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

SCHEDULE 14C

INFORMATION STATEMENT PURSUANT
TO SECTION 14(C) OF THE
SECURITIES EXCHANGE ACT OF 1934

Check the appropriate box:

[ ] Preliminary information statement
[ ] Confidential, for Use of the Commission Only (as permitted by
Rule 14c- 6(d)(2))
[x] Definitive information statement

ISNI.net, Inc.
(Name of Registrant As Specified In Its Charter)

Payment of Filing Fee (Check the appropriate box):

[ ] No fee required
[ ] Fee computed on table below per Exchange Act Rules 14c-5(g)
and 0-11

(1) Title of each class of securities to which transaction applies:

(2) Aggregate number of securities to which transaction applies:

(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11:

(4) Proposed maximum aggregate value of transaction:

(5) Total fee paid:

[x] Fee paid previously with preliminary materials.

Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number or the
form or schedule and the date of its filing.

- Amount previously paid:

- Form, schedule or registration statement no.:

- Filing party:

- Date filed:

TABLE OF CONTENTS

I. LETTER TO SHAREHOLDERS.........................................................................................4

II. SUMMARY TERM SHEET............................................................................................5
A. THE PARTIES ..........................................................................................5
B. KEY TERMS OF AGREEMENT AND PLAN OF MERGER.............................................................5
C. REASONS FOR ENGAGING IN THIS TRANSACTION .............................................................6
D. VOTE REQUIRED FOR APPROVAL OF TRANSACTION.............................................................6
E. FEDERAL TAX CONSEQUENCES OF THE TRANSACTION ..........................................................6

III. THE PLAN OF REORGANIZATION...................................................................................6
A. BACKGROUND OF THE OFFER AND THE PLAN OF REORGANIZATION ...............................................6
B. PARTIES TO THE AGREEMENT AND PLAN OF REORGANIZATION ..................................................6
1. EXECUTIVE OFFICES OF PARTIES ................................................................6
2. ABOUT ISNI'S BUSINESS........................................................................7
3. ABOUT WWI'S BUSINESS ........................................................................7
C. MERGERS, CONSOLIDATION, ACQUISITIONS AND SIMILAR MATTERS..............................................7
D. RECOMMENDATION AND REASONS OF THE ISNI BOARD FOR ENGAGING
IN THE TRANSACTION .............................................................................7
E. MATERIAL TERMS OF AGREEMENT AND PLAN OF MERGER--SUMMARY
OF TRANSACTION .................................................................................7
F. REGULATORY APPROVALS REQUIRED ........................................................................7
G. FEDERAL TAX CONSEQUENCES OF THE TRANSACTION ..........................................................8

IV. GENERAL INFORMATION...........................................................................................8
A. DATE, TIME AND PLACE INFORMATION .....................................................................8
B. DISSENTERS' RIGHTS....................................................................................8
C. VOTING SECURITIES.....................................................................................8
D. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT......................................................................................9
E. SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE...............................................9
F. DIRECTORS AND EXECUTIVE OFFICERS .....................................................................9
1. Biographical Information ....................................................................9
MANAGEMENT......................................................................................9
INFORMATION CONCERNING THE BOARD OF DIRECTORS AND
COMMITTEES ...........................................................................11
G. COMPENSATION OF DIRECTORS AND EXECUTIVE OFFICERS.....................................................11
Summary Compensation Table.....................................................................11
Need info of Werner must put some info in......................................................12
H. AMENDMENTS OF CHARTER, BYLAWS OR OTHER DOCUMENTS ....................................................12
SIGNATURES..............................................................................................12

V. EXHIBIT INDEX.................................................................................................12

I. LETTER TO SHAREHOLDERS

ISNI.net, Inc.
204 East McKenzie Street
Unit D
Punta Gorda, Fl. 33950

August 30, 2001
Dear Shareholder:

The enclosed information statement is being furnished to shareholders
of record on August 24, 2001 of ISNI.net, Inc. ("ISNI.net,Inc." "We," "Our,
"Us,"), a Delaware corporation, in connection with the following actions taken
by written consent of holders of a majority of the outstanding shares of our
common stock entitled to vote on the following proposals:

1. To acquire all of the issued and outstanding shares of stock of
World Wide Internet, Inc. ("WWI") as a wholly owned subsidiary in exchange for
19,500,000 shares of our common stock, subject to satisfaction of the terms and
conditions set forth in the Agreement and Plan of Merger ("APM") (see Annex A of
Information Statement).

