INFORMATION STATEMENT PURSUANT TO SECTION 14(f)
OF THE SECURITIES EXCHANGE ACT OF 1934
AND RULE 14f-1 THEREUNDER

X-NET SERVICES CORP.
4933 East Highway 60, Rogersville, Missouri 65742
(417) 890-6556

This Information Statement is being mailed on or about September 24,
2003 to the holders of shares of common stock, par value $0.001 per share (the
"Common Stock") of X-Net Services Corp., a Nevada corporation (the "Company") in
connection with the anticipated designation of a person to the Company's board
of directors, other than at a meeting of stockholders. This designation is to be
made pursuant to an Agreement and Plan of Reorganization made and entered into
as of the 18th day of July 2003 (the "Reorganization Agreement") by and among
the Company, X-Net Merger Co. ("Subco"), a wholly-owned subsidiary of the
Company, and Third Millennium Industries, Inc., a Nevada Corporation
("Millenium"), whereby the Company acquired Millennium in exchange for shares of
the Company's Common Stock and the stockholders of Millennium acquired control
of the Company (the "Reorganization").

NO ACTION IS REQUIRED BY THE STOCKHOLDERS OF THE COMPANY IN CONNECTION
WITH THE APPOINTMENT OF THE DESIGNATED DIRECTOR.

This Information Statement is required by Section 14(f) of the
Securities Exchange Act of 1934, as amended ("Exchange Act") and Rule 14f-1
promulgated thereunder, which requires the mailing to the Company's stockholders
of the information set forth herein prior to a change in a majority of the
Company's directors other than at a meeting of the Company's stockholders.

CHANGE IN CONTROL

On August 22, 2003, the Company acquired Millennium as a wholly owned
subsidiary in a "reverse merger transaction" pursuant to the terms of the
Reorganization Agreement. The Company formed Subco under the laws of Nevada
which was merged into Millennium, and the outstanding shares of Millennium were
converted into restricted shares of the Company's common stock. The Company
issued an additional 10,200,000 restricted shares of Common Stock to the
Millennium stockholders, resulting in a total of 11,700,000 shares of Common
Stock being issued and outstanding following the transaction, of which
10,200,000 shares, or approximately 87.2% of its total issued and outstanding
shares, are held by the persons who were stockholders of Millennium prior to the
merger and 1,500,000 shares, or approximately 12.8%, are held by the persons who
were stockholders of the Company prior to the merger. At the closing of the
reorganization, the former officers of the Company resigned from their
positions, and the persons designated by Millennium were elected as the new
officers of the Company. In addition, the Company's board of directors was
increased to two persons and Mr. Dennis K. DePriest was designated by Millennium
and appointed to fill the vacancy created by such increase. The Reorganization
Agreement also provides that ten days after the closing date, or the earliest
date permitted by Rule 14f-1, the remaining director, Mr. Stephen D. Utley,
shall resign and be replaced by a person designated by Millennium. Millenium has
indicated that it will designate Mr. George G. Spencer to fill the vacancy
created by Mr. Utley's resignation.

SECURITY OWNERSHIP

As of the close of business on September 24, 2003, the Company's
authorized capital consisted of 25,000,000 shares of Common Stock. As of such
date, there were 11,700,000 shares of Common Stock issued and outstanding. Each
share of Common Stock entitles its holder to one vote on each matter submitted
to stockholders.

The following table sets forth, as of September 24, 2003, the number of
shares of Common Stock owned of record or beneficially by each person known to
be the beneficial owner of 5% or more of the issued and outstanding shares of
Common Stock, by each of the Company's officers and directors, and by all
officers and directors as a group.

Title Number of Nature of Percent
of Class Name Shares Owned(1) Ownership of Class
- -------- ---- --------------- --------- --------

Principal Stockholders
- ----------------------
Common HIC of MO, LLC 5,332,713 Direct 45.6%
Common Greg Meador 5,332,713(2) Indirect 45.6%

Officers and Directors
- ----------------------

Common Dennis K. DePriest 945,000 Direct 8.1%
5,332,713(3) Indirect 45.6%
6,277,713 53.7%

Common George G. Spencer 945,000 Direct 8.1%
5,332,713(3) Indirect 45.6%
6,277,713 53.7%

Common Stephen D. Utley 0 - -

Common All Officers and Directors 1,890,000 Direct 16.2%
As a Group (3 Persons) 5,332,713(3) Indirect 45.6%
7,222,713 61.8%
- ------------------------------

(1) Unless otherwise indicated, all shares are held beneficially and of
record by the person indicated.
(2) Consists of 5,332,713 shares owned by HIC of MO, LLC ("HIC") of which
Mr. Meador may be deemed to be a beneficial owner as a result of his
status as the manager and a member of HIC.
(3) Consists of 5,332,713 shares owned by HIC of which Messrs. DePriest and
Spencer may each be deemed to be a beneficial owner as result of their
status as members of HIC with shared investment power over the shares
held by HIC.

