    ============

See accompanying notes to unaudited consolidated financial statements.

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

NineUNAUDITED monthsCONSOLIDATED endedSTATEMENTS June 30, Three months ended June 30, 2001 2000 2001 2000 -------------- -------------- -------------- -------------- REVENUES: Trading profits, net ............................. (41,611) 1,182,850 9,808 -- Computer hardware and software operations ........ 3,742,530 1,602,745 1,615,102 -- Interest income .................................. 1,607,258 917,877 611,596 259,637 Interest income, related party ................... 843,216 889,186 13,618 379,861 Professional fees, related party ................. 109,467 157,056 31,513 142,379 Realized gains on sales of investment securities.. -- 356,492 -- -- Other ............................................ 17,536 126,386 15,205 89,595 ------------ ------------ ------------ ------------ 6,278,396 5,232,592 2,296,842 871,472 ------------ ------------ ------------ ------------ COST OF SALES AND OPERATING EXPENSES: Computer hardware and software cost of sales ..... 1,889,022 967,643 799,772 -- Interest expense on convertible debentures ....... 653,592 715,689 220,236 228,977 Unrealized loss on securities .................... 300,870 34,094 59,027 20,076 General and administrative ....................... 9,519,741 4,322,581 4,956,107 1,507,431 Research and development ......................... 276,782 -- 38,815 -- Depreciation and amortization .................... 915,142 74,669 401,171 44,652 ------------ ------------ ------------ ------------ 13,555,149 6,114,676 6,475,128 1,801,136 ------------ ------------ ------------ ------------ Operating loss ................................. (7,276,753) (882,084) (4,178,286) (929,664) ------------ ------------ ------------ ------------ OTHER INCOME (EXPENSE): Interest income ................................ 33,748 160,877 3,080 76,140 Interest expense ............................... (130,761) (15,623) (43,801) (13,392) Interest expense to related party .............. (637,368) (631,723) (203,351) (211,583) Foreign currency transaction loss .............. (14,179) (10,916) (15,769) (8,634) Equity in loss of unconsolidated affiliates .... (1,087,023) -- (211,438) -- Other .......................................... 72,239 95,745 27,568 16,121 ------------ ------------ ------------ ------------ Total other expense ............................ (1,763,344) (401,640) (443,711) (141,348) ------------ ------------ ------------ ------------ Loss before minority interest and income taxes ...... (9,040,097) (1,283,724) (4,621,997) (1,071,012) Minority interest in (earnings) loss ................ 2,303,092 (685,057) 1,309,345 (21,366) ------------ ------------ ------------ ------------ Loss from continuing operations before income taxes.. (6,737,005) (1,968,781) (3,312,652) (1,092,378) Income tax expense (benefit) ........................ (439,538) 639,064 (777,003) 22,098 ------------ ------------ ------------ ------------ Loss from continuing operations ..................... (6,297,467) (2,607,845) (2,535,649) (1,114,476) Income (loss) from discontinued operations .......... (6,579,628) 776,412 (2,882,071) (1,616,850) ------------ ------------ ------------ ------------ Net loss ............................................ (12,877,095) (1,831,433) (5,417,720) (2,731,326) Preferred dividends ................................. 1,676,768 1,171,046 563,891 569,174 ------------ ------------ ------------ ------------ Net loss attributable to common shareholders ........ $(14,553,863) (3,002,479) (5,981,611) (3,300,500) ============ ============ ============ ============ Basic and diluted income (loss) per common share: Continuing operations ............................ $ (0.31) (0.18) (0.12) (0.07) Discontinued operations .......................... (0.26) 0.04 (0.11) (0.07) ------------ ------------ ------------ ------------ $ (0.57) (0.14) (0.23) (0.14) ============ ============ ============ ============ OPERATIONS

See                                                                    Three months ended
                                                                       December 31,
                                                                    2001           2000
                                                                    ----           ----
REVENUES:

   Computer hardware and software operations ...............   $ 1,154,896        627,138
   Interest income on investments and loans ................       175,913        401,956
   Interest income on loans, related parties ...............           676        790,906
   Realized gains on sale of investment securities .........        40,526         (2,694)
   Professional fees, related parties ......................        46,850           --
   Other ...................................................        29,829            242
                                                               -----------    -----------

              Total revenue ................................     1,448,690      1,817,548
                                                               -----------    -----------

COST OF SALES AND OPERATING EXPENSES:
   Computer cost of sales ..................................       451,268        184,449
   Unrealized loss (gain)  accompanyingon notessecurities ...................       (49,074)       207,875
   Interest expense on convertible debentures ..............       164,782        217,073
   General and administrative ..............................     1,231,485      1,300,299
   Research and development ................................         8,557         13,279
   Depreciation and amortization ...........................        99,293         12,330
                                                               -----------    -----------

              Total cost of sales and operating expenses ...     1,906,311      1,935,305
                                                               -----------    -----------

     Operating loss ........................................      (457,621)      (117,757)
                                                               -----------    -----------

OTHER INCOME (EXPENSE):
     Interest income .......................................         1,280         12,774
     Interest expense ......................................       (59,050)       (38,481)
     Interest income (expense), related party ..............       149,600       (185,862)
     Foreign currency transaction loss .....................        (2,182)         3,542
     Equity in loss of unconsolidated affiliates ...........          --         (293,442)
                                                               -----------    -----------

                 Total other income (expense) ..............        89,648       (501,469)
                                                               -----------    -----------
Loss from continuing operations before minority
   interest and income taxes ...............................      (367,973)      (619,226)
                                                               -----------    -----------

Minority interest in loss ..................................       191,824        221,248
                                                               -----------    -----------

Loss from continuing operations before income taxes ........      (176,149)      (397,978)
Income tax expense (benefit) ...............................      (228,847)       282,320
                                                               -----------    -----------

Earnings (loss) from continuing operations .................        52,698       (680,298)
Loss from discontinued operations ..........................      (147,413)    (3,284,117)
                                                               -----------    -----------

Net loss ...................................................       (94,715)    (3,964,415)
Preferred dividends ........................................      (576,527)      (565,833)
                                                               -----------    -----------

Net loss attributable to common shareholders ...............   $  (671,242)    (4,530,248)
unaudited                                                               ===========    ===========

Basic consolidatedand financialdiluted statementsincome (loss) per common share:
   Continuing operations ...................................   $     (0.02)         (0.05)
   Discontinued operations .................................         (0.01)         (0.13)
                                                               -----------    -----------
                                                               $     (0.03)         (0.18)
                                                               ===========    ===========

~~eVISION~~See accompanying ~~USA.COM,~~notes ~~INC.~~to unaudited ~~AND~~consolidated ~~SUBSIDIARIES~~financial statements.

eVISION INTERNATIONAL, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

                                                             Nine months ended                                                                                    Three months ended
                                                                  June                                                                       December 3031,                        June 30,
                                                                                                                                 2001                       2000            2001             2000
                                                                                                                                 ----                       ----            ----             ----

NET LOSS ............................................ .........  $(12,877,095)   $ (194,831,433715)   $ (53,417964,720415)   $ (2,731,326)

Other comprehensive income (loss):
     Reclassification adjustment for gains arising
        during the period, net of tax benefit of
         $15812,517368 ....................................         --          (247       21,937)134           --              --
     Foreign currency translation ...................         .........      (79215,291)            828                 (188,334571)            884
     Unrealized gain (loss) on available-for-sale
        securities, net of tax expense (benefit) of
        $4,735, $(1020,794),017 $14,021in and2000 $17,866 .....         7        1,405         790        (1631,883308)         21,930          27,945
                                                                                                                      ------------    ------------    ------------    ------------

COMPREHENSIVE LOSS .................................. .........  $(12,870,482)   $ (287,095,425082)   $ (54,414004,124294)   $ (2,702,497)
                                                                                                                      ============    ============    ============    ============

See accompanying notes to unaudited consolidated financial statements.

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY (DEFICIT)

                                                                                  Convertible                                         Accumulated
                                                                                   Series B-1                             Additional                     other
                                                                                    Preferred      Common     Common    Paid-in      Accumulated  comprehensive
                                                                                       Stock                  Stock         Capital        Deficit       Income         Total
                                                                                  -----------         ------       ----------

Balances at
  September 30, 2000 ..........   $   148,822        245,658    27,925,052

Issuance of common
  stock for payment
  of interest .................          --            4,286       207,825

Issuance of common
  stock on conversion of
  Convertible Series B-1
  Preferred Stock to
  shares of common stock ......        (6,878)         6,878          --

Issuance of common
  stock on exercise
  of options ..................          --            1,071        20,343

Sale of investment
  in parent company ...........          --             --      (1,444,603)

Preferred stock dividends .....        10,543           --       1,042,801

Reduction of debt to
  parent for early
  repayment ...................          --             --          60,000

Other comprehensive income:
   Foreign currency translation          --             --            --
   Unrealized gain on
     available-for-sale
-     securities ...............          --             --            --

ExpirationBalances ofat warrantsSeptember held as
   investment in
   parent company .............          --             --            --

Extension of warrants .........          --             --         23830,508

Net loss2001 ......................          --             --            --
                                  -----------    -----------   -----------

Balances at June 30, 2001 .....     $   152,487             257,893      28,049097,926
                                  ===========    ===========   ===========

                                                  Accumulated      Investment
                                                     other         in Online
                                  Accumulated    comprehensive    International
                                     Deficit         Income           Stock        Total
                                  -----------    -------------    -------------    -----

Balances at
629  September 30, 2000 ..........   (2341,796101,038647)        (5     15,755)    468     (212,545578,286170)     1,972,453

IssuancePreferred of common
  stock fordividends payment
  of interest .................         --          --                       --                    (576,527)       --          212(576,111527)

IssuanceEffects of common
  stockAsset onTransfer conversion of
  Convertible Series B-1
  Preferred Stock to
  shares ofOnline common stock ......          .         --                     40,000   3,226,478        --             --             --         (7,501)      3,258,977
Credit
Issuance of common
  stockOther oncomprehensive exerciseincome:
  of   Reclassification optionsadjustment ..................                   --                       --             --           21,414

Sale of investment
  in parent company ...........          --             --        2,452,480      1,007,877

Preferred stock dividends .....    (1,676,768)          --             --         (62321,424)134          21,134

Reduction   Foreign ofcurrency debttranslation to
  parent for early
  repayment ...................                   --                       --                       --           60,000

Other comprehensive income:
   Foreign currency translation          --                     (79215,291)          --                     (79215,291)
   Unrealized gain on
      available-for-sale
     securities ...............                   --            7,405                     --            7,405

Expiration of warrants held as
   investment in
   parent company .............          --                       --          1,790           921,806         92,806790
securities
Extension

Net ofloss warrants .........          --             --             --          238,508

Net loss ......................   (12,877,095)...         --          --                       --              (1294,877715)       --           (94,095715)
                                                                               -----------     -----------     -----------      -----------  -----------     -----------

Balances at JuneDecember 3031, 2001 .............  $   152,487     297,893  31,324,107  (3841,349772,901889)           858           --             15,600      (9,888982,737802)
                                                                               ===========     ===========     ===========      ===========  ===========     ===========

See accompanying notes to unaudited consolidated financial statements.

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

NineUNAUDITED monthsCONSOLIDATED endedSTATEMENTS JuneOF 30, 2001 2000 ---- ---- CASH FLOWS FROM OPERATING ACTIVITIES: NET LOSS ............................................................ $(12,877,095) (1,831,433) Adjustments to reconcile net loss to net cash used in operating activities: Loss (gain) from discontinued operations ......................... 6,579,628 (776,412) Realized gains on sales of investment securities ................. -- (356,492) Loss (Gain) on sales of assets ................................... 15,908 (74,123) Allowance for bad debt ........................................... 1,623,074 425,000 Depreciation and amortization .................................... 994,550 74,669 Amortization of deferred financing costs ......................... 80,761 99,511 Amortization of deferred rent .................................... (85,545) (85,545) Accretion of discount on credit card accounts receivable ......... (562,490) (41,992) Accretion of original issue discount on convertible debentures.... 33,334 57,987 Accretion of discount on investments in debt securities .......... -- (185,491) Equity in loss of unconsolidated affiliates ...................... 1,087,023 -- Minority interest in earnings (loss) ............................. (2,303,092) 685,057 Shares of common stock received for financing fees ............... (584,278) -- Payment of interest in exchange for common stock ................. 212,111 634,028 Amortized portion of fair value of warrant extension ............. 238,508 -- Stock based compensation ......................................... -- 1,177,991 Expiration of warrants held as investment in parent company ...... 92,806 -- Other ............................................................ (30,849) 17,754 Changes in operating assets and liabilities: Increase in credit card facilities receivable ................. (4,515,182) -- Decrease in accounts receivable, trade ........................ 121,113 460,592 Increase in accounts receivable, related party ................ (22,317) (131,386) Increase in accrued revenues .................................. (371,385) -- Decrease (increase) in other receivables ...................... (10,970) 225,873 Increase in accrued interest receivable ....................... (245,016) (833,518) Increase in accrued interest receivable, related .............. (177,395) (33,728) Decrease in securities owned, at market value ................. 308,995 409,715 Decrease (increase) in other assets ........................... 558,782 (248,638) Increase (decrease) in accounts payable and accrued expenses .. 1,025,519 (74,217) Increase in accrued interest payable .......................... 180,783 198,950 Increase in accrued interest payable, related ................. 429,252 39,767 Decrease in deferred revenues ................................. (65,991) -- Decrease in other current liabilities ......................... (77,557) (16,169) ------------ ------------ Net cash used in continuing operations ........................ (8,347,015) (182,251) Net cash provided by (used in) discontinued operations ........ (2,058,019) 1,223,897 ------------ ------------ Net cash provided by (used in) operating activities ........... (10,405,034) 1,041,646 ------------ ------------ (Continued)

See                                                                      Three months ended December 31,
                                                                             2001          2000
                                                                             ----          ----
CASH FLOWS FROM OPERATING ACTIVITIES:

NET LOSS .............................................................   $  accompanying(94,715)   (3,964,415)

Adjustments notesto reconcile net loss to net cash used in operating
unauditedactivities:
   Loss consolidatedfrom financialdiscontinued statementsoperations .................................      147,413     3,284,117
   Allowance for bad debt ............................................         --          12,011
   Depreciation and amortization .....................................       99,293        12,330
   Amortization of deferred financing costs ..........................       49,188        26,920
   Amortization of deferred rent .....................................         --         (28,515)
   Accretion of discount on credit card accounts receivable ..........         --        (153,016)
   Accretion of original issue discount on convertible debentures ....       16,287         9,303
   Equity in loss of unconsolidated affiliates .......................         --         293,442
   Minority interest in loss .........................................     (191,824)     (221,248)
   Shares of common stock received for financing fees ................         --        (584,278)
   Payment of interest in exchange for common stock ..................         --         212,111
   Other .............................................................     (218,795)         --
   Changes in operating assets and liabilities:
      Increase in accounts receivable, trade .........................     (453,269)         --
      Increase in accounts receivable, related party .................       (3,254)      (61,866)
      Increase in other receivables ..................................     (345,092)       (5,498)
      Increase in accrued interest receivable ........................      (52,577)     (117,428)
      Decrease (increase) in accrued interest receivable, related ....       10,324      (132,704)
      Decrease (increase) in securities owned, at market value .......     (377,598)      216,001
      Decrease (increase) in other assets ............................      164,849      (137,845)
      Increase (decrease) in accounts payable and accrued expenses ...     (301,586)      673,288
      Increase in accrued interest payable ...........................      121,634       150,783
      Decrease in accrued interest payable, related ..................     (197,193)         --
      Increase (decrease) in deferred revenues .......................      722,663       (19,380)
      Decrease in other current liabilities ..........................      (49,493)      (12,546)
                                                                         ----------    ----------

      Net cash used in continuing operations .........................     (953,745)     (548,433)
      Net cash used in discontinued operations .......................      (31,560)   (2,423,257)
                                                                         ----------    ----------
      Net cash used in operating activities ..........................     (985,305)   (2,971,690)
(Continued)

~~eVISION~~See accompanying ~~USA.COM,~~notes ~~INC.~~to unaudited ~~AND~~consolidated ~~SUBSIDIARIES~~financial statements.

eVISION INTERNATIONAL, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)

Nine Three months ended JuneDecember 3031,
2001 2000
---- ----
CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of credit card accounts receivable ..................... $ -- (2,980,022) (4,645,040)
Repayments on credit card accounts receivable ................... 6 480,707,798 --
Purchase of property, furniture and equipment ...................447 (1394,218) (1409,198,386)989
ProceedsDecrease from sale of property, furniture and equipment ......... -- 85,160
Purchase of available for sale securities ....................... -- (252,212increase)
Proceeds fromin salecredit ofcard investmentfacilities securitiesreceivable ..................... -- 245,204,608
Proceeds from sale of parent company stock ......................935 1(3,007039,877 --059)
AdvancesRepayments on notes receivable .................................... (500,000) (1,150,000)
Advances on notes receivable, related party ..................... -- (2 720,000,000)
Repayments on notes receivable .................................. 1,000,000 --
Cash included through Global Med consolidation .................. -- 1,566,172 --
AcquisitionCash ofexcluded optionthrough relatingeBanker todeconsolidation LIL Capital ................... -- (2505,000158,301)
Proceeds from repayment of ESOP note ............................ -- 350,000
Investment in subsidiary ........................................ -- (50098,000056)
Purchase of subsidiary minority interest ........................ (109,932) (560,078)
Capital infused into discontinued operations .................... (630,000) (1,768,741)
Other investing activities ...................................... 9755,620000 18(3,361000)
Net cash provided by (used in) discontinued operations .......... ......... (255,151000) 468(81,987208)
----------- -----------

Net cash provided by (used in) investing activities ............. 6,018,144 (94,197631,341919) 494,816
----------- -----------

CASH FLOWS FROM FINANCING ACTIVITIES

Payment of cash dividends ....................................... -- (614,205) (526,694)
Principal payments on borrowings ................................ (7321,246888) -- (1,358)
PaymentIssuance onof convertible debentures, related party ................ (600 60,000) --
Net proceeds from issuance of Convertible Series B-1
and Series B Preferred Stock, net of offering costs ........... -- 12,042,328
Proceeds from exercises of common stock options
and warrants ................................................. 21 -- 6,414 548,045200
Net cash used in discontinued operations ........................ -- (4014,216660) (40,251)
----------- -----------

Net cash provided by (used in) financing activities ............. 38,112 (1624,306,253) 12,023,428)
----------- -----------

(Continued)

See accompanying notes to unaudited consolidated financial statements.