2. The issuance of 3,900,000 newly created Class B Common shares to
Werner Ebner in exchange for the 23,008,000 Class A common shares owned by
Werner Ebner.

WE ARE NOT ASKING FOR A PROXY AND YOU ARE REQUESTED
NOT TO SEND US A PROXY.

Our board of directors has fully reviewed and approved the actions in
connection with the above-referenced Agreement and Plan of Merger ("APM") and
has determined that the consideration to our shareholders is fair for our
acquisition of WWI.

Holders of approximately 86% of our common stock have executed a
written consent in favor of the proposals described herein. However, under
federal law these proposals will not be effected until at least 20 days after
this Information Statement has first been sent to shareholders.

By Order of the Board of Directors,

/s/ J. Lesly Benoit, Jr.

J. Lesly Benoit, Jr., Chief Financial Officer

The date of this Information Statement is August 30, 2001

II. SUMMARY TERM SHEET

This Summary Term sheet highlights selected information from this
Information Statement and may not contain all the information that is important
to you. If you wish to understand the transaction fully, you should carefully
read this entire Information Statement and the documents to which it refers. The
Agreement and Plan of Merger ("APM") is attached as Annex A to this Information
Statement. It is the definitive legal document that governs the transaction.

A. THE PARTIES

ISNI.net, Inc. ("ISNI," "WE," "OUR," "US"):

ISNI.net, Inc. is a Delaware corporation formed on August 31, 1999
originally named Hawkeye Corporation a developmental stage company created to
engage in a merger or acquisition.. On March 22, 2000, Hawkeye and Internet
Services Network, Inc. entered into a merger agreement, which provided for the
merger of Internet Services Network, Inc. into Hawkeye. Internet Services
Network, Inc. was formed under the laws of the State of Florida under the name
Internet Services Network, Inc. on October 9, 1997. We subsequently changed our
name to ISNI.net, Inc. We operate as an Internet Service Provider (ISP) in the
city of Punta Gorda and surrounding areas of Charlotte County, Florida. We have
been a publicly reporting company filing with the Securities and Exchange
Commission since filing our initial registration statement September of 1999.

World Wide Internet, Inc. ("WWI"):

WWI is a private Delaware corporation that provides connectivity to the
Internet as well as tailored IP-based) network services for businesses and
consumers.. WWI provides connectivity to the Internet as well as tailored,
value-added IP-based network services for businesses and consumers. To provide
these services, the Company utilizes cutting edge technology of ATM in
conjunction with its low/fixed latency, high-throughput network, employing its
advanced network architecture and the Internet. WWI's service offerings for
enterprises include DAFs with a focus on backbone connectivity, VPNs, remote
access services and Web hosting services. These services enable enterprises to
take advantage of standard Internet tools such as browsers and high-performance
servers for customized data communications within an enterprise and between an
enterprise and its suppliers, partners and customers. These services combine the
cost advantages of broadbnand connectivity with nationwide access and standard
protocols of public networks and the customization, high performance,
reliability and security of private networks. To provide these services, the
Company employs ATM technology and a low/fixed latency, high-throughput network.
WWI's technology allows its customers to create virtual private networks
providing talored network access, content and services to enterprise-defined end
users

B. KEY TERMS OF AGREEMENT AND PLAN OF MERGER

ISNI.net, Inc. has formed a wholly owned subsidiary corporation ISNI
Acquisitions, Inc.