MANAGEMENT

Directors and Officers

The directors, director designee and executive officers of the Company
are as follows:

Name Age Title*
---- --- ------
Dennis K. DePriest 48 President and Director
George G. Spencer 47 Secretary, Treasurer and
Director Designate
Stephen D. Utley 42 Director**
____________

* The term of office of each director is one year and until his or
her successor is elected at the Company's annual stockholders'
meeting and is qualified, subject to removal by the stockholders.
The term of office for each officer is for one year and until a
successor is elected at the annual meeting of the board of
directors and is qualified, subject to removal by the board of
directors. Each of the Company's officers and directors has served
in the offices indicated above since August 22, 2003, except that
Stephen D. Utley has been a director of the Company since May 11,
2003.
** Mr. Utley will resign his position as a director of the Company
approximately ten (10) days from the date of this Information
Statement, whereupon Mr. Spencer will be appointed as a director
in his place.

The principal occupation for the past five years and current public
directorships of each of the directors, the director designee and the executive
officers of the Company are as follows:

Dennis K. DePriest. Mr. DePriest is a co-founder of Third Millennium
Industries, Inc. and served as its President from its organization in February
2002 to the present. From February 2000 through February 2002, he was President
of Springfield Venture Capital LLC, and from November 1987 through November
1999, he was President of Metropolymec Labs, Inc. Mr. DePriest is a nationally
recognized speaker within the home schooling community. He is 48, married, and
has eight children. Mr. DePriest has written and presented several seminars on
parenting skills. He is the holder of two U.S. Patents covering both product
designs and innovative manufacturing processes.

George G. Spencer. Mr. Spencer is a co-founder of Third Millennium
Industries, Inc. and served as its Secretary and Treasurer from its organization
in February 2002 to the present. From January 1999 through April 2002, Mr.
Spencer was a managing member of Springfield Venture Capital LLC. In 1998 Mr.
Spencer was President of Community Investment Alliances, LLC. Mr. Spencer has
completed numerous merger and acquisition transactions during the past fifteen
years. He most recently negotiated the acquisition of Gared Sports, the leading
manufacturer of backboards and goal systems. His previous experience includes a
two-year stay as CFO of a television station holding company where he was
responsible for all financial affairs of the company. He also spent thirteen
years in commercial banking, as a Vice President of commercial lending for
Centerre Bank.

Stephen D. Utley. Mr. Utley is, and has for in excess of five years,
been employed as territory manager for a regional wholesale appliance,
electronics and furniture distributor. Mr. Utley served as the President,
Secretary and Treasurer of X-Net from May 11, 2003 to August 22, 2003.

The Company has no significant employees other than the officers
described above.

Legal Proceedings

The Company is not aware of any legal proceedings in which any
director, officer or any owner of record or beneficial owner of more than five
percent of the Common Stock, or any affiliate or associate of such persons, is a
party adverse to the Company or has a material interest adverse to the Company.

Board Committees

Mr. Stephen D. Utley was the sole director of the Company from May 11,
2003 until the appointment of Mr. DePriest as a director in August 2003. The
Company does not currently have standing audit, nominating or compensation
committees.

Compliance with Section 16(a) of the Exchange Act

Based solely upon a review of Forms 3, 4 and 5 received by the Company
pursuant to Rule 16a-3 under the Exchange Act, none of the officers, directors
or beneficial owners of more than ten percent of the Common Stock have failed
during the Company's most recent fiscal year to file such forms on a timely
basis as required by Section 16(a) of the Exchange Act, except as follows:

(i) Daniel A. Purtshert, a former office of the Company, failed to
file a Form 3 report following the Company's registration of
its Common Stock under Section 12(g) of the Securities
Exchange Act of 1934, as amended (the "12(g) Registration").
Mr. Purtshert has notified the Company that he intends to file
a Form 5 report within the next few days.
(ii) Daniel P. Simpson, a former officer and director of the
Company, failed to file a Form 3 report following the
Company's 12(g) Registration. Mr. Simpson has notified the
Company that he intends to file a Form 5 report within the
next few days.
(iii) Stephen B. Utley, a former officer and director of the
Company, failed to file a Form report following the Company's
12(g) Registration. Mt. Utley resigned from his position as
officer and director of the Company on May 11, 2003 due to
illness and is now deceased.

EXECUTIVE COMPENSATION

During the past three fiscal years, none of the Company's current
officers or directors have received any compensation, cash or otherwise, for
their services. Further, none of the Company's officers or directors have
deferred any compensation, and no compensation is due them by the Company.

The Company has no employment agreements with any of its officers or
directors. The Company does not at the present time compensate its directors in
their capacity as directors, though it may do so in the future.

Dennis K. DePriest and George G. Spencer are also executive officers
and directors of Millennium and are parties to employment agreements with that
company. Such persons are also officers and directors of each of the
subsidiaries of Millennium.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Except as disclosed herein in connection with the transactions
contemplated by the Reorganization Agreement, since the beginning of the
Company's last fiscal year, no director or executive officer of the Company, any
nominee to election as a director, or any person known to the Company to own of
record or beneficially more than 5% of the Company's Common Stock or any member
of the immediate family of any of the foregoing persons has had any direct or
material interest in any transaction or series of similar transactions to which
the Company or any of its subsidiaries, prior to the date of the Reorganization,
was or is to be a party, in which the amount involved exceeds $60,000. Dennis K.
DePriest and George G. Spencer are also officers and directors of Millennium and
had engaged in certain transactions with Millennium prior to the Reorganization,
including an office lease, guarantees of corporate debt and other transactions.

DATED: September 29, 2003

X-NET SERVICES CORP.

/s/ Dennis K. DePriest
--------------------------------
Dennis K. DePriest, President