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)

                                                                        Nine                                                                              Three months ended JuneDecember 3031,
                                                                                                                                                                 2001                     2000
                                                                                                                                                                 ----                     ----

Effect of exchange rate on cash and cash equivalents ...............        .......            (1,274200)         6      (4,581364)
                                                                                                                                                     -----------    --   ----------

Net increase (decrease) in cash and cash equivalents ...............    ..................      (5,694579,417312)       (3,874105,314261)
Less net decrease (increase) in cash and cash equivalents fromxxxxxx
    from discontinued operations ........................................     2,100,386     ..         (123,652,633440)   2,523,489
                                                                                                                                                     -----------    --   ----------

Net increase (decrease) in cash and cash equivalents from
    continuing operations ..........................................    .......      (35,594602,031752)     2    (581,221,681772)

Cash and cash equivalents, beginning of period .....................     9.......       5,132658,976      6067    9,238122,364292
                                                                                                                                                     -----------    --   ----------

Cash and cash equivalents, end of period ..................................   $ 5,538,945      55,315    8,460540,045520
                                                                                                                                                     ===========    ==   ==========

SUPPLEMENTAL DISCLOSURES RELATED TO STATEMENTS OF CASH FLOWS:
                                                                        Nine                                                                              Three months ended JuneDecember 3031,
                                                                                                                                                                 2001                     2000
                                                                                                                                                                 ----                     ----
Cash payments for interest:
    Continuing ............................................................   $   582      12,461        774248       22,813672
    Discontinued ...................................................         4.......            --          3,313         20,987232
                                                                                                                                                     -----------    --   ----------
        Total cash payments for interest ..................................          12,248       58625,774        795,800904
                                                                                                                                                     ===========    ==   ==========

Cash payments for income taxes, continuing ................................   $   250,512        --         2553,000712
                                                                                                                                                     ===========    ==   ==========

Other investingfinancing and financing activitiesinvesting:

AmountsEffects dueof onasset credittransfer cardto receivablesparent company ...............................       4,033,026         --
                                                                              =============   ==========
Issuance of convertible debenture for payment of dividend by parent .......   $      
                                                                                    614,205         --        2,980,022
                                                                                                                                                     ===========    ==   ==========

Common stock issued in payment of accrued interest
    payable to related party ..............................................   $           --        212,111        634,028
                                                                                                                                                     ===========    ==   ==========

Common stock received in payment of account receivable ....................   $           --        150,000           --
                                                                                                                                                     ===========    ==   ==========

Assets exchanged for ownership in unrelated broker/dealer .................   $   888,894                   --        870,468
                                                                                                                                                     ===========    ==   ==========

Assets acquired in acquisition of Global Med Technologies, Inc. ....
    on the exercise of warrants in exchange for repayment of
    debt, net of cash ..............................................   $ 4,966,474           --
                                                                       ===========    ===========

Payment of dividend by parent ......................................   $   589,889                   --      4,966,474
                                                                                                                                                     ===========    ===========

Reduction in convertible debentures through early payment ..........   $    60,000           --
                                                                       ===========    ===========

Acquisition of building and land ...................................          --          862,375
                                                                       ===========    ===========

See accompanying notes to unaudited consolidated financial statements.

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying unaudited consolidated financial statements of eVision ~~USA.Com~~International, Inc. and ~~subsidiaries~~ subsidiaries (eVision or the Company) have been prepared in accordance with ~~accounting~~ accounting principles generally accepted in the United States of America for ~~interim~~ interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. In the opinion of management, these financial statements reflect all adjustments (which include only normal recurring adjustments) necessary for a fair presentation of the results of operations and financial position for the interim periods presented.

The consolidated subsidiaries include all of the majority owned or controlled companies. All significant intercompany transactions have been eliminated.

The preparation of interim financial statements required management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent 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.

These interim financial statements should be read in conjunction with the Annual Report on Form 10-K for the year ended September 30, ~~2000~~2001. Operating results for the three ~~and nine~~ months ended December ~~June 30~~31, 2001, are not necessarily indicative of the results that may be expected for the year ending September 30, ~~2001~~2002. Certain reclassifications have been made to prior period’s consolidated financial statements to conform to current period presentation.

NOTE 2. ORGANIZATION

eVision ~~USA.Com, Inc.~~ is a ~~holding~~ holding company that was incorporated under the laws of the state of Colorado on September 14, 1988. ~~eVision~~As ~~USA.Com,~~of ~~Inc.~~December ~~and~~31, ~~its~~2001, ~~subsidiaries~~eVision ~~are~~does ~~referred~~not tohave any ~~collectively~~significant asoperating ~~eVision~~subsidiaries. orPreviously the ~~Company.~~major Asoperating ofactivity ~~June~~was to ~~30,~~provide ~~2001~~transaction processing, ~~eVision’s consolidated~~networking ~~subsidiaries~~and ~~include~~internet ~~companies~~based ~~that~~ services; provide leveraged financing~~, transaction~~; ~~processing~~provide ~~and~~high ~~the~~speed internet access via satellite; and design, ~~development~~develop and ~~marketing~~market of information management software products for the healthcare industry. InUntil ~~addition, until~~ December 19, 2000, one of eVision’s significant subsidiaries, American Fronteer Financial Corporation (American Fronteer or AFFC), operated as a broker/dealer in securities.

eVision is majority owned by ~~Online~~Heng ~~Credit~~Fung ~~International~~Holdings Limited (Heng Fung formerly known as Online Credit International Limited) and its subsidiary, Online Credit Limited (Online Credit). ~~Online~~Heng ~~International~~Fung, eVision and ~~its~~eVision’s subsidiary through November 28, 2001, eBanker USA.com, Inc. (eBanker), ~~are~~were significant shareholders of Global Med Technologies, Inc. (Global Med). ~~eVision~~As ~~and~~of November 28, 2001, eBanker is controlled by Online Credit as more fully described in Note 8. eVision and eBanker hold shares of common stock and/or warrants to purchase shares of common stock of Global Med. In addition, Global Med has outstanding balances due on ~~various~~ various financing agreements with eBanker. eBanker has credit card accounts ~~receivable~~and facilities receivable with a subsidiary of ~~Online~~Heng ~~International~~Fung, Online Credit Card Limited (OCCL). Also at times, Global Online Funds, Inc. (Global Online) a wholly-owned subsidiary of eVision owned securities of Heng Fung through Lil Capital, Inc. (formerly known as Fronteer Capital, Inc. or Fronteer Capital) wholly-owned by Global Online. Consequently, eVision, ~~Online~~Heng ~~International~~Fung, Online Credit, OCCL, eBanker ~~and~~, Global Med, Global Online and Lil Capital, Inc. are considered related parties.

eVisioneVISION and certain of its subsidiaries have entered into significant related party transactions with Online International or certain of its subsidiaries. Mr. Fai H. ChanINTERNATIONAL, as Chairman of eVision, or other members of the Board of Directors of eVision, may identify and establish the terms of various transactions into which eVision and its subsidiaries and Online International or certain of its subsidiaries may enterINC. Additionally,AND Mr. Chan is Chairman of Online International and Online International has provided funding in the past to eVision through the purchase of eVision’s convertible debentures. SUBSIDIARIES

eVISION USA.COM, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~Certain~~On ofJune ~~the~~8, ~~lending~~2001, eVision ~~arrangements~~and ~~eBanker~~Online ~~has~~Credit, entered into ~~were~~an ~~identified~~agreement whereby eVision agreed to pay $7,314,316 of principal and ~~terms~~interest, in the form of transferring ownership of assets, to Online Credit in satisfaction of certain convertible debentures outstanding. The shareholders approved this transaction on November 28, 2001. The assets of eVision which were used as satisfaction of the convertible ~~established~~debentures were all debt, equity and derivative instruments of eBanker owned by eVision, ~~Mr.~~except ~~Chan~~that owned by American Fronteer; all shares of Global Growth Management, Inc. ~~Online~~(Global ~~International~~Growth) ~~participated~~a inwholly-owned ~~certain~~subsidiary of ~~these~~eVision; and ~~lending~~1,050,000 ~~arrangements~~common shares of Global Med. ~~Additionally~~Consequently, ~~certain~~as of ~~these~~November ~~arrangements~~28, 2001, eBanker and Global Med are ~~with~~no longer a part of the eVision consolidated ~~related~~financial ~~parties~~statements. See Note 8 relating to the asset transfer agreement.

AseVision aand ~~result~~certain of ~~these~~its subsidiaries have entered into significant related party transactions ~~and~~with ~~relationships~~Heng Fung or certain of its subsidiaries. Mr. Fai H. Chan, as Chairman of eVision, or other members of the ~~financial~~Board ~~condition~~of Directors of eVision, may identify and ~~results~~establish the terms of various transactions into which eVision and its subsidiaries and ~~operations~~Heng Fung or certain of ~~eVision~~its subsidiaries may ~~not~~enter. ~~necessarily~~Additionally, beMr. ~~indicative~~Chan is Chairman of ~~those~~Heng ~~that~~Fung ~~would~~and ~~have~~Heng Fung or Online Credit has provided funding in the ~~resulted~~past ifto eVision ~~and~~through ~~Online~~the ~~International~~purchase of eVision’s convertible debentures. Certain of the lending arrangements eBanker has entered into were ~~unaffiliated~~identified, and terms were established, by Mr. Chan. Heng Fung participated in certain of these lending arrangements. Additionally, certain of these arrangements are with related parties.

~~eBanker~~As ~~USA.com~~a result of these transactions and relationships, ~~Inc~~the financial condition and results of operations of eVision may not necessarily be indicative of those that would have resulted if eVision and Heng Fung were unaffiliated.

~~eBanker~~The ~~is a~~ consolidated financial ~~subsidiary~~statements ofinclude ~~eVision.~~all Asmajority ~~of September 30, 2000, eVision~~ owned ~~39%~~or ofcontrolled ~~the outstanding common stock and 100% of the outstanding preferred stock of eBanker~~companies. ~~The~~ ~~common~~All ~~shareholders of eBanker are entitled to 50% of the votes to elect the~~significant ~~members~~intercompany oftransactions ~~the~~have ~~board~~been ~~of directors and the preferred shareholder is entitled to 50% of the votes to elect the members of the board of directors~~eliminated. eBanker has entered into a management agreement with eVision to assist in the management of eBanker’s business including providing assistance in the (i) identification of lending opportunities, (ii) credit analysis of potential borrowers, (iii) structure of loans, including yield-enhancing equity participation and collateral arrangements and (iv) administration of loans. In exchange for such services, eVision is entitled to an annual fee equal to 10% of eBanker’s pretax profits as determined from eBanker’s annual audited financial statements.

eBanker was created with the purpose of providing a wide range of financial lending products and services. eBanker intends to identify, target and serve high-margin, global financial market segments. eBanker has been designed as a non-deposit taking, broad financial services entity, with the view of avoiding the regulations facing traditional financial institutions.

Global Med Technologies, Inc.

Global Med was organized under the laws of the State of Colorado in December 1989. Global Med designs, develops, markets and supports information management software products for blood banks, hospitals, centralized transfusion centers and other healthcare related facilities.

Global Med developed SAFETRACE® and SAFETRACE TX™. SAFETRACE® is a transfusion management information system that is designed to be used by hospitals and centralized transfusion centers to help insure the quality of blood transfused into patient-recipients. SAFETRACE TX™ provides electronic cross-matching capabilities to help insure blood compatibility with patient-recipients and will track, inventory, bill and document all activities with blood products from the time blood products are received in inventory to the time the blood products are used or returned to blood centers. SAFETRACE TX™ complements SAFETRACE® as the combined SAFETRACE TX™ and SAFETRACE® software system integrates hospitals with blood centers and provides a “vein-to-vein”™ tracking of the blood supply. The FDA requires all blood tracking application software vendors to submit a 510(k) application for review. The application process for FDA review and compliance with FDA guidelines relates to computer software products regulated as medical devices. In April 1997, SAFETRACE® received FDA 510(k) clearance. SAFETRACE TX™ received FDA 510(k) clearance in January 1999.

During 1999, Global Med formed a subsidiary, PeopleMed.com, Inc., a Colorado corporation, which is approximately 83% owned by Global Med, to develop a software application designed to give HMO providers and other third party payers access to clinical information for chronic disease patients. This application will allow doctors and other medical employees access to a patient’s history. The remaining 17% of PeopleMed is owned primarily by certain officers and directors of Global Med.

eVISION USA.COM, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

As of September 30, 2000, the Company owned a total of 1,815,907 shares of common stock of Global Med. As of September 30, 2000, eVision’s ownership represented 13.45% of the total outstanding shares of Global Med common stock. In November 2000, eBanker acquired an additional 8,697,600 shares of common stock of Global Med in connection with the refinancing of the financing agreements discussed below. As a result of these transactions, eBanker gained control of Global Med and Global Med is reflected in eVision’s consolidated financial statements as a consolidated subsidiary of eBanker effective November 20, 2000.

At September 30, 2000, a total of $5,400,000 was outstanding under three separate financing agreements between eBanker and Global Med and there were no remaining amounts available under the commitments.

In November 2000, eBanker agreed to exercise warrants to purchase 8,000,000 shares of common stock of Global Med at $0.25 per share in exchange for $2,000,000 of its notes receivable from Global Med. The remaining $3,400,000 outstanding under the various financing agreements and accrued interest of $428,700 were combined into one agreement and the due date was extended to July 1, 2001. Global Med agreed to pay interest of 12% per annum on a semi-annual basis, with the first interest payment due May 19, 2001. The 8,000,000 shares of common stock were issued on February 28, 2001. In consideration for the extension of the remaining principal and interest, eBanker received a fee of 5% payable in 197,600 shares of common stock of Global Med.

As part of the extension and because the principal was not paid in full by July 1, 2001, the due date for the principal was automatically extended to July 1, 2003. Additionally, eBanker is to be issued warrants to acquire up to 10,168,430 shares of Global Med common stock with an exercise price of $0.50 per share. Additionally, upon the occurrence of certain events related to a certain contract Global Med is negotiating, Global Med will have the right, in its discretion, to put its shares of common stock worth up to $1,500,000 to eBanker at $0.50 per share in the form of exchanging debt for shares of common stock. The default conversion rate under this extension is $1.00 per share. As consideration for this provision, eBanker was issued 500,000 restricted shares of Global Med common stock.

On March 22, 2001, Global Med and eBanker entered into an interest payment option agreement that provided Global Med with the option, with five days prior written notice, to elect and pay to eBanker, before July 1, 2001, Global Med’s entire interest payment calculated for the life of the loan agreement dated November 19, 2000, in the form of 1,746,688 shares of Global Med common stock (calculated at $0.6875 per share, which was the closing bid price on March 22, 2001). In the event that Global Med pays any principal on the loan prior to July 1, 2003, eBanker will return a number of shares determined by calculating the pro-rata interest avoided due to early repayment of principal divided by $0.6875 per share. eBanker will make this calculation on July 1, 2001, July 1, 2002 and July 1, 2003.

On June 20, 2001 Global Med elected to exercise the interest payment option. As a result, eBanker will be issued 1,746,688 shares of Global Med’s common stock as payment for the interest expense on the outstanding balance under the financing agreements through July 1, 2003.

If Global Med defaults on the repayment of any amount borrowed under the combined note issued to eBanker, all existing members of the board of directors of Global Med will be required to resign and eBanker will have the right to appoint all new members.

eVISION USA.COM, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Global Online Funds, Inc.

As of September 30, 2000, Global Online’s consolidated assets consisted primarily of 123,294,000 shares of common stock and warrants to purchase 24,416,800 shares of common stock of Online International. The warrants subsequently expired. This investment in the equity instruments (common stock and common stock warrants) of Online International is reflected in the financial statements at September 30, 2000 as a contra-equity account at their cost of $2,545,286, in a manner similar to treasury stock. During the nine months ended June 30, 2001, warrants to purchase 24,416,800 shares of common stock of Online International expired which resulted in a loss of $92,806. In addition, all shares of common stock of Online International were sold for net proceeds of 1,007,877 resulting in a charge against additional paid-in-capital of $1,444,603.

Skyhub Asia Holdings Limited

eVision agreed to provide Skyhub with a total of approximately $3,000,000 in financing including a short term loan in the maximum amount of $1,500,000. In February 2000, eBanker entered into a loan commitment agreement with Skyhub and eVision. eBanker committed to loan Skyhub, on behalf of eVision, up to $1,500,000, bearing interest at the rate of 12% per annum, payable every six months, with the principal due one year from the date of the draw on the loan. In February 2000, eBanker advanced Skyhub $1,000,000 of the loan commitment which was due in February 2001.