ISNI Acquisitions, Inc. will acquire from Ray Bolouri all the outstanding shares
of World Wide Internet, Inc. in exchange for 19,500,000 shares of INSI.net, Inc.
common stock.

Werner Ebner, the majority shareholder of ISNI.net, Inc. will exchange his
23,008,000 shares of ISNI.net, Inc. common shares for 3,900,000 newly created
Class B Common Shares of the Company.

If at the end of eight (8) months from the closing of this transaction, the
market value of Werner Ebner's 3,900,000 Class B common shares is less than 1
million dollars then ISNI.net, Inc. will issue Mr. Ebner additional shares to
increase the market value of his holdings to $1,000,000. Once sold by Mr. Ebner,
the Class B Common shares convert into Class A Common Shares.

By majority consent, 86% of our shareholders of record on August 30, 2001
approved this transactions

C. REASONS FOR ENGAGING IN THIS TRANSACTION

ISNI.net, Inc. is an Internet Service Provider (ISP) operating in the city of
Punta Gorda and surrounding areas of Charlotte County, Florida. We have been a
publicly reporting company filing with the Securities and Exchange Commission
since filing our initial registration statement September of 1999. The shares of
ISNI.net, Inc. are not yet publicly traded. Werner Ebner, the President and
majority shareholder of ISNI has moved to the island of Cypress to actively
manage other business ventures on the island and wishes to divest himself of his
holdings within the United States.

D. VOTE REQUIRED FOR APPROVAL OF TRANSACTION

The majority shareholder of ISNI.net, Inc, who owns 86 % of the outstanding
shares of the company approved this transaction.

E. FEDERAL TAX CONSEQUENCES OF THE TRANSACTION

It is intended by the parties hereto that (a) the Merger shall
constitute a reorganization within the meaning of Section 368 of the Code and
(b) this Agreement shall constitute a plan of reorganization within the meaning
of Section 368 of the Code.

III. THE PLAN OF REORGANIZATION

A. BACKGROUND OF THE OFFER AND THE PLAN OF REORGANIZATION

ISNI.net, Inc. has formed a wholly owned subsidiary corporation ISNI
Acquisitions, Inc.

ISNI Acquisitions, Inc. will acquire from Ray Bolouri all the outstanding shares
of World Wide Internet, Inc. in exchange for 19,500,000 shares of INSI.net, Inc.
common stock.

Werner Ebner, the majority shareholder of ISNI.net, Inc. will exchange his
23,008,000 shares of ISNI.net, Inc. common shares for 3,900,000 newly created
Class B Common Shares.

B. PARTIES TO THE AGREEMENT AND PLAN OF REORGANIZATION

1. EXECUTIVE OFFICES OF PARTIES

ISNI.net, Inc.'s executive offices are located at 204 East McKenzie
Street, Unit D, Punta Gorda, Fl. 33950. Telephone: (941) 575-7878, Fax:
(941)-575-8787.

WWI's executive offices are located at 7918 Jones Branch Drive, Suite
600, McLean, VA 22102, Telephone: (703) 757-5309, Fax:: (413) 826-6218

2. ABOUT ISNI'S BUSINESS

We are an internet service provider currently serving individuals and
small businesses primarily in Charlotte County, Florida. We also provide Web
hosting services, a complement to our Internet access business. We offer up to
56K modem access and ISDN (Integrated Digital Service Network) connectivity. As
of March 31, 2001, we served approximately 2,160 subscribers, including
approximately 30 complementary accounts primarily held by employees and
businesses that have generated customers for us and including 36 Web hosting
subscribers. In addition to dial-up Internet access and Web hosting, we provide
other value-added services such as Web page design and Web-server co-location.
The Company's dial-up Internet access and Web hosting are offered in various
price and usage plans designed to meet the needs of our customers.

3. ABOUT WWI'S BUSINESS

and Web hosting services. These services enable enterprises to take advantage of
standard Internet tools such as browsers and high-performance servers for
customized data communications within an enterprise and between an enterprise
and its suppliers, partners and customers. These services combine the cost
advantages of broadbnand connectivity with nationwide access and standard
protocols of public networks and the customization, high performance,
reliability and security of private networks. To provide these services, the
Company employs ATM technology and a low/fixed latency, high-throughput network.
WWI's technology allows its customers to create virtual private networks
providing talored network access, content and services to enterprise-defined end
users

C. MERGERS, CONSOLIDATION, ACQUISITIONS AND SIMILAR MATTERS

The Agreement and Plan of Merger ("APM") between ISNI and WWI, attached
hereto as Exhibit A, is the governing document for this transaction. To
understand this transaction completely, the APM should be read in its entirety.
A summary of the terms of the APM are set forth in Section E that follows.

D. RECOMMENDATION AND REASONS OF THE ISNI BOARD FOR ENGAGING IN THE
TRANSACTION

The Board has approved the adoption of the APM and recommended it for
approval by a majority of the shareholders.

Management has been actively seeking a business combination with an
operating company such that the combination would offer the potential for
ISNI.Net, Inc. to grow and develop a business and for its stock to have value
for its shareholders. We believe that the acquisition of WWI offers such a
potential.

E. MATERIAL TERMS OF AGREEMENT AND PLAN OF MERGER--SUMMARY OF TRANSACTION

ISNI.net, Inc. has formed a wholly owned subsidiary corporation ISNI
Acquisitions, Inc.

ISNI Acquisitions, Inc. will acquire from Ray Bolouri all the outstanding shares
of World Wide Internet, Inc. in exchange for 19,500,000 shares of INSI.net, Inc.
common stock.

Werner Ebner, the majority shareholder of ISNI.net, Inc. will exchange his
23,008,000 shares of ISNI.net, Inc. common shares for 3,900,000 newly created
Class B Common Shares.

F. REGULATORY APPROVALS REQUIRED

No federal or state regulatory requirements must be complied with
except for compliance with the Federal Proxy Rules of the Securities Exchange
Act of 1934 (the "Exchange Act").

Within no less than 15 days after the date of closing of this
transaction, we must file a Current Report on Form 8-K announcing the closing of
this transaction. Within no less than 60 days of the final day to file the
Current Report on Form 8-K, we must file an amendment to that report providing
financial statements for the reverse acquisition.

G. FEDERAL TAX CONSEQUENCES OF THE TRANSACTION

IV. GENERAL INFORMATION

This Information Statement is furnished by our Board of Directors in
connection with the following actions taken by written consent of holders of a
majority of the outstanding shares of our common stock entitled to vote on the
actions:

A. DATE, TIME AND PLACE INFORMATION

There WILL NOT be a meeting of shareholders and none is required under ss.
251 of the General Corporate Law of Delaware.

This Information Statement is first being mailed on or about September
19, 2001 to the holders of common stock as of the Record Date, August 31, 2001.
Under federal law, the record date was determined as the date that the first
public announcement was made of the AGREEMENT AND PLAN OF MERGER.

PLEASE READ THE ENTIRE DOCUMENT. Further information is available by
request or can be accessed on the Internet. ISNI.net, Inc. is subject to the
informational requirements of the Exchange Act, and in accordance therewith
files annual and quarterly reports, proxy statements and other information with
the SEC. Reports, proxy statements and other information filed by ISNI.net, Inc.
can be accessed electronically by means of the SEC's home page on the Internet
at http://www.sec.gov or at commercial Internet sites that provide copies of SEC
filings. You can read and copy any materials that we file with the SEC at the
SEC's Public Reference Room at 450 Fifth Street, N.W., Washington, D.C. 20549;
the SEC's regional offices located at Seven World Trade Center, New York New
York, 10048, and at 500 West Madison Street, Chicago, Illinois 60661. You can
obtain information about the operation of the SEC's Public Reference Room by
calling the SEC at 1-800-SEC-0330. A copy of any public

filing is also available, at no charge, by contacting us at telephone: (941)
575-7575, or fax: (941) 575-8787.