In February 2001, eBanker, eVision and Skyhub agreed to extend the due date for one year in consideration of eVision transferring 5% of the total outstanding shares of Skyhub from its existing ownership of Skyhub to eBanker. During the nine months ended June 30, 2001, eBanker advanced Skyhub an additional $200,000.

On June 14, 2001 5G Wireless Communications Inc. (5G), an unrelated third party, agreed to acquire 30% of the outstanding common stock of Skyhub. Under the terms of the acquisition, 5G will provide $1,000,000 in financing for expansion of Skyhub’s network. As part of the terms, Skyhub would be issued @,814,791 shares of eVision’s common stock in fulfillment of the remaining $3,000,000 commitment described above, which shares would then be exchanged, along with the 1,185,209 common shares already owned, with eBanker for the loan and outstanding accrued interest. As a result of the transaction, eVision and eBanker’s ownership in Skyhub decreases from 52% and 8% to 26% and 4%, respectively. Additionally, 5G will retain an option to acquire an additional 20% ownership in Skyhub from eVision. Consequently, Skyhub is no longer consolidated into eVision’s consolidated financial statements as of June 14, 2001.

NOTE 3. RISKS AND UNCERTAINTIES

AtOn ~~June~~November 3028, 2001, ~~and~~with ~~September~~shareholder 30approval, ~~2000,~~eVision ~~eBanker~~transferred ~~had~~ownership ~~outstanding~~of ~~loan~~certain ~~receivable~~assets ~~balances~~in ofpayment ~~$3,828,700~~of principal and interest of $57,~~400~~314,~~000,~~316 ~~respectively,~~on ~~from~~convertible ~~Global~~debentures ~~Med.~~owing ~~Global~~to ~~Med designs,~~the ~~develops,~~Company’s ~~markets~~largest ~~and~~creditor, ~~supports~~Online ~~information~~Credit. ~~management~~As ~~software~~a ~~products for blood banks~~result, ~~hospitals,~~the ~~centralized~~Company ~~transfusion centers and other healthcare~~has ~~related~~substantially ~~facilities.~~reduced ~~Global~~its ~~Med~~assets ~~currently has customers~~ and ~~recognizes~~its ~~revenues from~~convertible ~~its~~debentures ~~proprietary~~due ~~products~~to Online Credit. ~~However~~Consequently, the ~~number~~Company ofcurrently ~~customers~~does ~~and~~not ~~levels of revenues~~ have ~~not~~any ~~been sufficient for Global Med to attain profitable~~significant operations. ~~Global~~Management ~~Med~~is ~~has~~in ~~incurred~~process ~~significant~~of ~~cumulative~~determining ~~operating~~the ~~losses. Additionally,~~best ~~Global~~approach ~~Med~~in ~~currently~~which to ~~has~~direct anthe ~~accumulated~~Company, ~~shareholders’ deficit.~~including ~~The~~the ~~ultimate~~possibility ~~success~~ of ~~Global~~further ~~Med~~asset issales, ~~dependent upon a number of~~the ~~factors~~necessity ~~such~~to asreduce ~~increasing~~its ~~market~~liabilities ~~acceptance~~through ofnegotiations ~~its~~with ~~products,~~lenders or the possibility ~~addition~~ of ~~significant~~ ~~new~~finding ~~customers~~a ~~and~~suitable ~~maintaining~~merger ~~effective~~candidate ~~cost~~to ~~controls,~~provide ~~none~~new ~~of which is assured~~revenues.

~~eVISION~~eVision ~~USA~~was not able to pay the dividend on the Convertible Series B-1 Preferred Stock as of April 30 and October 31, 2001 nor does it have the capability to make the dividend payment in the future without additional funds.~~COM~~ The Company does not have funds to bring current accounts payable, ~~INC~~to repay obligations under convertible debenture agreements or any possible negative results from pending litigation including recurring litigation support. ~~AND~~The ~~SUBSIDIARIES~~Company’s continued existence is uncertain if it is not successful in negotiating with lenders or parties involved in litigation or obtaining some form of outside financing.

eVISION INTERNATIONAL, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

AteVision’s ~~June 30, 2001 and~~accumulated ~~September~~deficit ~~30,~~is ~~2000~~$41, ~~the Company had a significant equity investment in Global Med and held warrants to purchase common stock~~772,889 ~~some of which were exercised in November 2000~~ and ~~enabled~~stockholders’ ~~eBanker~~equity tois ~~take~~a ~~control~~deficit of ~~Global Med~~$9,982,802. ~~Management~~ ~~believes~~eVision’s ~~that~~operations ~~its~~have ~~investments~~not inbeen ~~loans,~~profitable ~~accrued~~for ~~interest~~the ~~and~~previous ~~equity~~three ~~instruments~~years. ofThe ~~Global~~loss ~~Med~~for ~~are recoverable and that, based on~~ the ~~estimated~~three ~~fair~~months ~~value~~ended ~~of these~~December ~~investments~~31, ~~no impairment currently exists. However~~2001, ~~the~~including ~~ultimate~~discontinued ~~realizability of these investments is dependent upon Global Med attaining profitable~~ operations, ~~obtaining~~was ~~alternative financing arrangements or being sold for a price~~$94, ~~which would allow the Company to recover its investment, none of which is assured~~715.

During the nine months ended June 30, 2001 and 2000, the Company incurred losses and used significant amounts of cash in operations and at June 30, 2001 has an accumulated deficit of $38,349,901. For the nine months ended June 30, 2001, the Company used cash of $10,405,034 in operating activities. The Company’s cash portion of the dividend payment on its Convertible Series B-1 Preferred Stock at April 30, 2001 was made by Online International pursuant to a guaranty by Online International. Management anticipates that the cash, accounts receivable balances, recurring revenues, proceeds from the sales of securities and investments held will provide sufficient working capital for the near term; however, without additional financing the Company may not continue as a going concern.

NOTE 4. DISCONTINUED OPERATIONS

American Fronteer Financial Corporation

~~American~~During ~~Fronteer Financial Corporation (American Fronteer or AFFC) was registered as a broker/dealer with~~ the ~~Securities~~year ~~and Exchange Commission (Commission), was a member of the~~ended National Association of Securities Dealers (NASD) and the Boston Stock Exchange, an associate member of the American Stock Exchange, and registered as a securities broker/dealer in all 50 states. American Fronteer was a member of the Securities Investor Protection Corporation (SIPC) and other regulatory and trade organizations. American Fronteer was licensed to sell insurance products in certain states. Subsequent to September 30, ~~2000~~2001, in connection with the transaction discussed below, American Fronteer filed Form BDW to withdraw its registration as a broker/dealer with the Commission and terminated its other memberships related to its broker/dealer operations. American Fronteer’s business consisted of providing retail securities brokerage and investment services, trading fixed income and equity securities, providing investment banking services to corporate and municipal clients, managing and participating in underwriting corporate and municipal securities and selling a range of professionally managed mutual funds and insurance products.

~~eVISION~~On ~~USA~~December 19, 2000, eVision acquired 24.~~COM~~9% of the outstanding common stock of Auerbach, ~~INC~~Pollak and Richardson, Inc. ~~AND~~(APR), ~~SUBSIDIARIES~~a broker/dealer in securities, and an option to purchase an additional 15.1% of the outstanding common stock of APR for one dollar in exchange for the primary assets of the retail brokerage operations of American Fronteer. The transfer of the American Fronteer brokers and other personnel to APR occurred on December 19, 2000. Following the transfer, American Fronteer withdrew its registrations as a securities broker/dealer. The investment in APR is accounted for under the equity method of accounting.

Subsequent to the transaction described above, APR incurred a net capital violation and was prevented from operating as a full service broker/dealer by the NASD. Since this time, the brokerage accounts were transferred to another broker/dealer. Consequently, the Company has accrued for lease termination and other costs of approximately $1,700,000 that American Fronteer may be ultimately be responsible for and accounted for its broker/dealer operations as discontinued operations.

eServices

In addition, the eServices segment of eVision comprising primarily of Skyhub Asia Holding Limited (Skyhub), eBiz Web Solutions, Inc. (eBiz Web Solutions) and Corporate Net Solutions, Inc. (Corporate Net Solutions) are classified as discontinued operations as of December 31, 2001. eBiz Web Solutions terminated operations February 2001. Corporated Net Solutions terminated operations during the year ended September 30, 2001. Because of the inability of a third party to fulfill a funding agreement, the operations of Skyhub are now discontinued also.

eVISION INTERNATIONAL, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

OnThe ~~December~~following ~~19,~~is ~~2000,~~financial ~~eVision~~information ~~acquired~~relative ~~24.9% of the outstanding common stock of Auerbach, Pollak and Richardson, Inc. (APR), a broker/dealer in securities, and an option~~ to ~~purchase an~~discontinued ~~additional 15.1% of the outstanding common stock of APR for one dollar in exchange for the primary assets of the retail brokerage~~ operations ~~of American Fronteer~~. The ~~transfer~~amounts ofprimarily ~~the American Fronteer brokers and other personnel to~~consist APR occurred on December 19, 2000. Following the transfer, American Fronteer withdrew its registrations as a securities broker/dealer with the Commission and the states, and terminated its memberships in the NASD, the Boston Stock Exchange, the American Stock Exchange and SIPC. The option was exercised on February 27, 2001. eVision has the option to nominate two members to the board of ~~directors~~ ofinformation ~~APR. The investment in APR is accounted~~ for under the equity method of accounting. Under the equity method, eVision reports its share of the net income or loss of APR on one line item in the financial statements. Because the transaction was an exchange of ownership interests in securities broker/dealers, the operations of American ~~Fronteer were~~ not reflected as discontinued operations through March 31, 2001. However, during the three months ended June 30, 2001, APR incurred a net capital violation and was prevented from operating as a full service broker/dealer by the NASD. Since this time, the brokerage accounts have been transferred to another broker/dealer. Consequently, the Company has accrued for lease termination and other costs of approximately $2,300,000 that American Fronteer ~~may~~but bealso ~~ultimately be responsible for~~include ~~and accounted for its broker/dealer operations as of June 30, 2001 as discontinued operations~~eServices.

The                                                       December following31,    September is30,
                                                           2001            2001
                                                       -----------     ------------
     Current financialassets:
information        Cash relativeand tocash discontinuedequivalents                     $    95,242         71,892
        Other operations.receivables, net                              4,852         25,893
        Securities owned, at market value                 225,536         63,165
        Other assets                                       30,000            282
                                                      -----------    -----------

           Total current assets                           355,630        161,232

        Current liabilities:
           Accounts payable and accrued expenses        4,287,897      4,170,810
           Current portion of long term debt               56,637         56,637
           Other current liabilities                       22,815         24,400
                                                      -----------    -----------

              Total current liabilities                 4,367,349      4,251,847
                                                      -----------    -----------

              Net current liabilities                  (4,011,719)    (4,090,615)
                                                      ===========    ===========

Long-term assets:
  Property, furniture and equipment, net                     --          134,998
  Other long-term assets                                   27,433         27,433
                                                      -----------    -----------

       Total long-term assets                              27,433        162,431

Long-term liabilities:
  Capital lease obligations, net of current portion          --             --
                                                      -----------    -----------

    Total long-term liabilities                              --             --
                                                      -----------    -----------

         Net long-term assets                         $    27,433        162,431
                                                      ===========    ===========

JuneeVISION 30INTERNATIONAL, September 30, 2001 2000 ------- ------------ CurrentINC. assets: CashAND and cash equivalents $ -- $ 2,099,744 Receivables, net 80,666 162,051 Securities owned, at market value 138,316 939,464 Other assets -- 103,711 ----------- ----------- Total current assets 218,982 3,304,970 Current liabilities: Accounts payable and accrued expenses 4,302,894 1,233,618 Payable to clearing organization 215 305,866 Current portion of long-term debt and capital lease obligations 57,360 61,372 Other current liabilities 34,476 99,884 ----------- ----------- Total current liabilities 4,394,945 1,700,740 ----------- ----------- Net current assets (liabilities) (4,175,963) 1,604,230 =========== =========== (continued) SUBSIDIARIES

eVISION USA.COM, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

                                                                     June 30,    September 30,
                                                                       2001           2000
                                                                     -------     ------------
Long-term assets:
  Property, furniture and equipment, net                              157,000     936,227
  Other long-term assets                                              116,781     921,792
                                                                    ---------   ---------

       Total long-term assets                                         273,781   1,858,019

Long-term liabilities:
  Capital lease obligations, net of current portion                     8,140      44,344
                                                                    ---------   ---------

    Total long-term liabilities                                         8,140      44,344
                                                                    ---------   ---------

         Net long-term assets                                         265,641   1,813,675
                                                                    =========   =========

                                        Nine months ended June 30,                                         Three months ended JuneDecember 3031,
                                                                                       2001                     2000           2001           2000
                                                                                       ----                     ----           ----           ----

Revenues                                 1                               $  193,116,778902     201,071457,890        (17,323)     3,321,189889

Cost of sales and operating expenses         (7335,386,867783)   (19,380,699)    (2,604,565)    (4,983681,623649)

Other non-operating income (expense)             (3095,539532)        85,221             (26060,183357)        45,584
                                       -----------    -----------    -----------    -----------

IncomeLoss (loss) before income taxes                        (6147,579,628413)       776,412        (23,882284,071117)    (1,616,850)

Income tax expense                                                       --                         --             --             --
                                       -----------    -----------    -----------    -----------

NetLoss income (loss) from discontinued
   operations                                  $ (6147,579,628413)       776,412        (23,882284,071117)    (1,616,850)
                                       ===========    ===========    ===========    ===========

NOTE 5. CREDIT CARD FACILITIES RECEIVABLE

During the ~~nine~~year ~~months~~ ended September ~~June~~ 30, 2001, eBanker and OCCL entered into agreements to lend afunds ~~total of approximately $16,700,000~~ to ~~nine~~ unaffiliated Hong Kong companies through credit card facilities. eBanker and OCCL share in the loans, ~~generally~~as atproportionately ~~the rate of 50% each and eBanker’s share of the facilities was $9,100,000~~agreed. The credit card facilities bear interest at the rate of 3% per month and are administered by OCCL. In exchange for OCCL’s administration of the facilities, legal documentation and due diligence, eBanker pays OCCL 10% per annum on eBanker’s share of the outstanding balances. ~~eBanker’s~~This ~~share~~amount is estimated to be approximately $61,000 ofand ~~the~~$44,000 ~~balance~~for ~~outstanding~~the asthree ofmonths ~~June~~ended 30December 31, 2001 and 2000, respectively. eBanker provides allowances for potential losses associated with its participation in credit card facilities receivable. There was $2no provision considered necessary for the three months ended December 31,~~508~~ 2001. As of December 31,~~000~~ 2001, ~~including~~these receivables are not included in the consolidation of ~~interest~~eVision ~~and~~as ~~net~~they are part of ~~allowances~~the assets of ~~$1,993,000~~eBanker. See Note 8 relating to the asset transfer agreement.

NOTE 6. CREDIT CARD ACCOUNTS RECEIVABLE

In March 2000, eBanker acquired from MBf Card International Limited (MBf) a non-revolving interest in certain outstanding credit card accounts receivable for a total consideration of $7,625,062, which represented a discount of $1,601,976 from the total book value of the outstanding balances of the credit card accounts receivable of $9,227,038. This total of $9,227,038 consisted of approximately 92% of current accounts receivable and approximately 8% of 1 to 30 days past due accounts receivable. Approximately 60% of the initial consideration, or $4,645,040, was paid at the time of closing and the remaining balance was offset against collections on the related credit card receivables. Of the total purchase discount of $1,601,976, $800,000 was allocated to an allowance for doubtful accounts and the remaining discount of $801,976 iswas ~~being~~ accreted to income ~~over~~using the straight-line method over a period of 18 months, the estimated life of the credit card accounts receivable.

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Concurrent with the acquisition of the credit card portfolio by eBanker, Online Credit acquired MBf and changed the name of MBf to Online Credit Card Limited (OCCL). OCCL processes the credit card collections for eBanker, remits collections to eBanker on a monthly basis, and manages and absorbs the costs associated with (i) the administration and overhead of the portfolio including rent, utilities, salaries, wages, benefits, and hardware, software and other equipment costs, (ii) the underlying cards’ benefits and bonus points program, (iii) one-third of any charge-offs and (iv) providing 24-hour customer support. eBanker estimates that it paid OCCL approximately $160,000 related to processing collections for the three months ended December 31, 2000. The fees for the three months ended December 31, 2001 were not material. In addition to the accretion of the discount, eBanker earns 10% interest on the outstanding credit card accounts. For the three months ended December 31, 2001 and 2000, after payment of the fees related to processing collections, eBanker recognized interest income of approximately $670 and $439,681, respectively, including the discount accretion. In addition, eBanker paid OCCL a one-time fee of approximately $100,000 related to its share of legal, audit, and other fees as part of the acquisition of the credit card accounts receivable. As of December 31, 2001, these receivables are not included in the consolidation of eVision as they are part of the assets of eBanker. See Note 8 relating to the asset transfer agreement.

For the nine months ended June 30, 2001, after payment of the fees related to processing collections of approximately $254,000, eBanker recognized interest income of approximately $140,000 plus the discount accretion of $562,000, for a total of $702,000. As of June 30, 2001, the credit card accounts receivable balance was offset completely by an unamortized discount of $30,207. As of September 30, 2000, the credit card accounts receivable balance, net of unamortized discount of $592,697 and allowance for doubtful accounts of $537,840, was $2,296,398.