This acquisition of WWI is described in more detail under the section
entitled "Exhibit A--Agreement and Plan of Merger ("APM")." If these conditions
are satisfied, then under federal law this transfer will not be effective until
at least 20 days after this Information Statement was mailed to you.

B. APPRAISAL RIGHTS

Any stockholder of the corporation who holds shares of stock on the
date of the making of a demand pursuant to subsection (d) with respect to such
shares, who continuously holds such shares through the effective date of the
merger or consolidation, who has otherwise compiled with subsection (d) of ss.
262 of the General Corporation Law of Delaware and who has neither voted in
favor of the merger or consolidation nor consented thereto in writing pursuant
to ss.228 of the General Corporation Law of Delaware shall be entitled to an
appraisal by the Court of Chancery of the fair value of his shares of stock
under the circumstances described in the law..

The Appraisal Rights of a stockholder are perfected as follows:

- The constituent corporation or the surviving or resulting
corporation shall notify each of the holders of any class or
series of stock of such constituent corporation who are
entitled to appraisal rights of the approval of the merger or
consolidation and that appraisal rights are available for any
and all shares of such class or series of stock of such
constituent corporation and shall include in such notice a
copy of this section.

- Any shareholder may within twenty (20) days after the date of
mailing of such notice, demand in writing from the surviving
or resulting corporation, the appraisal of his shares.

C. VOTING SECURITIES

Our Articles of Incorporation authorize the issuance of 100,000,000
shares of Common Stock, $0.001 par value per share, of which 26,770,000 are
issued and outstanding as of the Record Date. Each outstanding share is entitled
to one vote. Only shareholders of record at the close of business on the Record
Date are entitled to notice. The shares are non-assessable, without pre-emptive
rights, and do not carry cumulative voting rights. Holders of common shares are
entitled to one vote for each share on all matters to be voted on by the
stockholders. The shares are fully paid, non-assessable, without pre-emptive
rights, and do not carry cumulative voting rights. Holders of common shares are
entitled to share ratably in dividends, if any, as may be declared by ISNI.net,
Inc. from time-to-time, from funds legally available. In the event of a
liquidation, dissolution, or winding up of ISNI.net, Inc, the holders of shares
of common stock are entitled to share on a pro-rata basis all assets remaining
after payment in full of all liabilities.

Our Articles of Incorporation also authorize the issuance of 20,000,000
shares of preferred stock, $0.0001 par value per share, none of which have been
issued. We currently have no plans to issue any preferred stock. ISNI's Board of
Directors has the authority, without action by the shareholders, to issue all or
any portion of the authorized but unissued preferred stock in one or more series
and to determine the voting rights, preferences as to dividends and liquidation,
conversion rights, and other rights of such series. The preferred stock, if and
when issued, may carry rights superior to those of common stock; however no
preferred stock may be issued with rights equal or senior to the preferred stock
without the consent of a majority of the holders of then-outstanding preferred
stock.

D. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth certain information regarding beneficial
ownership of our Common Stock as of the date of this Information Statement by:
(i) each stockholder known by us to be the beneficial owner of more than five
percent of the outstanding Common Stock, (ii) each of our officers and
directors; and (iii) all of our directors and officers as a group.

SECURITY OWNERSHIP OF MANAGEMENT.

NAME AND ADDRESS OF NUMBER OF SHARES PERCENT
TITLE OF CLASS BENEFICIAL OWNER BENEFICIALLY OWNED OF CLASS
-------------- ------------------- ------------------ --------

Common Stock Werner K. Ebner 23,008,000 85.9%
Chief Executive Officer

Common Stock Lesly Benoit, Jr. 250,000 .09%
Chief Financial Officer

Common Stock Dieter Maschewsky 250,000 .09%

Common Stock Reinhard Schiffel 10,000 .004%

Common Stock Jeremy Scott Joiner 10,000 .004

Common Stock Total Officers & Directors 23,508,000 87.81%

E. SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Exchange Act requires our officers and directors,
and persons who own more than ten percent of the our common stock, to file
reports of ownership and changes in ownership with the SEC. Officers, directors
and greater than ten percent stockholders are required by SEC regulations to
furnish us with copies of all Section 16(a) forms they file. Based solely on our
review of the copies of such forms received by us, or written representations
from certain reporting persons, we believe that during our 2000 fiscal year, all
such filing requirements applicable to our officers, directors, and greater than
10% beneficial owners were complied with.