NOTE 7. NOTES RECEIVABLE

On April 5, 2001, eBanker entered into a loan agreement with aan ~~previously unaffiliated~~ entity for $500,000, bearing interest at a rate of 12% per annum, payable quarterly for a term of 36 months. The loan is secured by certain assets of the entity including, but not limited to, the current and future intellectual property (trademarks, software, copyrights, technology, licenses, and patented technology), marketable securities and stock of the entity that is not owned by the entity itself. eBanker received a commitment fee equal to 10% of the entity’s common stock. ~~Two~~At the time of the transaction, two of the entity’s principals ~~are~~were members of the ~~board~~Board of ~~directors~~Directors of eVision. Interest income recognized on the loan and included in eVision’s consolidated statement of operations for the three months ended December 31, 2001 was $10,000. As of December 31, 2001, this note receivable is not included in the consolidation of eVision as it is part of the assets of eBanker. See Note 8 relating to the asset transfer agreement.

AtIn ~~September~~December 301997, ~~2000~~the Company sold Online Credit a ten year $4,000,000 ~~the~~10% Convertible Debenture ~~current~~(Convertible ~~portion~~Debenture) that is convertible into shares of common stock of the Company ~~convertible~~at ~~debentures~~a price of $~~500~~0.53125 per share until December 15, 2007, unless sooner paid, and an option to purchase a $11,000,000 ~~was~~10% ~~due~~Convertible ~~March~~Debenture ~~2001~~(Option) that is convertible into shares of common stock of the Company at a price of $0.61 Onper share until ten years from the date of issue unless sooner paid. ~~January~~Online 17Credit partially exercised the option and purchased additional 10% Convertible Debentures totaling $2,500,000. ~~2001~~On September 23, 1998, Online Credit and the Company agreed to ~~extend~~amend the terms of the remaining $8,500,000 ~~due~~of ~~March 2001~~the ~~until~~$11,000,000 ~~March~~10% ~~2002~~Convertible inDebenture ~~consideration~~by ofincreasing athe ~~fee~~interest ofrate ~~one~~to ~~percent~~12%, changing orthe conversion price from $~~5,000~~0.61 Inper ~~May~~share to the lower of $0.35 or the ~~2001~~fair market value per share, and establishing the ~~Company~~default ~~agreed~~conversion price at $0.10 per share. On September 25, 1998, Online Credit partially exercised its option to ~~repay~~purchase $~~660~~8,500,000 of ~~the~~12% ~~convertible~~Convertible ~~debentures~~Debentures ~~for~~by purchasing a $~~600~~500,000 12% Convertible Debenture from the Company. ~~The~~During ~~difference~~the ofyear ended September 30, 1999, Online Credit purchased an additional $601,000,000 ~~was~~convertible debenture. ~~credited~~As toof ~~additional~~September ~~paid-~~30, 2000 and 1999, Online Credit held a total of $8,000,000 in~~-capital~~ convertible debentures.

TheeVISION quarterly interest payments that have been made on the convertible debentures purchased pursuant to the convertible debenture agreement have been made in shares of the Company’s common stock. During the nine months ended June 30INTERNATIONAL, 2001, 428,583 shares of common stock of the Company were issued to pay Online Credit interest of $212,111 through September 30, 2000INC. OnlineAND Credit has agreed to allow eVision to pay interest on these convertible debentures in cash or in shares of eVision common stock, at eVision’s option, until April 1, 2002. SUBSIDIARIES

On June 8, 2001, eVision and Online Credit, entered into an agreement whereby eVision agreed to pay $7,314,316 of principal and interest, in the form of transferring ownership of assets, to Online Credit in satisfaction of certain convertible debentures outstanding subject to the approval of the eVision shareholders. The agreement was amended on June 26, 2001, to extend the effective date. If approved by the shareholders of eVision, the transaction will close immediately after such approval. Online Credit and Online International have agreed to vote proportionately with those voting shareholders. The convertible debentures were issued under a $4,000,000 10% Convertible Debenture due December 15, 2007 (Convertible Debenture) and an option to purchase an $11,000,000 10% Convertible Debenture (Option) to Online Credit. Of the Convertible Debenture and Option, Online Credit had exercised and held $8,000,000 in convertible debentures prior to the satisfaction in May 2001 of $660,000 of convertible debentures. On August 19, 2001, Online Credit agreed to cancel the remaining $7,000,000 available under the Option. Of the remaining outstanding balance of $7,340,000, $6,749,924 of principal will be satisfied, as will $564,392 of accrued interest thereon. The remaining outstanding balance of convertible debentures of $590,076 will be documented in the form of a convertible debenture in accordance with terms under the Option and will accrue interest at 8% with a maturity in 2007.

On August 19, 2001, eVision entered into an option agreement with eBanker whereby eVision would be entitled to purchase up to 543,177 shares of common stock of eBanker if the shareholders of eVision agree to the proposed asset transfer as described above. The option will be exercisable at $4.07 per share on or before December 31, 2001, at $4.31 per share on or before December 31, 2002 and at $4.57 per share on or before December 31, 2003, and will expire on December 31, 2003.

Also on August 19, 2001, eBanker and Online Credit entered into an option hedge agreement whereby Online Credit agreed to the cancellation and return of common shares of eBanker equal to the number of common shares that are purchased by eVision in the exercise of the option agreement dated August 19, 2001. As part of the option hedge agreement, eBanker agrees to pay Online Credit the proceeds received by eBanker from the exercise of the option agreement by eVision less a fee of $0.25 per share.

eVISION USA.COM, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~The~~At ~~assets~~September of30, ~~eVision~~2000 ~~which~~and ~~will~~1999, bethe ~~used~~current asportion ~~satisfaction~~ of the convertible debentures ~~identified~~of ~~above~~$500,000 was due ~~consist~~March of2001 ~~all~~and ~~debt~~March 2000, ~~equity~~respectively. ~~and~~In ~~derivative~~consideration ~~instruments~~ of ~~eBanker~~the ~~owned~~extension byof ~~eVision,~~the ~~except~~due ~~that~~date ~~owned~~to byMarch ~~American Fronteer~~2000, aseVision ofpaid ~~June~~Online 8,Credit ~~2001;~~a ~~all~~financing ~~shares of~~fee ~~Global~~equal ~~Growth~~to 5% ~~Management~~or ~~Inc.~~$25,000 ain ~~wholly-owned~~the ~~subsidiary~~form of ~~eVision; and 1~~44,~~050,000~~092 ~~common~~ shares of ~~Global~~common ~~Med~~stock ~~owned~~of bythe ~~eVision~~Company. OnIn consideration ~~June~~of ~~27,~~the ~~2001,~~extension ~~these assets~~of ~~were~~the ~~pledged~~due date to ~~secure~~March 2001, eVision’s ~~performance~~paid Online ~~under~~Credit ~~all~~a ~~convertible debentures~~financing ~~currently~~fee ~~outstanding~~equal to ~~Online~~3% ~~Credit~~or $15,000. AsOn ~~consideration~~January ~~for the pledge~~17, 2001, Online Credit agreed to ~~reduce~~extend the ~~interest rate from 12% to 2% on a~~ $~~589~~500,~~889~~000 ~~convertible~~due ~~debenture~~March ~~due~~2001 ~~June~~until 4,March ~~2006~~2002 ~~that~~in consideration ~~was~~of ~~recently~~a ~~issued~~fee ~~to Online~~of ~~International~~one inpercent, ~~consideration~~or ~~for~~$5,000. ~~Online~~In ~~International~~May ~~paying~~2001, the Company ~~Convertible~~agreed ~~Series~~to ~~B-1~~repay ~~Preferred~~$660,000 ~~Stock~~of ~~dividend~~the ofconvertible ~~eVision~~debentures infor ~~accordance~~$600,000, ~~with~~including the ~~guaranty~~$500,000 ofdue ~~Online~~in ~~International~~March 2002. The difference of $~~589~~60,~~889~~000 ~~convertible debenture~~ was ~~assigned~~ bycredited ~~Online International~~ to additional ~~Online Credit~~paid-in-capital.

~~Presently,~~The ~~prior~~quarterly interest payments on the convertible debentures purchased pursuant to the convertible ~~transaction,~~debenture ~~eVision~~agreement ~~owns~~are ~~approximately~~currently ~~40%~~being made in shares of ~~eBanker~~the Company’s common ~~outstanding~~stock. ~~common shares~~During ~~and~~the ~~approximately~~year 5%ended ofSeptember ~~Global~~30, ~~Med.~~2000 ~~Separately~~and 1999, ~~eBanker~~1,705,014 ~~owns~~and ~~approximately~~1,569,417 ~~42%~~shares of ~~Global~~the ~~Med.~~common Asstock ~~part~~ of the ~~agreement~~Company, ~~amounts~~respectively, ~~owing~~were toissued ~~eVision~~to ~~from~~pay ~~Global~~the ~~Growth~~accrued ofinterest. ~~approximately~~During ~~$900~~fiscal 2001,~~000~~ ~~will~~428,583 becommon ~~cancelled.~~shares ~~In addition,~~of the Company ~~management~~were ~~agreement~~issued ~~whereby~~to ~~eBanker~~pay ~~pays~~interest ~~10%~~through ofSeptember ~~pretax~~30, ~~profits~~2000. Online Credit has agreed to allow eVision to pay interest on these convertible debentures in cash or in shares of eVision ~~will~~common ~~also~~stock, beat ~~cancelled~~eVision’s option, until April 1, 2002.

~~The~~On ~~debt~~June 8, ~~equity~~2001, ~~and~~the ~~derivative~~Company ~~instruments~~and ofOnline ~~eBanker~~Credit ~~consist~~entered ofinto 1an ~~Series~~agreement Awhereby ~~preferred~~eVision ~~share,~~agreed to 1pay $7,~~083~~314,~~533~~316 ~~common~~of ~~shares,~~principal ~~330~~and interest,~~000~~ ~~warrants~~in the form of transferring ownership of assets, to ~~purchase~~Online ~~common~~Credit ~~shares~~in ~~exercisable~~satisfaction of certain convertible debentures atoutstanding $3subject to the approval of the eVision shareholders.00 ~~expiring~~The shareholders ~~August~~approved 11the agreement on November 28, ~~2003~~2001. The convertible debentures were issued under the Convertible Debenture and Option. Of the Convertible Debenture and Option, ~~307~~Online Credit had exercised and held $8,~~692~~000,000 ~~warrants~~prior to ~~purchase~~the ~~common~~satisfaction ~~shares exercisable~~in atMay 2001 of $8660,000 of convertible debentures.00 ~~expiring~~Of ~~March~~the ~~31,~~remaining ~~2005~~$7,340,000, ~~307~~$6,~~692~~749,924 ~~warrants~~of toprincipal ~~purchase~~was satisfied, ~~common~~as ~~shares~~was ~~exercisable~~$564,392 atof $9accrued interest thereon.00 ~~expiring~~The ~~March~~remaining ~~31,~~outstanding ~~2005~~balance of ~~and~~convertible debentures of $~~660~~590,~~000~~076 was documented in ~~face~~the form of a ~~value~~convertible 10debenture in accordance with terms under the Option and accrues interest at 8% ~~convertible~~with ~~debentures~~a maturity of 2007. ~~The~~Online ~~Series~~Credit Agave ~~preferred~~up ~~share~~its ~~entitles~~Option ~~the~~to ~~holder~~purchase toan ~~50%~~additional $7,000,000 of ~~the~~convertible ~~vote~~debentures. ~~for~~As ~~members~~part of the asset ~~Board~~transfer agreement, the Company was granted an option to purchase approximately 20% of ~~Directors~~the total outstanding common stock of eBanker. ~~The~~at an ~~primary~~exercise ~~assets~~price of ~~Global~~$4.07 ~~Growth~~per ~~consists~~share ofon ~~ownership~~or inbefore ~~commercial~~December ~~property~~31, in2001, at $4.31 per ~~Vancouver~~share on or before December 31, ~~British~~2002 ~~Columbia~~and at $4.57 per share on or before December 31, ~~Canada~~2003, ~~including~~with athe ~~mortgage~~expiration ~~thereon~~ of ~~approximately~~ ~~$786~~the option December 31,~~000~~ 2003.

~~Values~~On ~~given~~August to19, ~~the~~2001 ~~assets~~in ~~being~~conjunction ~~transferred~~with ~~were determined and agreed to by~~ the ~~Board~~asset oftransfer, ~~Directors~~eBanker ~~of eVision~~ and Online Credit ~~and~~entered ~~were~~into ~~based~~an option onhedge ~~market~~agreement ~~values~~whereby atOnline ~~the~~Credit ~~time~~agreed ofto the ~~agreement~~ incancellation ~~case~~and return of ~~the~~common shares of ~~Global~~eBanker ~~Med~~equal ~~and~~to ~~recent~~the ~~transactions~~number inof ~~the~~common shares that are ~~case~~purchased ofby the ~~shares~~Company ofin ~~eBanker~~the ~~and~~exercise ~~Global~~of ~~Growth.~~the Asoption ofagreement ~~July~~dated 31August 19, 2001,. ~~Fai~~As ~~H. Chan~~part ~~beneficially~~of ~~owns~~the ~~105,379,710shares,~~option orhedge ~~85%~~agreement, ofeBanker ~~the~~agreed ~~outstanding~~to ~~voting~~pay ~~stock~~Online ofCredit ~~eVision,~~the ~~including~~proceeds ~~shares~~received ~~underlying~~by ~~convertible~~eBanker ~~debentures~~from ~~owned~~the orexercise ~~that could~~of ~~have~~the ~~been~~option agreement ~~acquired.~~by ~~All~~the ofCompany ~~these~~less ~~shares~~a ~~are~~fee ~~beneficially~~of ~~owned~~$0.25 byper ~~Online International~~share.

~~Mr.~~The ~~Fai~~assets H.of ~~Chan,~~eVision ~~Chairman~~used ~~and~~as ~~Chief~~satisfaction ~~Executive~~of ~~Officer~~the convertible debentures identified above consisted of ~~eVision~~all debt, equity and derivative instruments of ~~Online~~eBanker ~~International,~~owned ~~and~~by ~~Mr.~~eVision, ~~Jen~~except that ~~Fong~~owned by American Fronteer, ~~Director~~as of ~~eVision~~June ~~and~~8, ~~Online~~2001; ~~International,~~all ~~own~~shares ~~options~~of toGlobal ~~purchase 500,000~~Growth; and ~~100~~ 1,050,000 common shares of Global Med. On June 27, ~~respectively~~2001, inthese ~~eBanker~~assets ~~exercisable~~were pledged atto ~~$3.00~~secure eVision’s performance under all convertible debentures ~~per~~currently ~~share~~outstanding to Online Credit. As consideration for the pledge, ~~and~~Online Credit ~~options~~agreed to ~~purchase~~reduce ~~250,000~~the ~~and~~interest ~~150,000~~rate ~~common~~from ~~shares~~12% to 2% on a $589,889 ~~respective,~~convertible indebenture ~~Global~~due ~~Med~~June ~~exercisable~~4, at2006 ~~$0.78~~that ~~per~~was ~~share.~~issued ~~Tony~~to ~~T.W.~~Heng ~~Chan,~~Fung ain ~~Director~~consideration ~~and~~for Heng Fung paying the ~~Chief~~April ~~Operating~~30, ~~Officer~~2001 Convertible Series B-1 Preferred Stock dividend of eVision ~~who~~in isaccordance ~~also~~with athe ~~Director~~guaranty of Heng ~~Online~~Fung. ~~International~~The $589,889 ~~owns~~convertible ~~options~~debenture towas ~~purchase~~assigned ~~50,000~~by ~~common~~Heng ~~shares~~Fung into ~~Global~~Online ~~Med exercisable at $0~~Credit.66 ~~per share.~~

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

OnPrior ~~June~~to 6,the ~~2001~~transaction, ~~Fai H.~~ ~~Chan,~~eVision ~~relinquished~~owned ~~his~~approximately ~~options~~40% toof ~~purchase~~eBanker’s ~~9,000,000~~outstanding ~~shares of~~ common ~~stock~~shares ofand ~~eVision.~~approximately ~~The~~5% ~~options~~of ~~were~~Global ~~from~~Med. ~~two~~Separately, ~~different~~eBanker ~~grants~~owns ~~between~~approximately ~~November~~43% ~~25, 1998~~of ~~and~~Global ~~January~~Med. ~~28,~~As ~~1999~~part ~~and~~of ~~were~~the ~~exercisable~~agreement, ~~for~~amounts ~~ten~~owing ~~years~~to eVision from ~~the~~Global Growth ~~date~~ of ~~their respective~~approximately ~~grant dates at prices ranging from~~ $~~0.20~~1,045,775 towere $0cancelled.30 ~~per share.~~

The ~~following summarized proforma balance~~ ~~sheet~~debt, ~~gives~~equity ~~effect~~and derivative toinstruments ~~the~~of ~~proposed transfer~~eBanker consisted of ~~certain~~1 ~~assets~~Series A preferred share, of1,083,533 ~~eVision~~common asshares, ~~described above~~330,000 warrants to purchase common shares exercisable at $3. ~~The summarized proforma balance sheet~~00 ~~gives~~expiring August 11, 2003, 307,692 warrants to purchase common shares ~~effect~~exercisable at $8.00 expiring March 31, 2005, 307,692 warrants to ~~the transaction as~~purchase common ifshares itexercisable ~~had occurred~~at on$9.00 ~~June~~expiring 30March 31, ~~2001~~2005 and ~~does~~$660,000 ~~not~~in face ~~purport~~value to10% ~~represent~~convertible ~~what~~debentures. ~~eVision’s financial~~The ~~position~~Series ~~would~~A ~~have~~preferred ~~actually~~share entitles the ~~been~~holder ifto 50% of the ~~transaction~~vote ~~had~~for ~~actually~~members ~~occurred~~of onthe ~~June~~Board 30of Directors of eBanker. The primary assets of Global Growth consisted of ownership in commercial property in Vancouver, ~~2001~~British Columbia, Canada, including a mortgage thereon of approximately $778,000.

~~Current~~Values ~~assets $ 743,935 Long-term~~given to the assets ~~536,816~~ ~~--------- Total~~being ~~assets $~~transferred ~~1,280,751 ========== Current~~were ~~Liabilities $~~determined ~~6,746,579 Long-term~~and ~~liabilities 1,179,965 Stockholders'~~agreed ~~deficit 6,657,050~~to by the Board of Directors of ~~--------- Total~~eVision ~~liabilities~~and Online Credit and were based on market values at the time of the ~~Shareholders'~~agreement ~~deficit $~~in ~~1,280,751~~case of the shares of Global Med and recent transactions in the ~~==========~~ case of the shares of eBanker and Global Growth.

~~NOTE~~Heng 9Fung has guaranteed through October 31, 2002, the payment of each annual 8% cash dividend on the Convertible Series B-1 Preferred Stock that was offered by eVision if such dividend is not paid by eVision. ~~STOCKHOLDERS’~~Pursuant ~~EQUITY~~to this guarantee, the payments for April 30 and October 31, 2001 cash dividends were made Heng Fung. In return, eVision gave Heng Fung a convertible debenture for $589,889 due June 2006 and $614,963 due December 2006, respectively, representing the April 30 and October 31, 2001 cash payments. These debentures are convertible at the market price. Interest is payable quarterly, and at the option of Heng Fung, is payable in cash or common shares of eVision.

~~During~~Heng ~~the~~Fung ~~nine~~purchased ~~months~~a ~~ended~~convertible ~~June~~debenture ~~30,~~in ~~2001,~~ the ~~Company~~amount ~~granted~~of ~~options to employees to purchase 1~~$60,~~838,483~~000 ~~shares~~from ofeVision ~~the~~on ~~Company’s~~October ~~common~~2, ~~stock at a price of $0~~2001.~~50 per~~ ~~share.~~ The ~~options~~debenture ~~vest~~is ~~over~~convertible aat ~~period~~the ofmarket ~~three~~price, ~~years~~is ~~and~~due ~~are~~October ~~exercisable~~2, ~~for~~2002 aand ~~period~~accrues ofinterest ~~ten~~at ~~years~~12% per annum. ~~During~~Interest ~~the~~is ~~same~~payable ~~period~~quarterly, ~~options~~and toat ~~purchase 14,649,252~~the ~~shares~~option of ~~common~~Heng ~~stock of the Company were canceled. This includes 9~~Fung,~~000,000 options~~ ~~held~~is bypayable ~~Mr.~~in ~~Chan~~cash ~~which~~or ~~were~~common ~~relinquished~~shares onof ~~June 6, 2001~~eVision.

NOTE 10.9 COMMITMENTS AND CONTINGENCIES

OnLegal March 19, 2001, the United States District Court for the Southern District of New York dismissed Case No. 00 CIV. 6769 in response to a Motion to Dismiss filed on December 7, 2000 by eBanker, eVision, AFFC and the officers and directors of eVision and eBanker. On or about September 8, 2000, Michael Halperin, M.D., and Donald Kern, D.D.S., shareholders of eBanker, had filed Case No. 00 CIV 6769 in the United States District Court for the Southern District of New York against eBanker, eVision, AFFC, and the officers and/or directors of eVision and eBanker. Among other claims, the complaint alleged that eBanker and eVision misrepresented and/or omitted material facts in their private offering memoranda, communications with shareholders, and in eVision’s Annual Report on Form 10-K, in violation of Sections 10(b) and 10b-5 of the Securities Exchange Act of 1934. Among other items, the plaintiffs were seeking compensatory damages of no less than $70,000,000. On July 12, 2001, the plaintiffs filed an appeal of the dismissal. Proceedings

~~Although~~On ~~eBanker~~or ~~does~~about ~~not~~September 8, ~~hold~~2000, ~~itself~~Michael ~~out~~Halperin, asM.D., ~~being~~and ~~primarily~~Donald ~~engaged~~Kern, inD.D.S., ~~the~~shareholders ~~business~~ of ~~investing~~eBanker, ~~reinvesting,~~filed ora ~~trading~~complaint in ~~securities,~~the ~~for~~United ~~several~~States ~~quarters~~District ~~its~~Court ~~asset composition~~for ~~may have fallen outside~~ the ~~limits~~Southern ~~set~~District of inNew ~~Section~~York 3(~~a)(1)(C)~~Case ofNo. 00 ~~the Investment~~CIV. ~~Company~~6769) ~~Act~~against ofeBanker, ~~1940~~eVision, ~~as amended~~AFFC, (and the officers ~~1940~~and/or ~~Act)~~directors ~~for~~of ~~not~~eVision ~~being~~and ~~deemed an~~eBanker. ~~“investment~~Among ~~company”~~other claims, ~~and~~the complaint ~~its~~alleged ~~asset~~that eBanker and ~~income~~eVision ~~composition~~misrepresented ~~may~~and/or ~~have~~omitted ~~fallen~~material ~~outside~~facts ~~the limits set~~ in ~~Rule~~their ~~3a-1~~private ~~under~~offering ~~the~~memoranda, ~~1940~~communications ~~Act for this purpose.~~with ~~In addition~~shareholders, ~~due~~and toin ~~stock~~eVision’s ~~sales~~Annual ~~made~~Report inon ~~the~~Form ~~third~~10-K, ~~quarter~~in ofviolation ~~calendar 1999,~~of ~~eBanker~~Sections ~~had~~10(b) aand ~~few~~10b-5 ~~more~~of ~~than~~the ~~100~~Securities ~~beneficial~~Exchange ~~owners~~Act of ~~its~~1934. ~~outstanding~~Among ~~securities,~~other ~~calculated~~items, asthe ~~provided~~plaintiffs ~~for~~were inseeking ~~Section~~compensatory ~~3(c)(1)~~damages of ~~the~~no ~~1940~~less ~~Act~~than $70,000,000. ~~during~~On ~~the~~December ~~period beginning~~7, ~~with that quarter through February 2001~~2000, atthe ~~which~~Company ~~time~~filed ~~eBanker repurchased~~a ~~shares~~motion ~~from enough holders~~ to ~~bring~~dismiss ~~this~~all ~~figure back under 100.~~of ~~During~~ the ~~period~~claims in ~~which~~this ~~eBanker~~matter. ~~had~~On ~~more~~March ~~than~~19, ~~100 beneficial owners~~2001, ~~it could not rely on Section 3(c)(1) in order not to register under~~ the ~~1940~~United ~~Act, although~~States itDistrict ~~may have been entitled to rely on other exclusions. If eBanker was~~Court ~~required~~for tothe ~~have~~Southern ~~been~~District ~~registered~~of ~~under~~New ~~the~~York ~~1940~~issued ~~Act~~Opinion ~~during~~and ~~this~~Order ~~period,~~number ~~certain~~85313 ~~transactions~~regarding itCase ~~entered~~No. 00 ~~into during the period may be subject to rescission~~CIV. ~~Following~~ ~~consultation with outside legal counsel~~6769, ~~management~~in ~~believes~~which this ~~matter~~ ~~did~~case ~~not~~was ~~and~~dismissed ~~will~~in ~~not~~its entirety. ~~have~~The aplaintiffs ~~material~~are ~~effect~~currently onpursuing ~~its~~an ~~business~~appeal ~~activities~~of orthe order ondismissing ~~its~~their ~~financial condition or results of operations~~complaint.

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~The~~On ~~Company~~or isabout aJune ~~defendant~~15, 2001, Michael Halperin filed a counterclaim in ~~certain~~District ~~other~~Court ~~arbitration~~in the State of Colorado against eBanker and ~~litigation~~a ~~matters~~third ~~arising~~party ~~from~~claim ~~its~~against ~~activities~~eVision, AFFC, and officers and/or directors of eBanker and eVision. The counterclaim was filed in response ~~After~~to ~~consultation~~eBanker’s lawsuit alleging that Halperin defamed eBanker and interfered with ~~outside~~eBanker’s ~~legal~~prospective ~~counsel~~business relations. In his counterclaim, Halperin ~~management~~alleged ~~believes~~that eBanker and the ~~ultimate~~other defendants misrepresented and/or ~~resolution~~omitted material facts in eBanker’s private offering memorandum dated May 26, 1998 in violation of ~~these~~the ~~arbitration~~Colorado Securities Act and ~~litigation~~common ~~matters~~law ~~will~~fraud principles. ~~not~~On ~~have~~August 17, 2001, eBanker and the other defendants filed a ~~material~~Motion ~~adverse~~to ~~effect~~Dismiss onHalperin’s counterclaim and third-party claims. On November 1, 2001, the ~~financial~~Court ~~condition~~granted oreBanker’s ~~operations~~and the other defendants’ Motion and dismissed Halperin’s counterclaim and third-party claims in their entirety. Halperin filed a request for reconsideration of the ~~Company~~order dismissing his claim. This request was denied in January 2002.

~~NOTE~~Although 11eBanker does not hold itself out as being primarily engaged in the business of investing, reinvesting, or trading in securities, for several quarters its asset composition may have fallen outside the limits set in Section 3(a)(1)(C) of the Investment Company Act of 1940, as amended, (the 1940 Act) for not being deemed an “investment company”, and its asset and income composition may have fallen outside the limits set in Rule 3a-1 under the 1940 Act for this purpose. In ~~EARNINGS~~addition, ~~PER~~due ~~SHARE~~to stock sales made in the third quarter of calendar 1999, eBanker had a few more than 100 beneficial owners of its outstanding securities, calculated as provided for in Section 3(c)(1) of the 1940 Act, during the period beginning with that quarter through February 2001, at which time eBanker repurchased shares from enough holders to bring this figure back under 100. During the period in which eBanker had more than 100 beneficial owners, it could not rely on Section 3(c)(1) in order not to register under the 1940 Act, although it may have been entitled to rely on other exclusions. If eBanker was required to have been registered under the 1940 Act during this period, certain transactions it entered into during the period may be subject to rescission. Following consultation with outside legal counsel, management believes this matter did not and will not have a material effect on its business activities or on its financial condition or results of operations.

~~The~~On ~~following~~December ~~table~~13, ~~sets~~2001, Wells ~~forth~~Fargo Bank filed a complaint against eVision in the ~~computation~~District Court of ~~basic~~Colorado (Case ~~and~~No. ~~diluted~~01 ~~earnings~~CV6975) seeking amounts allegedly due under an office space lease at 1700 Lincoln Street in Denver, Colorado. Wells Fargo is seeking approximately $62,761 per ~~share~~month for ~~the~~11 ~~nine~~months and $73,547 per month from May 2002 to April ~~three~~2007. ~~months~~On ~~ended~~January ~~June~~2, 302002, ~~2001~~eVision filed counterclaims against Wells Fargo and the ~~2000:~~building owner, Commonwealth Properties, for unreasonably withholding consent to sublease the space to another tenant. eVision is vigorously defending this claim and vigorously pursuing its counterclaim.

~~Nine~~On ~~months~~March ~~ended~~17, ~~June 30~~2000, ~~Three~~ ~~months~~Philip and ~~ended~~Brenda ~~June~~Sims 30, 2001 2000 2001 2000 ---- ---- ---- ---- Weightedfiled ~~average~~an ~~number~~arbitration ofclaim ~~shares~~(Claim ~~used~~No. 00-1219) with the NASD offices in ~~the~~Atlanta, ~~basic~~Georgia ~~earnings~~against ~~per~~American ~~share~~Fronteer, ~~computation 25~~Todd Weiland,~~394,367 21,515,508 25,788,274 23,357,830~~ and Scott ~~Effect~~Hogan. ofThe ~~dilutive~~Sims ~~securities: Common~~are ~~stock~~seeking ~~options~~ $1,~~742~~210,~~918 14,713,133 221,020 13,790,904~~663 in damages they allege result from ~~Common~~churning ~~stock~~and ~~warrants -- 1,548,880 -- 811,668~~unsuitable trades while they were customers of American Fronteer. ~~Convertible~~On ~~debentures~~July 18, ~~related party -- 27~~2001,~~810,197 -- 26,581,066 Convertible~~ ~~Series~~the ~~B-1~~Sims ~~Preferred~~amended ~~Stock -- 4~~their complaint to add Robert Fitzner,~~796,398 -- 5,754,226~~ Robert ~~---------- ---------- ---------- ---------- Dilutive~~Trapp ~~potential~~and ~~common~~Fai ~~shares 1~~Chan. On December 18,~~742~~ 2001,~~918 48,868,608 221,020 46,937,864 ---------- ---------- ---------- ---------- Adjusted~~ ~~weighted~~the ~~average~~Sims ~~number~~indicated ofthat they were ~~shares~~withdrawing ~~used~~their incomplaint ~~diluted~~against ~~earnings~~Fai ~~per share~~Chan. ~~computation 27,137,285 70,384,116 26,009,294 70,295,694~~American Fronteer is vigorously ~~========== ========== ========== ==========~~ defending this complaint.

~~The~~On ~~effects~~October of17, ~~potentially~~2001, ~~dilutive~~American ~~securities~~Fronteer announced that it had filed a voluntary petition for reorganization ~~the~~under ~~nine~~Chapter ~~and~~11 ~~three~~of ~~months~~the ~~ended~~U.S. ~~June~~Bankruptcy ~~30,~~Code ~~2001~~in ~~have~~the ~~not~~U.S. ~~been~~Bankruptcy ~~included~~Court in the ~~calculation~~Southern District of ~~diluted~~New ~~earnings~~York. ~~per~~American ~~share~~Fronteer currently asplans to pursue an orderly reorganization through the ~~effects were~~Chapter ~~antidilutive~~11 process.

NOTEeVISION 12INTERNATIONAL, INC. SEGMENTAND DISCLOSURESUBSIDIARIES

eVision’s segments are managed separately based on the fundamentally different products and services offered by the various eVision subsidiaries. The discontinued operations segment includes American Fronteer, which division was the securities broker/dealer. The eServices division includes the following investments or subsidiaries providing computer related products and services: Q6 Technologies, Secutron and MidRange, Corporate Net Solutions, Skyhub, PhoneBox Asia and eBiz Web Solutions. eBanker, excluding Global Med, is considered a segment due to the nature of its ownership and operations. The eMedical segment includes Global Med. Included in the Others segment are eVision, eVision Corporate Services, Global Online Funds, Global Growth, eVision China and OLBroker. These subsidiaries include investing activities and the provision of accounting, legal, administrative and back office support for the other subsidiaries and other entities as well.

eVISION USA.COM, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~For~~The ~~the~~Company ~~Nine~~is ~~Months~~a ~~Ended~~defendant in ~~June~~certain ~~30,~~other 2001 Discontinued Consolidated Operations eServices eBanker eMedical Others Eliminations Total ------------ ------------ --------- ------- -------- ------- ------------ ----- Revenuesarbitration ~~from unaffiliated~~and ~~customers $~~litigation ~~1,116,778 373,825 2,480,946 3,417,400 6,225 -- 7,395,174 Intersegment~~matters ~~revenues -- 73,087 578,682 -- 1,041,517 (1,693,286) -- -----------~~arising ~~----------- ----------- ----------- ----------- ----------- ----------- Total~~from ~~revenues $~~its ~~1,116,778 446,912 3,059,628 3,417,400 1,047,742 (1,693,286) 7,395,174~~activities. ~~===========~~After ~~=========== =========== =========== =========== =========== =========== Operating~~consultation ~~loss $(6,270,089)~~with ~~(1,532,985) (1,831,034) (1,667,865) (2,233,061) (11,808) (13,546,842) Other~~outside ~~income~~legal ~~(expense)~~counsel, ~~net (309,539) (14,031) (256,458) (525,467) (1,057,607) 90,219 (2,072,883) -----------~~management ~~----------- ----------- ----------- ----------- ----------- ----------- Income~~believes ~~(loss) from operations before~~the ~~minority interest~~ultimate ~~and~~resolution ~~income~~of ~~taxes $(6,579,628)~~these ~~(1,547,016) (2,087,492) (2,193,332) (3,290,668) 78,411 (15,619,725) ===========~~arbitration ~~=========== =========== =========== =========== =========== =========== Depreciation~~ and ~~amortization $ 212,618 244,727 632,320 82,040 35,463 -- 1,207,168 ===========~~ ~~=========== =========== =========== =========== =========== =========== Capital~~litigation ~~expenditures $ 2~~matters,~~151 133,855 -- 2,366 2,997 -- 141,369 ===========~~ ~~=========== =========== =========== =========== =========== =========== Identifiable~~including ~~assets as of~~those ~~June~~mentioned 30above, ~~2001 $ 265,641 389,487 13,882,284 4,048,220 2,923,201 221,101 21,729,934 ===========~~will ~~=========== =========== =========== =========== =========== =========== For~~not ~~the~~have ~~Nine~~a ~~Months~~material ~~Ended~~adverse ~~June~~effect ~~30,~~on 2000 Discontinued Consolidated Operations eServices eBanker Others Eliminations Total ------------ ------------ --------- ------- ------ ------------ ----- Revenuesthe ~~from~~financial ~~unaffiliated~~condition ~~customers $20,071,890 1,785,293 2,828,056 619,243 -- 25,304,482 Intersegment~~or revenues -- 297,085 139,460 1,013,639 (1,450,184) -- ----------- ----------- ----------- ----------- ----------- ----------- Total revenues 20,071,890 2,082,378 2,967,516 1,632,882 (1,450,184) 25,304,482 =========== =========== =========== =========== =========== =========== Operating income (loss) 691,191 (546,375) 1,638,627 (1,801,483) (172,853) (190,893) Other income (expense), net 85,221 104,277 -- (603,680) 97,763 (316,419) ----------- ----------- ----------- ----------- ----------- ----------- Income (loss) from operations ~~before minority~~ interest and income taxes 776,412 (442,098) 1,638,627 (2,405,163) (75,090) (507,312) =========== =========== =========== =========== =========== =========== Depreciation and amortization 303,684 49,980 -- 24,756 -- 378,420 =========== =========== =========== =========== =========== =========== Capital expenditures $ 111,013 475,967 -- 1,584,794 -- 2,171,774 =========== =========== =========== =========== =========== =========== Identifiable assets as of ~~June~~ ~~30,~~the ~~2000 $~~Company. 6,558,045 1,756,806 19,309,862 8,940,212 (1,634,260) 34,930,665 =========== =========== =========== =========== =========== ===========

The following table sets forth the computation of basic and diluted earnings per share for the three months ended December 31, 2001 and 2000:

                                                   Three months ended December
                                                               31,
                                                       2001          2000
                                                       ----          ----

Weighted average number of shares used
     in the basic earnings per share computation   27,137,106   25,147,011

Effect of dilutive securities:
     Common stock options                                --           --
     Common stock warrants                               --           --
     Convertible debentures, related party               --           --
     Convertible Series B-1 Preferred Stock              --           --
                                                   ----------   ----------

     Dilutive potential common shares                    --           --
                                                   ----------   ----------

Adjusted weighted average number of
     shares used in diluted earnings per
     share computation                             27,137,106   25,147,011
                                                   ==========   ==========

The effects of potentially dilutive securities for the three months ended December 31, 2001 and 2000 have not been included in the calculation of diluted earnings per share as the effects were antidilutive.