F. DIRECTORS AND EXECUTIVE OFFICERS

MANAGEMENT

The board of directors of ISNI is set at five members. The directors
and executive officers of ISNI are as follows:

NAME AGE POSITION TERM

Werner K. Ebner 53 President, Chief Executive Officer & director 2001-2002
Dieter Maschewsky 54 Chief Operating Officer & director 2001-2002
J. Lesly Benoit, Jr. 30 Chief Financial Officer, Secretary, & director 2001-2002
Dr. Reinhard Schiffel 57 director 2001-2002
Jeremy Scott Joiner 36 director 2001-2002

WERNER K. EBNER

Mr. Ebner has served as our President, Chief Executive Officer, and a
director since the merger with our predecessor, Internet Services Network, Inc.,
in March 2000. From October 1997 to March 2000, Mr. Ebner served in those same
capacities with Internet Services, which he founded. From April 1995 until the
present, Mr. Ebner also has served as the President and a director of Ebner
Corporation, an import/export computer wholesaler which he founded. From May
1973 until October 1997, Mr. Ebner served as President of Panatronic AG, a
distributor of electronic components, integrated circuits, mainframe computers,
personal computers, and PC components. From May 1984 until October 1996, Mr.
Ebner was President of Panatronic Far-East, a computer manufacturing facility in
Taiwan that supplied personal computers to Panatronic AG and other vendors for
distribution in Europe and Asia.

DIETER MASCHEWSKY

Mr. Maschewsky has served as our Chief Operating Officer,
Vice-President, and a director since the merger in March 2000 with Internet
Services Network, Inc. He currently is a director of 3D Communications Ltd., a
company engaged in wireline and wireless communications in Cairo, Egypt. He also
is a director of Telecell Inc. and Telecell International Inc., both of which
are engaged in telecommunication consulting services and wireless local loop
systems design and engineering. He is a consultant to IQ-Wireless GmbH in
Berlin, Germany, a company developing state-of-the-art wireless communication
systems, and a director in Wireless Internet Access Corporation, a company
affiliated with IQ-Wireless. None of these companies are required to file
reports with the SEC. From July 1993 until March 2000, Mr. Maschewsky was
President of Telecell Inc. From July 1994 to April 1995, he also worked as a
consultant to Christiani & Nielsen PLC, in Bangkok, Thailand, where he was
responsible for the formation, registration, and capitalization of a new
subsidiary company, Christiani & Nielsen AG, in Berlin.

Mr. Maschewsky earned his Masters Degree in Science at the University
of Clausthal- Zellerfeld in Germany.

J. LESLY BENOIT, JR.

Mr. Benoit has served as our Chief Financial Officer, Secretary, and a
director since the merger with our predecessor in March 2000. From February 2000
to March 2000, Mr. Benoit served as Director of Finance and Chief Financial
Officer of our predecessor corporation, Internet Services. From January 1999
until his promotion in February 2000, he served as Controller of Internet
Services, Ebner Corporation, and Computer Center Corp., all companies
wholly-owned by Mr. Ebner at that time. From October 1998 until January 1999, he
was a manager for Ebner Corporation. From September 1997 to June 1998, Mr.
Benoit was general manager of Club Benjamenz, a social club in North Carolina,
responsible for general management, promotion, marketing, and accounting. From
January 1996 to August 1997, he was an accounting clerk/bookkeeper at PLD
International Corporation, a Florida-based fragrance wholesaler.