NOTE 11. SEGMENT DISCLOSURE

eVision’s segments are managed separately based on the fundamentally different products and services offered by the various eVision subsidiaries. The discontinued operations segment includes American Fronteer, which was the securities broker/dealer and the eServices division which included investments or subsidiaries providing computer related products and services primarily consisting of Corporate Net Solutions, Skyhub, and eBiz Web Solutions. eBanker, excluding Global Med, is considered a segment due to the nature of its ownership and operations. The eMedical segment includes Global Med. Included in the eVision segment are eVision, eVision Corporate Services, Global Online Funds and Global Growth. These subsidiaries include investing activities and the provision of accounting, legal, administrative and back office support for other subsidiaries and other entities as well. eBanker, Global Med and Global Growth are no longer consolidated into eVision’s consolidated financial statements as of November 28, 2001.

eVISION INTERNATIONAL, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

The                                                         For followingthe isThree aMonths summaryEnded December 31, 2001
of
                                       Discontinued
Consolidated                            Operations        eVision       eBanker      eMedical      Eliminations        Total
------------                           ------------       -------       -------      --------      ------------        -----

Revenues informationfrom regardingunaffiliated thecustomers   $   193,902         77,579        216,215      1,154,896           --        1,642,592
Intersegment Company’srevenues                         --          218,851         76,784           --         (295,635)          --
                                       -----------    -----------    -----------    -----------    -----------    -----------
Total continuingrevenues                             193,902        296,430        292,999      1,154,896       (295,635)     1,642,592
                                       ===========    ===========    ===========    ===========    ===========    ===========

Operating income (loss)                   (141,881)        46,440       (586,788)       159,511        (76,784)      (599,502)
Other income (expense), net                 (5,532)       134,141           --         (121,277)        76,784         84,116
                                       -----------    -----------    -----------    -----------    -----------    -----------
Income (loss) from operations
   before  minority byinterest and
geographical   income areataxes                           (147,413)       180,581       (586,788)        38,234           --         (515,386)
                                       ===========    ===========    ===========    ===========    ===========    ===========

Depreciation forand eachamortization              133,948         11,920           --           87,373           --          233,241
                                       ===========    ===========    ===========    ===========    ===========    ===========

Capital expenditures                   $      --             --             --             --             --             --
                                       ===========    ===========    ===========    ===========    ===========    ===========

Identifiable assets as of December
  31, 2001                             $   383,063        440,664           --             --             --          823,727
                                       ===========    ===========    ===========    ===========    ===========    ===========

                                                         For the nineThree monthsMonths ended:Ended December 31, 2000

                                       Discontinued
Consolidated                            Operations        eVision       eBanker      eMedical      Eliminations        Total
------------                           ------------       -------       -------      --------      ------------        -----

Revenues from unaffiliated customers   $ 1,419,760         56,829      1,171,710        627,138           --        3,275,437
Intersegment revenues                       38,129        365,890        148,466           --         (552,485)          --
                                       -----------    -----------    -----------    -----------    -----------    -----------
Total revenues                           1,457,889        422,719      1,320,176        627,138       (552,485)     3,275,437
                                       ===========    ===========    ===========    ===========    ===========    ===========

Operating income (loss)                 (3,223,760)      (334,110)       572,757       (290,466)       (65,938)    (3,341,517)
Other income (expense), net                (60,357)      (262,045)      (256,458)      (113,534)       130,568       (561,826)
                                       -----------    -----------    -----------    -----------    -----------    -----------
Income (loss) from operations
   before  minority interest and
   income taxes                         (3,284,117)      (596,155)       316,299       (404,000)        64,630     (3,903,343)
                                       ===========    ===========    ===========    ===========    ===========    ===========

Depreciation and amortization              168,469         12,330           --             --             --          180,799
                                       ===========    ===========    ===========    ===========    ===========    ===========

Capital expenditures                   $    81,208          3,000           --             --             --           84,208
                                       ===========    ===========    ===========    ===========    ===========    ===========

Identifiable assets as of December
  31, 2000                             $ 3,457,996      4,481,271     16,427,736      4,333,607        764,834     29,465,444
                                       ===========    ===========    ===========    ===========    ===========    ===========

JuneeVISION 30INTERNATIONAL, -------------------- 2001 2000 ---- ---- Revenues: Continuing: United States $ 5,905,253 5,043,473 Canada 48,013 189,119 Asia 325,130 -- ------------ ------------ TotalINC. continuing 6,278,396 5,232,592 Discontinued: UnitedAND States 1,116,778 20,071,890 ------------ ------------ $ 7,395,174 25,304,482 ============ ============ Operating income (loss): Continuing: United States $ (6,191,119) (557,587) Canada (367,647) (163,859) Asia (717,987) (160,638) ------------ ------------ Total continuing (7,276,753) (882,084) Discontinued: United States (6,270,089) 691,191 ------------ ------------ $(13,546,842) (190,893) ============ ============ Identifiable assets: Continuing: United States $ 19,605,945 25,669,925 Canada 1,858,348 1,824,424 Asia -- 878,271 ------------ ------------ Total continuing 21,464,293 28,372,620 Discontinued: United States 265,641 6,558,045 ------------ ------------ $ 21,729,934 34,930,665 ============ ============ SUBSIDIARIES

ITEMNOTES 2.TO MANAGEMENT'SUNAUDITED DISCUSSIONCONSOLIDATED AND ANALYSIS OF FINANCIAL CONDITIONSTATEMENTS AND RESULTS OF OPERATIONS(continued)

~~During~~The ~~the~~following ~~nine~~is ~~months ended June 30, 2001, there were two significant series of transactions pertaining to American Fronteer Financial Corporation and Global Med Technologies, Inc. (Global Med). As~~ a ~~result~~ summary of ~~these~~information ~~transactions~~regarding ~~as described in Notes 2 and 4 to~~ the ~~unaudited~~Company’s ~~consolidated~~continuing ~~financial statements for the quarterly period ended June 30, 2001, the~~ operations ~~of American Fronteer~~by ~~Financial~~geographical ~~Corporation~~area ~~have been accounted~~ for aseach ~~discontinued operations as~~ of ~~June~~ ~~30,~~the ~~2001~~three ~~and~~months ~~Global~~ended: ~~Med has been reflected in eVision’s unaudited consolidated financial statements as a subsidiary of eBanker effective November 20, 2000.~~

RESULTS                                                December OF31,
                                           ---------------------
                                           2001             2000
                                           ----             ----
Revenues:
   Continuing:
       United OPERATIONSStates                 $  1,418,874       1,826,007
       Canada                              29,816          (8,459)
       Asia                                  --              --
                                     ------------    ------------
           Total continuing             1,448,690       1,817,548
   Discontinued:
          United States                   193,902       1,264,354
       Canada                                --            41,290
          Asia                               --           152,245
                                     ------------    ------------
           Total discontinued             193,902       1,457,889
                                     ------------    ------------
                                     $  1,642,592       3,275,437
                                     ============    ============

Operating income (loss):
   Continuing:
           United States             $   (475,363)       (127,731)
           Canada                          17,742           9,974
           Asia                              --              --
                                     ------------    ------------
           Total continuing              (457,621)       (117,757)
   Discontinued:
          United States                  (141,881)     (2,747,518)
          Canada                             --          (224,235)
       Asia                                  --          (252,007)
                                     ------------    ------------
           Total discontinued            (141,881)     (3,223,760)
                                     ------------    ------------
                                     $   (599,502)     (3,341,517)
                                     ============    ============

Identifiable assets:
   Continuing:
           United States             $    440,664      24,325,746
           Canada                            --         1,681,702
        Asia                                 --              --
                                     ------------    ------------
           Total continuing               440,664      26,007,448
   Discontinued:
          United States                   369,223       2,710,316
          Canada                           13,840         271,453
       Asia                                  --           476,227
                                     ------------    ------------
           Total discontinued             383,063       3,457,996
                                     ------------    ------------
                                     $    823,727      29,465,444
                                     ============    ============

NINEeVISION MONTHS ENDED JUNE 30INTERNATIONAL, 2001INC. COMPAREDAND TO NINE MONTHS ENDED JUNE 30, 2000.SUBSIDIARIES

RevenuesNOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~During~~On ~~the~~September ~~nine~~19, ~~months~~2001, ~~ended~~eBanker ~~June~~and ~~30,~~Online ~~2001~~Credit entered into an Acquisition Support Engagement Agreement, ~~computer~~which ~~hardware~~required Online Credit to assist and ~~software~~advise ~~operations~~eBanker ~~consisted~~in a proposal to gain control of ~~the~~Tem Fat Hing Fung Holdings Limited (Tem Fat), a ~~activities~~Bermuda ofcompany ~~Skyhub~~listed ~~and~~on ~~Global~~the ~~Med.~~Stock ~~Global~~Exchange ~~Med~~of ~~has~~Hong ~~been~~Kong. ~~consolidated~~Online ~~since~~Credit was ~~November~~positioned 20as a creditor of Tem Fat, ~~2000.~~who ~~Included~~was in ~~computer~~provisional ~~hardware~~liquidation, to influence and ~~software~~negotiate ~~operations~~with ~~for~~ the ~~nine~~ ~~months~~other ~~ended~~creditors ~~June~~to ~~30,~~potentially ~~2000~~gain ~~were~~control of Tem Fat. Under the ~~operations~~terms of ~~Secutron~~the ~~Corp.~~Agreement, ~~and~~eBanker paid Online Credit a $500,000 non-refundable fee for Online Credit to withdraw its previously presented ~~wholly~~proposal ~~owned~~to ~~subsidiary,~~the ~~MidRange~~creditors ~~Solutions~~of ~~Corp.,~~Tem ~~(collectively,~~Fat ~~Secutron).~~to ~~The~~enable eBanker to present its proposal ~~businesses~~relative to positioning certain of ~~Secutron~~its ~~ceased~~assets ~~during~~into ~~the~~Tem ~~second~~Fat ~~quarter~~and gaining control of ~~the~~Tem ~~fiscal~~Fat. ~~year~~eBanker ~~ended~~intended to use Tem Fat’s Stock Exchange of Hong Kong ~~September~~main-board 30listed status to securitize its investment in Global Med, ~~2000~~by injecting its investment in various Global Med securities and additional capital into Tem Fat in exchange for control. ~~Secutron~~Although eBanker’s proposal was ~~included~~one of only two proposals that make it to the final selection stage, in November 2001 the ~~eServices~~creditor’s ~~business~~steering ~~segment~~committee accepted a proposal other than that ~~while~~of ~~Global~~eBanker’s, ~~Med~~mainly isdue ~~included~~to increases in the ~~eMedical~~competing ~~business~~bid’s ~~segment~~cash offer component.

~~The~~eVision ~~increase~~Corporate ~~in interest~~Services, ~~income~~Corporate ofNet ~~$689,381~~Solutions ~~for~~and ~~the~~eBiz ~~nine~~Web ~~months~~Solutions ~~ended~~are ~~June~~wholly 30owned subsidiaries of eVision that provided management, ~~2001~~accounting, ~~primarily~~administrative, ~~relates~~technology support and web development services to consolidated and unconsolidated entities that ~~the~~are ~~earnings~~affiliated onthrough ~~the~~common ~~eBanker~~ownership ~~credit~~or ~~card~~control. ~~accounts~~Asia ~~receivable~~SuperNet Corporation and ~~the~~Q6 ~~credit~~Technologies, ~~card~~Inc., both partially owned by eVision or related parties, ~~facilities~~and ~~receivable~~Global ~~which~~Med, ~~were~~eVision, ~~not~~eBanker, ~~outstanding~~eBiz ~~for~~Web asSolutions, ~~long~~Corporate aNet ~~period~~Solutions, Secutron, ~~during~~and ~~the~~American Fronteer were charged $265,701, and $391,621, for these ~~nine~~services for the three months ended ~~June~~December 3031, 2001 and 2000, respectively. These charges were eliminated in consolidation for those entities for the time period which they were included in eVision’s consolidation.

~~The~~During ~~decrease in trading profits of $1,224,630 for~~ the ~~nine~~three months ended ~~June~~December 3031, 2001, asapproximately ~~compared to the nine months ended June 30~~$3,800 ~~2000~~ was ~~due~~paid ~~primarily~~ to ~~better~~a ~~market~~company ~~conditions~~partially ~~and~~owned ~~sales~~by an officer of the Company’s ~~positions~~for intax ~~certain~~related ~~securities~~work, atwhich afunds ~~significant~~were than ~~profit,~~paid ~~all~~100% into ~~the~~a ~~prior~~third ~~year~~party tax return preparer.

~~Cost~~On February 20, 2002, eVision and Heng Fung Capital Company Limited (Heng Fung Capital), a subsidiary of ~~Sales~~Heng Fung, entered into an agreement whereby Heng Fung Capital agreed to acquire the 73,370 shares of American Pacific Bank stock held by eVision for $256,795. This amount approximates eVision’s cost in the shares and ~~Operating~~is approximately ~~Expenses~~$26,000 above what it is valued at as of December 31, 2001 in the consolidated balance sheet. The value was based on the closing price of the stock in the market for the 20 trading days prior to the agreement. Of the acquisition price, $30,000 has already been paid in cash, $133,994 will be paid in cash upon a seven day written request and the remainder of $92,801 is to be paid by Heng Fung Capital assuming $90,000 of eVision’s debt. The cash proceeds are to be used for critical working capital needs of eVision. Mr. Fai H. Chan and Tony T. W. Chan are directors of American Pacific Bank and Heng Fung.

CostNOTE of sales and operating expenses increased from $6,114,676 for the nine months ended June 30, 2000 to $13,555,149 for the nine months ended June 30, 2001. ThisINCOME increase of $7,440,473, or 122%, primarily relates to the increases in computer hardware and software cost of sales of $921,379, general and administrative expenses of $5,197,160, and depreciation and amortization of $840,473. TAXES

~~The~~Deferred ~~increase~~tax inassets ~~computer~~and ~~hardware~~liabilities are determined based on the difference between the financial statement assets and ~~software~~liabilities ~~cost~~and oftax ~~sales~~basis ofassets ~~$921,379~~and ~~was~~liabilities ~~primarily~~using ~~due~~the tax torates in effect for the year in which the differences occur. The ~~consolidation~~Company’s temporary differences result primarily from operating loss carryforwards and accrued lease exit costs. All of ~~Global~~the ~~Med~~deferred astax ~~described~~assets ~~above~~have been fully provided for in the determination of the Company’s valuation allowance.

~~General~~The ~~and~~provision ~~administrative~~for income ~~expenses~~tax ~~increased~~expense ~~$5,197,160,~~(benefit) ~~or 120%,~~ for the ~~nine~~three months ended ~~June~~December 3031, 2001 ~~from~~ ~~the nine months ended June 30, 2000. The increase was primarily due to estimated lease exit costs that were accrued~~ of ~~approximately~~ $~~900~~228,~~000~~847 differs ~~and~~from the ~~consolidation~~ ofamount ~~Global~~computed ~~Med as of November 20, 2000 which added approximately $3,400,000, offset~~ by ~~stock~~applying ~~based compensation incurred in~~ the ~~prior~~Federal ~~year~~statutory rate of 34% ~~approximately~~due ~~$700,000.~~primarily Into ~~addition,~~eBanker ~~the~~which ~~Company~~is ~~was~~not ~~involved~~included in aeVision’s ~~significant~~consolidated ~~lawsuit~~Federal ~~that~~tax ~~resulted in more than customary legal and accounting and auditing fees of approximately $370,000 for the nine month period ended June 30, 2001~~return.

DepreciationITEM and amortization2. expenseMANAGEMENT’S increasedDISCUSSION $840,473AND primarilyANALYSIS dueOF toFINANCIAL amortizationCONDITION of goodwillAND resultingRESULTS fromOF the purchase and consolidation of Global Med at November 20, 2000. OPERATIONS

~~Other~~The ~~Income~~following discussion ~~(Expense)~~contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbors created thereby. These statements include the plans and objectives of management for future operations, including plans and objectives relating to expansion and the general development of the business of eVision. The forward-looking statements included herein are based on current expectations that involve numerous risks and uncertainties. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the control of eVision. Although eVision believes that the assumptions underlying the forward-looking statements are reasonable, any of the assumptions could be inaccurate and, therefore, there can be no assurance that the forward-looking statements included in this Quarterly Report on Form 10-Q will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by eVision or any other person that the objectives and plans of eVision will be achieved.

~~The~~As ~~equity~~described in ~~the~~Note ~~loss~~4 ofin the ~~unconsolidated~~accompanying ~~affiliates~~consolidated ~~relates~~financial tostatements, ~~eVision’s~~during ~~share of~~ the ~~loss~~year ended ~~sustained~~September by30, ~~APR~~2001, ~~during~~ the ~~period~~Company ~~December~~completed ~~20,~~the ~~2000~~exchange ~~through~~of ~~June~~the ~~30,~~majority ~~2001~~of ~~and~~ the assets ~~losses~~and liabilities of ~~Global~~American ~~Med~~Fronteer for ~~the~~an ~~period~~ownership ~~October~~interest 1,of approximately ~~2000~~40% ~~through~~in ~~November~~APR which occurred on December 19, 2000,. ~~prior~~American toFronteer is ~~consolidation~~now disclosed as discontinued operations.

~~THREE~~eBanker ~~MONTHS~~completed ~~ENDED~~the ~~JUNE~~acquisition ~~30,~~of ~~2001~~a ~~COMPARED~~controlling TOinterest ~~THREE~~in ~~MONTHS~~Global ~~ENDED~~Med ~~JUNE~~in ~~30,~~November 2000 through the exercise of warrants to purchase 8,000,000 shares of Global Med common stock. This acquistion resulted in the consolidation for accounting purposes of Global Med into eVision’s consolidated financial statements beginning on the acquisition date.

~~Revenues~~On June 8, 2001, eVision and Online Credit, entered into an agreement whereby eVision agreed to pay $7,314,316 of principal and interest, in the form of transferring ownership of assets, to Online Credit in satisfaction of certain convertible debentures outstanding subject to the approval of the eVision Shareholders. The shareholders approved this transaction on November 28, 2001. See Note 8 to the accompanying consolidated financial statements. This transaction resulted in the financial statements for eBanker, which has included the consolidation of Global Med since November 2001, to no longer be included in the consolidation of eVision’s consolidated financial statements beginning November 28, 2001.

~~Revenues~~As ~~for~~a ~~the~~result ~~three months ended June 30, 2001 were $2,296,842, an increase~~ of ~~$1,425,370 or 164%~~these ~~from the $871~~transactions,~~472~~ ~~for~~ the ~~three~~Company’s ~~months~~historical ~~ended~~results ~~June~~of ~~30,~~operations ~~2000.~~may ~~The~~not ~~increase is~~be ~~primarily~~indicative ~~due to increased computer hardware and software operations~~ of ~~$1,615,102~~ ~~resulting~~future ~~from the consolidation of Global Med since November 20, 2000~~results.

~~During~~RESULTS ~~the~~OF three months ended June 30, 2001, computer hardware and software operations revenues consisted of the activities of Skyhub and Global Med. Included in computer hardware and software operations for the three months ended June 30, 2000 were the operations of Secutron. The businesses of Secutron ceased during the second quarter the fiscal year ended September 30, 2000. Secutron was included in the eServices business segment while Global Med is included in the eMedical business segment. OPERATIONS

~~Cost~~THREE ofMONTHS ~~Sales~~ENDED ~~and~~DECEMBER 31, ~~Operating~~2001 ~~Expenses~~COMPARED TO THREE MONTHS ENDED DECEMBER 31, 2000.

Cost of sales and operating expenses increased from $1,801,136 for the three months ended June 30, 2000 to $6,475,128 for the three months ended June 30, 2001. This increase of $4,673,992, or 260%, is primarily due to increases in computer cost of sales of $799,772 and general and administrative of $3,448,676. Revenues

~~Computer~~Revenues ~~hardware and software costs increased $799,772,~~ for the three months ended ~~June~~December 3031, 2001. ~~The increase~~were ~~primarily~~$1,448,690, ~~correlates~~a todecrease ~~the~~of ~~increase~~$368,858 inor ~~sales.~~20% from ~~Sales~~the ~~decreased~~$1,817,548 infor the three months ended ~~June~~December 3031, 2000. ~~primarily~~The ~~because the businesses of Secutron~~decrease ~~ceased~~is ~~during~~primarily the ~~second~~result ~~quarter~~ of the ~~fiscal~~consolidation ~~year~~of ~~ended~~Global ~~September~~Med ~~30,~~in November 2000~~. The~~ ~~costs for~~ and the ~~three~~asset ~~months~~transfer ~~ended~~in ~~June~~November ~~30,~~ 2001 ~~consisted~~as ofdescribed ~~the activities of Skyhub and Global Med~~above.

~~General~~The ~~and~~increase ~~administrative~~in computer ~~expenses~~hardware ~~increased~~and ~~$3,448,676,~~software oroperations ~~229%~~of $527,758 for the three months ended ~~June 30~~December 31, 2001 ~~from~~ over the ~~three~~prior ~~months~~period ~~ended~~is ~~June~~a ~~30,~~result ~~2000~~of ~~primarily~~Global ~~due~~Med tobeing ~~lease~~consolidated ~~exist costs~~for ~~that~~two ~~were~~months ~~accrued~~ of ~~approximately~~the ~~$900,000~~current period and ~~the~~roughly ~~consolidation~~a ofmonth ~~Global~~in ~~Med~~the prior period.

~~Depreciation~~The ~~and~~decrease in interest ~~amortization~~income ~~expense~~on ~~increased~~loans, related parties of $~~356~~790,~~519~~230 ~~primarily~~for the three months ended December 31, 2001 as compared to the three months ended December 31, 2000 was due to ~~amortization~~the consolidation of Global Med. The interest income in the prior period relates to ~~goodwill~~interest ~~resulting~~on ~~from~~eBanker’s loans to Global Med through the ~~purchase~~date in November 2000 when Global Med began being part of eVision’s consolidation at which time the interest income for eBanker would be eliminated with the interest expense for Global Med.

OtherCost Incomeof (Expense)Sales and Operating Expenses

~~The~~Cost ~~equity~~of insales and operating expenses decreased slightly from $1,935,305 for the ~~loss~~three ofmonths ended December 31, 2000 to $1,906,311 for the ~~unconsolidated~~three ~~affiliates~~months ~~relates~~ended toDecember ~~eVision’s~~31, ~~share~~2001. This change primarily consists of ~~the~~an ~~loss sustained~~increase in computer cost of sales of $266,819 offset by ~~APR~~a ~~during~~change in the ~~period~~unrealized ~~January~~loss 1,(gain) ~~2001~~on ~~through~~securities ~~June~~of 30$256, ~~2001~~949.

~~Liquidity~~The ~~and~~increase ~~Capital~~in ~~Resources~~computer cost of sales of $266,819 was primarily due to the consolidation of Global Med as described above.

AsThe ofchange ~~June 30, 2001, eVision had $5,538,945 of cash and cash equivalents and a deficit~~ in ~~working~~unrealized ~~capital.~~loss ~~Cash~~(gain) flows used in operating activities during the nine months ended June 30, 2001, totaled $10,405,034 consisting, in large part, of the increases in eBanker’s credit card facilities. Cash flows provided by investing activities during the nine months were $6,018,144, and consisted primarily of the repayments on ~~the~~securities ~~credit~~relates ~~card~~to ~~accounts~~a ~~receivable~~gain of $649,~~707,798,~~074 ~~the~~versus ~~cash included~~a ~~from~~loss ~~the~~in ~~consolidation of Global Med of $1,566,172, proceeds received from~~ the ~~repayment of notes receivable of $1,000,000 and the sale of parent~~ ~~company~~prior ~~stock~~period of $1207,~~007,877, net of the payment for the purchase of the credit card accounts receivable of $2,980,022~~875. Cash flows used in financing activities during the nine months totaled $1,306,253, which consisted primarily of the cash dividend payment on eVision’s Convertible Series B-1 Preferred Stock and repayment of convertible debentures, related party.

TheOther CompanyIncome previously sold Online Credit a ten year $4,000,000 10% Convertible Debenture that is convertible into shares of common stock and an option to purchase a ten year $11,000,000 12%, as amended, Convertible Debenture that is convertible into shares of common stock of eVision. Online Credit has purchased a total of $8,000,000 in convertible debentures to date. The remaining $7,000,000 available under the option was canceled by Online Credit on August 19, 2001. The accrued interest of $212,111 on the convertible debentures as of September 30, 2000 was paid by the issuance of 428,583 shares of eVision’s common stock during the nine months ended June 30, 2001. The principal is due in December 2007, except for one installment of $500,000 that was due March 2002. In May 2001 the Company agreed to repay $660,000 of the convertible debentures for $600,000. The difference of $60,000 was credited to additional paid-in-capital. Online Credit has agreed to allow eVision to pay interest on these convertible debentures in cash or in shares of eVision common stock, at eVision’s option, until April 1, 2002. (Expense)

OnThe ~~June~~change 8,in ~~2001~~interest income (expense), ~~eVision and~~related ~~Online~~party ~~Credit,~~from ~~entered~~expense ~~into~~of an$185,862 ~~agreement~~in ~~whereby~~the ~~eVision~~prior ~~agreed~~period to ~~pay~~ ~~$7,314,316~~income of ~~principal and interest~~$149,600 in the ~~form~~current ofperiod ~~transferring~~primarily ~~ownership~~relates ofto the adjustment ~~assets,~~made toduring ~~Online~~the ~~Credit~~current inperiod ~~satisfaction~~to ofinterest ~~certain~~expense on the convertible debentures ~~outstanding~~payable ~~subject~~ to ~~the~~Online ~~approval~~Credit. ofInterest ~~the~~expense ~~eVision~~was ~~shareholders.~~reversed ~~See~~back ~~Note~~to 8June 2001 to account for the ~~unaudited~~asset ~~consolidated~~transfer ~~financial~~involving ~~statements~~the convertible debentures to Online Credit. IfIn accordance with the agreement is approved by the shareholders, the ~~Company~~asset transfer ~~will~~was ~~substantially~~to ~~reduce~~be ~~its~~effective ~~assets~~June ~~and~~of ~~its convertible debentures due to Online Credit~~2001.

~~During~~The ~~the~~equity ~~nine~~in ~~months ended June 30, 2001 and 2000,~~ the ~~Company incurred~~loss ~~losses and used significant amounts~~ of ~~cash in operations and at June 30, 2001 has an accumulated deficit of~~ ~~$38,349,901. For~~ the ~~nine~~unconsolidated ~~months~~affiliates ~~ended~~relates ~~June~~to ~~30, 2001, the Company used cash of $10,405,034 in operating activities. The Company~~eVision’s ~~cash~~ ~~portion~~share of the loss ~~dividend~~sustained ~~payment~~by onAPR ~~its~~during ~~Convertible~~the ~~Series~~period ~~B-1~~December ~~Preferred~~20, ~~Stock~~2000 atthrough ~~April~~December 3031, 2001 ~~was~~and ~~made~~the bylosses ~~Online~~of ~~International~~Global ~~pursuant~~Med tofor athe ~~guaranty~~period byOctober ~~Online~~1, ~~International. Management anticipates~~2000 ~~that~~through ~~the~~November ~~cash~~19, ~~accounts receivable balances, recurring~~ ~~revenues~~2000, ~~proceeds from~~ ~~the sales~~prior ~~of securities and investments held~~to ~~will provide sufficient working capital for the near term; however, without additional financing the Company may not continue as a going concern~~consolidation.

InflationOther

~~The~~Income ~~effect~~tax ofbenefit ~~inflation~~in on the current ~~Company’s~~period ~~operations~~of is$228,847 ~~not~~relates ~~material~~to eBanker and isthe ~~not~~recovery ~~anticipated~~of ~~to have any~~previously ~~material~~paid ~~effect~~taxes in prior periods based on the ~~future~~carryback of current operating losses.

~~ITEM~~The 3.decrease ~~QUANTITATIVE~~in ~~AND~~the ~~QUALITATIVE~~loss from ~~DISCLOSURES~~discontinued ~~ABOUT~~operations ~~MARKET~~primarily ~~RISK~~relates to American Fronteer.

QUANTITATIVELiquidity ANDand QUALITATIVECapital DISCLOSURES ABOUT MARKET RISKResources

~~The~~On ~~table~~November ~~below~~28, ~~provides~~2001, awith ~~comparison~~shareholder approval, eVision transferred ownership of certain assets in payment of principal and interest of $7,314,316 on convertible debentures owing to the Company’s ~~carrying~~largest ~~amount~~creditor, Online Credit. As a result, the Company has substantially reduced its assets and its convertible debentures due to Online Credit. Consequently, the ~~fair~~Company ~~value~~currently does not have any significant operations. Management is in process of determining the ~~securities~~best ~~owned~~approach byin which ~~eVision~~to ~~that~~direct ~~are~~the ~~classified~~Company, asincluding ~~trading~~the ~~and~~possibility ~~available-for-sale~~of ~~securities~~further ~~and~~asset sales, the ~~instruments~~necessity ~~which~~to ~~have~~reduce ~~associated~~its ~~interest~~liabilities ~~rate~~through ~~risk~~negotiations with lenders or the possibility of finding a suitable merger candidate to provide new revenues.

~~June~~eVision ~~30,~~was ~~2001 September~~not ~~30,~~able ~~2000~~to pay ~~Fair~~the ~~Value Carrying~~dividend ~~Value Fair~~on ~~Value Carrying~~the ~~Value~~ Convertible Series B-~~--------- -------------- ---------- -------------- Foreign~~1 ~~Exchange~~Preferred ~~Rate~~Stock ~~Risk:~~as of April 30 and ~~Equity~~October ~~securities $ 259~~31,~~457 259,457 476,897 476,897 Credit~~ ~~card~~2001 ~~accounts~~nor ~~receivable,~~does ~~net~~it ~~(2) -- -- 3,053,412 2,296,398 Credit~~have ~~card~~the ~~facilities~~capability ~~receivable,~~to ~~net~~make ~~(2) 2,455,537 2,455,537 -- -- Equity~~the ~~Price~~dividend ~~Risk:~~payment in ~~Equity~~the ~~securities,~~future ~~trading~~without ~~(1) 275,228 275,228 665,751 665,751 Equity~~additional ~~securities~~funds. ~~(2) 256,061 256,061 243,922 243,922 Credit~~The ~~Risk:~~Company ~~(2) Credit~~does ~~card~~not have funds to bring current accounts ~~receivable~~payable, ~~net -- -- 3,053,412 2,296,398 Credit~~to ~~card~~repay ~~facilities~~obligations ~~receivable,~~under ~~net 2,455,537 2,455,537 -- -- Notes~~convertible ~~receivable 500,000 500,000 1,000,000 1,000,000~~debenture ~~Notes~~agreements ~~receivable,~~or ~~related~~any ~~party -- -- 5,400,000 5,400,000 Interest~~possible ~~Rate~~negative ~~Risk:~~results ~~(2) Convertible~~from ~~debentures (6,287,157) (6,287,157) (6,339,276) (6,339,276) Convertible~~pending ~~debentures, related~~litigation ~~party (7,929,889) (7,929,889) (8,000,000) (8,000,000)~~including ~~Notes~~recurring ~~receivable 500,000 500,000 1,000,000 1,000,000~~litigation support. The Company’s continued existence is ~~Notes~~uncertain ~~receivable,~~if ~~related~~it ~~party -- -- 5,400,000 5,400,000~~is not successful in negotiating with lenders or parties involved in litigation or obtaining some form of outside financing.

~~(1)~~eVision’s ~~Includes~~accumulated deficit ~~the~~is $41,772,889 and stockholders’ equity ~~securities~~is a deficit of ~~the~~$9,982,802. eVision’s ~~foreign~~operations ~~corporations~~have ~~reported~~not ~~above~~been ~~under~~for ~~foreign~~the ~~exchange~~previous ~~rate~~three ~~risk~~years. ~~These~~The ~~have~~loss for ~~been~~the ~~classified~~three asmonths ~~trading~~ended ~~securities~~December 31, 2001, including discontinued operations, was $94,715.

~~(2) All items in these categories of risk are classified as other than trading securities.~~Inflation

~~PART~~The IIeffect -of ~~OTHER~~inflation ~~INFORMATION~~on the Company’s operations is not material and is not anticipated to have any material effect in the future.