While Mr. Benoit currently devotes the majority of his time to our
business, he also provides administrative services to Ebner Corporation and
Computer Center Corp.

PROF. DR. REINHARD SCHIFFEL

Dr. Schiffel has served as one of our directors since the merger with
Internet Services in March 2000. From January 2000 until the present, Dr.
Schiffel has served as Chief Executive Officer of IQ- Wireless GmbH, a German
corporation, which developed and manufactures the IAP Wireless Broadband System.
From January 1995 to December 1999, Dr. Schiffel was the Head of Research and
Development at Jenoptik Communications GmbH, a German company, which
manufactured wireless local loop systems and other wireless telecommunication
products. Dr. Schiffel graduated from the Technical University of Dresden,
Germany, with a Dr.sc.techn. .

JEREMY SCOTT JOINER

Mr. Joiner has served as one of our directors since the merger with
Internet Services in March 2000. From August 1997 to the present, Mr. Joiner has
been a certified public accountant and shareholder of the accounting firm of
Loricco, Williams, Crosland and Joiner, CPA, P.A. Mr. Joiner's current
accounting practice involves consulting, financial statements, audits, tax
compliance, research and planning, and write-up services. From October 1990 to
August 1997, Mr. Joiner was a certified public accountant with Webb, McQueen &
Co. Mr. Joiner received a Bachelor of Science in Accounting degree, with honors,
from Oral Roberts University and also has received a Masters degree, with
honors, in Accounting from the University of Florida.

2. INFORMATION CONCERNING THE BOARD OF DIRECTORS AND COMMITTEES

The members of our Board of Directors serve until the next annual
meeting of the stockholders, or until their successors have been elected. The
officers serve at the pleasure of the Board of Directors. There are no
agreements for any officer or director to resign at the request of any other
person, and none of the officers or directors named below are acting on behalf
of, or at the direction of, any other person.

G. COMPENSATION OF DIRECTORS AND EXECUTIVE OFFICERS

The following table sets forth summary information concerning the
compensation received for services rendered to us during the fiscal years ended
December 31, 2000 and 2001.

SUMMARY COMPENSATION TABLE

Annual Compensation Long-Term Compensation
Awards Payouts
(A) (B) (C) (D) (E) (F) (G) (H) (I)
Other
Name & Annual Restricted Securities
Principal Compen- Stock Underlying LTIP All Other
Position Year Salary Bonus ation Awards Options Payouts Compensation
-------- ---- ------ ------ ------- ---------- ---------- -------- ------------

Werner K. Ebner[1] $40,651

[1] These funds were paid to Ebner Corporation as consulting fees for Mr.
Ebner's services.

Our board of directors met once from the time of our incorporation in 1999. As
of the date of this prospectus, we do not have any committees of the board of
directors. Our board of directors intends to authorize the formation of an Audit
Committee and a Compensation Committee after our next annual meeting of
stockholders.

At the present time, directors receive no regular compensation for
their services on the Board. In 2000, however, Mr. Ebner gifted 250,000 shares
of common stock to each of Messrs. Benoit and Maschewsky and 10,000 shares of
common stock to each of Messrs. Schiffel and Joiner. Although we intend to
compensate our directors in the future, we do not currently have a plan to do
so. It is contemplated that any such compensation will involve stock and may
have a cash component. We also intend to reimburse directors for out-of-pocket
expenses for attending Board meetings.

Each director serves until the next annual meeting of our stockholders
and until his or her successor has been elected or until his or her prior death,
resignation, or removal. Each executive officer holds office until his successor
has been appointed or until his prior death, resignation, or removal. There are
no family relationships among our directors and executive officers.

H. AMENDMENTS OF CHARTER, BYLAWS OR OTHER DOCUMENTS

SIGNATURES

By Order of the Board of Directors of ISNI.Net, Inc.

V. EXHIBIT INDEX

Page No.

Exhibit A.

Agreement and Plan of Merger ("APM") 17