ITEM 13. LEGALQUANTITATIVE PROCEEDINGSAND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

OnQUANTITATIVE MarchAND 19,QUALITATIVE 2001,DISCLOSURES the UnitedABOUT StatesMARKET District Court for the Southern District of New York dismissed Case No. 00 CIV. 6769 in response to a Motion to Dismiss filed on December 7, 2000 by eBanker, eVision, AFFC and the officers and directors of eVision and eBanker. On or about September 8, 2000, Michael Halperin, M.D., and Donald Kern, D.D.S., shareholders of eBanker, had filed Case No. 00 CIV 6769 in the United States District Court for the Southern District of New York against eBanker, eVision, AFFC, and the officers and/or directors of eVision and eBanker. Among other claims, the complaint alleged that eBanker and eVision misrepresented and/or omitted material facts in their private offering memoranda, communications with shareholders, and in eVision’s Annual Report on Form 10-K, in violation of Sections 10(b) and 10b-5 of the Securities Exchange Act of 1934. Among other items, the plaintiffs were seeking compensatory damages of no less than $70,000,000. On July 12, 2001, the plaintiffs filed an appeal of the dismissal. RISK

The ~~Company~~table isbelow aprovides ~~defendant~~a incomparison ~~certain~~of ~~other~~the ~~arbitration~~carrying ~~and~~amount ~~litigation~~to ~~matters~~the ~~arising~~fair ~~from~~value ~~its~~of ~~activities. After~~the ~~consultation~~securities ~~with~~owned ~~outside~~by eVision ~~legal~~that ~~counsel,~~are ~~management~~classified ~~believes~~as ~~the~~trading ~~ultimate resolution~~and ofavailable-for-sale ~~these~~securities ~~arbitration~~ and ~~litigation~~the instruments ~~matters~~which ~~will not~~ have aassociated ~~material adverse~~interest ~~effect~~rate ~~on the financial condition or operations of the Company~~risk.

ITEM                                        December 31, 2001          September 30, 2001
                                            (Unaudited)
                                     Fair Value  Carrying Value  Fair Value  Carrying Value
                                     ----------  --------------  ----------  --------------
Foreign Exchange Rate Risk:
   Equity securities, trading        $     --           --           --            --
   Credit card receivable, net             --           --         61,918        61,918
   Credit card facilities, net             --           --      2.,560,153     2,560,153

Equity CHANGESPrice INRisk:
   Equity SECURITIESsecurities, trading              --           --           --            --
   Equity securities                    230,382      230,382      227,447       227,447

Credit Risk:
   Debt securities                         --           --           --            --
   Credit card  receivable, net            --           --         61,918        61,918
   Credit card facilities, net             --           --      2,560,153     2,560,153
   Notes receivable, related party         --           --        500,000       500,000

Interest Rate Risk:
   Convertible debentures                  --           --     (6,309,110)   (6,339,276)
   Convertible debentures,
     related party                    1,854,800    1,854,800   (7,929,889)   (8,000,000)
   Notes receivable, related party         --           --        500,000       500,000

(c) RecentPART SalesII of- UnregisteredOTHER SecuritiesINFORMATION

TheITEM Company issued a 12% Convertible Debenture due June 4, 2006 in the amount of $589,889 to Online International in consideration of payment to shareholders by Online International of the cash portion of the dividend payment at April 30, 2001 on the Convertible Series B-1. PreferredLEGAL Stock outstanding.PROCEEDINGS

~~ITEM~~On 6or about September 8, 2000, Michael Halperin, M.D., ~~EXHIBITS~~and ~~AND~~Donald ~~REPORTS~~Kern, OND.D.S., ~~FORM~~shareholders 8of eBanker, filed a complaint in the United States District Court for the Southern District of New York (Case No. 00 CIV. 6769) against eBanker, eVision, AFFC, and the officers and/or directors of eVision and eBanker. Among other claims, the complaint alleged that eBanker and eVision misrepresented and/or omitted material facts in their private offering memoranda, communications with shareholders, and in eVision’s Annual Report on Form 10-K, in violation of Sections 10(b) and 10b-5 of the Securities Exchange Act of 1934. Among other items, the plaintiffs were seeking compensatory damages of no less than $70,000,000. On December 7, 2000, the Company filed a motion to dismiss all of the claims in this matter. On March 19, 2001, the United States District Court for the Southern District of New York issued Opinion and Order number 85313 regarding Case No. 00 CIV. 6769, in which this case was dismissed in its entirety. The plaintiffs are currently pursuing an appeal of the order dismissing their complaint.

(On or about June 15, 2001, Michael Halperin filed a) counterclaim in District Court in the State of Colorado ~~List~~against eBanker and a third party claim against eVision, AFFC, and officers and/or directors of ~~Exhibits:~~eBanker and eVision. The counterclaim was filed in response to eBanker’s lawsuit alleging that Halperin defamed eBanker and interfered with eBanker’s prospective business relations. In his counterclaim, Halperin alleged that eBanker and the other defendants misrepresented and/or omitted material facts in eBanker’s private offering memorandum dated May 26, 1998 in violation of the Colorado Securities Act and common law fraud principles. On August 17, 2001, eBanker and the other defendants filed a Motion to Dismiss Halperin’s counterclaim and third-party claims. On November 1, 2001, the Court granted eBanker’s and the other defendants’ Motion and dismissed Halperin’s counterclaim and third-party claims in their entirety. Halperin filed a request for reconsideration of the order dismissing his claim. This request was denied in January 2002.

~~Exhibit~~Although 2.eBanker does not hold itself out as being primarily engaged in the business of investing, reinvesting, or trading in securities, for several quarters its asset composition may have fallen outside the limits set in Section 3(a)(1)(C) ~~Asset~~of ~~Purchase~~the Investment ~~Agreement~~Company ~~Among~~Act ~~Online~~of ~~Credit~~1940, ~~Limited~~as amended, (the 1940 Act) for not being deemed an “investment company”, and ~~eVision~~its ~~USA~~asset and income composition may have fallen outside the limits set in Rule 3a-1 under the 1940 Act for this purpose. In ~~Com~~addition, ~~Inc.~~due ~~dated~~to ~~June~~stock 8sales made in the third quarter of calendar 1999, eBanker ~~2001~~had a few more than 100 beneficial owners of its outstanding securities, calculated as provided for in Section 3(~~incorporated~~c)(1) ~~herein~~of bythe ~~reference~~1940 Act, during the period beginning with that quarter through February 2001, at which time eBanker repurchased shares from enough holders to ~~eVision’s~~bring ~~Current~~this ~~Report~~figure back under 100. During the period in which eBanker had more than 100 beneficial owners, it could not rely on ~~Form~~Section ~~8-K~~3(c)(1) ~~dated~~in ~~June~~order 8not to register under the 1940 Act, although ~~2001~~it asmay ~~filed~~have been entitled to rely on ~~July~~other 5exclusions. If eBanker was required to have been registered under the 1940 Act during this period, ~~2001)~~certain transactions it entered into during the period may be subject to rescission. Following consultation with outside legal counsel, management believes this matter did not and will not have a material effect on its business activities or on its financial condition or results of operations.

~~Exhibit~~On ~~2.2~~December ~~Asset~~13, ~~Purchase~~2001, ~~Agreement~~Wells Fargo ~~Extension~~Bank ~~Between~~filed a complaint against eVision ~~USA~~in the District Court of Colorado (Case No. ~~Com~~01 CV6975) seeking amounts allegedly due under an office space lease at 1700 Lincoln Street in Denver, ~~Inc~~Colorado. ~~and~~Wells ~~Online~~Fargo ~~Credit~~is ~~Limited~~seeking ~~dated~~approximately $62,761 ~~June~~per 26month for 11 months and $73,547 ~~2001~~per ~~(incorporated~~month ~~herein~~from byMay ~~reference~~2002 to April 2007. On January 2, 2002, eVision’s ~~Current~~filed ~~Report~~counterclaims onagainst ~~Form~~Wells ~~8-K~~Fargo ~~dated~~and the ~~June~~building 8owner, ~~2001~~Commonwealth asProperties, ~~filed~~for onunreasonably ~~July~~withholding consent 5,to ~~2001)~~sublease the space to another tenant. eVision is vigorously defending this claim and vigorously pursuing its counterclaim.

~~Exhibit~~On ~~10.1~~March ~~Security~~17, ~~Agreement~~2000, ~~between~~Philip and ~~eVision~~Brenda ~~USA~~Sims filed an arbitration claim (Claim No. ~~Com~~00-1219) with the NASD offices in Atlanta, ~~Inc~~Georgia against American Fronteer, Todd Weiland, and Scott Hogan. The Sims are seeking $1,210,663 in damages they allege result from churning and ~~Online~~unsuitable ~~Credit~~trades ~~Limited~~while ~~dated~~they ~~June~~were 27customers of American Fronteer. On July 18, 2001, ~~(incorporated~~the ~~herein~~Sims byamended ~~reference~~their complaint to ~~eVision’s~~add ~~Current~~Robert ~~Report~~Fitzner, onRobert Trapp ~~Form~~and ~~8-K~~Fai ~~dated~~Chan. ~~June~~On 8December 18, 2001, asthe ~~filed~~Sims onindicated ~~July~~that 5,they ~~2001)~~were withdrawing their complaint against Fai Chan. American Fronteer is vigorously defending this complaint.

~~Exhibit~~On ~~10.2~~October ~~Option~~17, ~~Agreement~~2001, American ~~dated~~Fronteer asannounced ofthat ~~August~~it ~~19,~~had ~~2001~~filed ~~between~~a ~~eVision~~voluntary ~~USA~~petition for reorganization under Chapter 11 of the U.S. ~~Com,~~Bankruptcy ~~Inc~~Code in the U.S. Bankruptcy ~~and~~Court ~~eBanker~~in ~~USA~~the Southern District of New York. ~~com,~~American ~~Inc~~Fronteer currently plans to pursue an orderly reorganization through the Chapter 11 process.

~~Exhibit~~The ~~10.3~~Company ~~Option~~is ~~Hedge~~a ~~Agreement~~defendant in ~~dated~~certain asother ofarbitration ~~August~~and ~~19,~~litigation ~~2001~~matters ~~between~~arising ~~eBanker~~from ~~USA~~its activities.~~com~~ After consultation with outside legal counsel, ~~Inc.~~management believes the ultimate resolution of these arbitration and ~~Online~~litigation ~~Credit~~matters, ~~Limited~~including those mentioned above, will not have a material adverse effect on the financial condition or operations of the Company.

ExhibitITEM 102.4 NoticeCHANGES ofIN Voluntary Cancellation of Option dated August 19, 2001 by Online Credit Limited.SECURITIES

(bc) ~~Reports~~ Recent onSales ~~Form~~of Unregistered ~~8-K:~~Securities

AThe ~~Current~~Company ~~Report~~issued onin ~~Form~~December ~~8-K~~2001 ~~dated~~a ~~May~~12% ~~29,~~Convertible ~~2001~~Debenture ~~was~~due ~~filed~~December on2006 ~~June~~in 5,the ~~2001~~amount of $614,963 to ~~report~~Heng ~~under~~Fung ~~Item~~who 4assigned ~~the~~it ~~dismissal~~to Online Credit in consideration of ~~Deloitte~~payment &to ~~Touche~~shareholders ~~LLP~~by asHeng Fung of the ~~independent~~cash ~~accountants~~portion ~~for~~of the ~~Company~~dividend ~~and~~payment toat ~~file~~October ~~Deloitte~~31, &2001 ~~Touche’s~~on ~~letter~~the ~~under~~Convertible ~~Item~~Series 7B-1 Preferred Stock outstanding.

AThe ~~Current~~Company ~~Report~~issued onin ~~Form~~October ~~8-K~~2001 ~~dated~~a ~~June~~12% 1Convertible Debenture due October 2, ~~2001~~2002 ~~was~~in ~~filed~~the onamount ~~June~~of 5$60,000 ~~2001~~ to ~~report~~Heng ~~under~~Fung ~~Item~~who 5assigned ~~the~~it ~~payment~~to ofOnline ~~dividends~~Credit onin ~~the~~consideration ~~Company’s~~of ~~Convertible~~a ~~Series~~payment ~~B-1~~of ~~Preferred~~$60,000 ~~Stock~~in cash.

AThe ~~Current~~Company ~~Report~~issued onin ~~Form~~December 2001 a 8-K% ~~dated~~Convertible Debenture due June 188, ~~2001~~2007 ~~was~~in ~~filed~~the onamount ~~June~~of 19$590,076 ~~2001~~ to ~~report~~Online ~~under~~Credit ~~Item~~in 4consideration the ~~appointment~~remaining amount outstanding as a result of ~~Ehrhardt~~the ~~Keefe~~asset ~~Steiner~~transfer &approved ~~Hottman~~by PCthe asshareholders ~~independent~~on ~~accountants~~November 28, 2001.

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

At the Company’s Special Meeting of Shareholders held on November 28, 2001, the shareholders approved an agreement dated June 8, 2001 entered into between eVision and Online Credit whereby eVision agreed to pay $7,314,316 of principal and interest, in the form of transferring ownership of assets, to Online Credit in satisfaction of certain convertible debentures outstanding subject to the approval of the eVision shareholders. The assets of eVision which will be used as satisfaction of the convertible debentures identified above, were all debt, equity and derivative instruments of eBanker owned by eVision, except that owned by American Fronteer; all shares of Global Growth Management, Inc. (Global Growth) a wholly-owned subsidiary of eVision; and 1,050,000 common shares of Global Med.

At the same shareholders meeting, the shareholders approved an amendment to Article I of the Company’s articles of incorporation to change the name of the Company to eVision International, Inc.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(b) Reports on Form 8-K:

A Current Report on Form 8-K dated October 17, 2001 was filed on the same date to report under Item 5 the filing by American Fronteer Financial Corporation its voluntary petition for reorganization under Chapter 11 of the U.S. Bankruptcy Court in the U. S. Bankruptcy Court in the Southern District of New York.

A Current Report on Form 8-K dated November 28, 2001 was filed on December 10, 2001 to report under Item 2 the approval by the shareholders of the proposed asset transfer in exchange for the cancellation of convertible debentures and interest owing to Online Credit and under Item 5 the approval by the shareholders to approve an amendment to Article I of the Company’s articles of incorporation to change the name of the Company to eVision International, Inc.

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.

eVISION ~~USA.COM~~INTERNATIONAL, INC. a Colorado Corporation Dated: ~~August~~March 2015, ~~2001~~2002 By: /s/ Tony T. W. Chan Tony T.W. Chan, Chief Operating Officer By: /s/ Gary L. Cook Gary L. Cook, ~~Secretary, Treasurer~~ Secretary, Treasurer and Chief Financial Officer

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549

FORM 10-Q

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES FORM 10-Q FOR THE QUARTERLY PERIOD ENDED JUNEDECEMBER 3031, 2001 TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED BALANCE SHEETS

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED BALANCE SHEETS (continuedCONTINUED)

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

eVISION INTERNATIONAL, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY (DEFICIT)

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

eVISION INTERNATIONAL, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2. ORGANIZATION

eVISION USA.COM, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

eVISION USA.COM, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

eVISION USA.COM, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

NOTE 3. RISKS AND UNCERTAINTIES

eVISION INTERNATIONAL, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

NOTE 4. DISCONTINUED OPERATIONS

American Fronteer Financial Corporation

eServices

eVISION INTERNATIONAL, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

eVISION USA.COM, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

NOTE 5. CREDIT CARD FACILITIES RECEIVABLE

NOTE 6. CREDIT CARD ACCOUNTS RECEIVABLE

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

NOTE 7. NOTES RECEIVABLE

NOTE 8. CONVERTIBLE DEBENTURES, RELATED PARTY

eVISION USA.COM, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

NOTE 10.9 COMMITMENTS AND CONTINGENCIES

eVISION USA.COMINTERNATIONAL, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

NOTEeVISION 12INTERNATIONAL, INC. SEGMENTAND DISCLOSURESUBSIDIARIES

eVISION USA.COM, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

eVISIONNOTE USA10.COM, INC.LOSS ANDPER SUBSIDIARIESSHARE

NOTE 11. SEGMENT DISCLOSURE

eVISION INTERNATIONAL, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

ITEMNOTES 2.TO MANAGEMENT'SUNAUDITED DISCUSSIONCONSOLIDATED AND ANALYSIS OF FINANCIAL CONDITIONSTATEMENTS AND RESULTS OF OPERATIONS(continued)

NINEeVISION MONTHS ENDED JUNE 30INTERNATIONAL, 2001INC. COMPAREDAND TO NINE MONTHS ENDED JUNE 30, 2000.SUBSIDIARIES

RevenuesNOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (continued)

DepreciationITEM and amortization2. expenseMANAGEMENT’S increasedDISCUSSION $840,473AND primarilyANALYSIS dueOF toFINANCIAL amortizationCONDITION of goodwillAND resultingRESULTS fromOF the purchase and consolidation of Global Med at November 20, 2000. OPERATIONS

OtherCost Incomeof (Expense)Sales and Operating Expenses

InflationOther

QUANTITATIVELiquidity ANDand QUALITATIVECapital DISCLOSURES ABOUT MARKET RISKResources

ITEM 13. LEGALQUANTITATIVE PROCEEDINGSAND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

(c) RecentPART SalesII of- UnregisteredOTHER SecuritiesINFORMATION

ExhibitITEM 102.4 NoticeCHANGES ofIN Voluntary Cancellation of Option dated August 19, 2001 by Online Credit Limited.SECURITIES

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

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

SIGNATURES

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549

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