KINSHIP SYSTEMS, INC.
                (A Development Stage Enterprise)


                  INDEX TO FINANCIAL STATEMENTS


                                                         Page

Financial Statements:

     Balance Sheets - March 31, 2001 (Unaudited)
     and December 31, 2000                                  1

      Statements of Operations (Unaudited) for the
      Three Months Ended March 31, 2001 and 2000,
      and for the Period from February 1, 2000
     (Date of Inception) through March 31, 2001             2

      Statements  of Cash Flows (Unaudited) for
      the Three Months Ended March 31, 2001 and
      2000, and for the Period from February 1,
      2000 (Date of Inception) through March 31, 2001       3

Notes to Financial Statements (Unaudited)                   4

/PAGE/


                         KINSHIP SYSTEMS, INC.
                   (A Development Stage Enterprises)
                            BALANCE SHEETS


                                            March 31,  December 31,
                                               2001        2000
                                            Unaudited)
                            ASSETS          ----------  -----------

Current Assets
  Cash                                      $    7,148  $    10,955
                                            ----------  -----------
     Total Current Assets                        7,148       10,955
                                            ----------  -----------
Deferred Offering Costs                         26,560       24,907
                                            ----------  -----------
Total Assets                                $   33,708  $    35,862
                                            ==========  ===========

                 LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
  Accounts payable                          $   18,687  $   17,986
                                            ----------  ----------

     Total Current Liabilities                  18,687      17,986
                                            ----------  ----------
Stockholders' Equity
  Common stock - no par value;
    50,000,000 shares authorized;
    1,270,000 shares issued and
    outstanding                                 25,813      25,813
  Deficit accumulated during the
  development stage                            (10,792)     (7,937)
                                            ----------  ----------

     Total Stockholders' Equity                 15,021      17,876
                                            ----------  ----------
Total Liabilities and Stockholders' Equity  $   33,708  $   35,862
                                            ==========  ==========

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

                              1

                         KINSHIP SYSTEMS, INC.
                   (A Development Stage Enterprise)
                       STATEMENTS OF OPERATIONS
                            (UNAUDITED)

                                                                          From
                                                                   February 1,
                                                                          2000
                                                                      (Date of
                                        For the Three Monts Ended   Inception)
                                                March 31,              through
                                        -------------------------    March 31,
                                              2001           2000         2001
                                        ----------     ----------   ----------
Revenue                                 $        -     $        -   $        -

General and administrative expenses           2,855           813       10,792
                                        -----------    ----------   ----------

Net Loss                                $     2,855    $      813   $  (10,792)
                                        ===========    ==========   ==========
Basic and Diluted Loss Per Share        $         -    $        -   $    (0.01)
                                        ===========    ==========   ==========

Weighted Average Number of Shares
  Outstanding                            1,270,000      1,270,000    1,270,000

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

                              2


                        KINSHIP SYSTEMS, INC.
                  (A Development Stage Enterprise)
                      STATEMENTS OF CASH FLOWS
                             (UNAUDITED)
                                                                           From
                                                                    February 1,
                                                                           2000
                                                      For The         (Date of
                                                 Three Months Ended  Inception)
                                                      March 31,        through
                                                  -----------------   March 31,
                                                     2001      2000       2001
                                                  -------   -------   --------
Cash Flows from Operating Activities
  Net loss                                        $(2,855)  $  (813)  $(10,792)
  Adjustments to reconcile net loss to net cash
  used by operating activities:
     Accounts payable                                (310)        -        528
     Stock issued for services                          -       813        813
                                                  -------   -------   --------

     Net Cash Used by Operating Activities         (3,165)        -     (9,451)
                                                  -------   -------   --------
     Net Cash From Investing Activities                 -         -          -
                                                  -------   -------   --------
Cash Flows From Financing Activities
  Deferred offering costs                            (642)        -     (8,401)
  Proceeds from issuance of common stock                -    25,000     25,000
                                                  -------   -------   --------

     Net Cash Provided (Used) by Financing
       Activities                                    (642)   25,000     16,599
                                                  -------   -------   --------

Net Increase (Decrease) in Cash and
   Cash Equivalents                                (3,807)   25,000      7,148

Cash and Cash Equivalents at Beginning
  of Period                                        10,955         -          -
                                                  -------   -------   --------
Cash and Cash Equivalents at End
  of Period                                       $ 7,148   $25,000   $  7,148
                                                  =======   =======   ========
Non-Cash Financing and Investing Information
  Accrual of Deferred Offering Costs              $ 1,011   $     -   $ 18,159
                                                  =======   =======   ========

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

                              3
NOTE 1 -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Interim    Financial   Statements-The   accompanying    financial
statements  are  unaudited.  In the opinion  of  management,  all
necessary   adjustments  (which  include  only  normal  recurring
adjustments)  have  been  made to present  fairly  the  financial
position,  results of operations and cash flows for  the  periods
presented. Certain information and disclosures normally  included
in  financial  statements prepared in accordance  with  generally
accepted accounting principles have been condensed or omitted. It
is   suggested   that  these  condensed  consolidated   financial
statements  be  read in conjunction with the Company's  financial
statements  and notes thereto included in the Form  10-KSB  dated
December 31, 2000. The results of operations for the three  month
period ended March 31, 2001 are not necessarily indicative of the
operating results to be expected for the full year.

Basis  of  Presentation - The accompanying  financial  statements
have  been  prepared on a going concern basis, which contemplates
the realization of assets and the satisfaction of liabilities  in
the  normal  course  of business. During the three  months  ended
March  31,  2001  and 2000, the Company incurred  net  losses  of
$2,855  and  $813,  respectively.  As  of  March  31,  2001,  the
accumulated   deficit  from  inception  totaled  $10,792.   These
factors, among others, indicate that the Company may be unable to
continue   as   a  going  concern.  The  accompanying   financial
statements  do  not  include  any  adjustments  relating  to  the
carrying  amount  and classification of recorded  assets  or  the
amount  and classification of liabilities that might be necessary
should the Company be unable to continue as a going concern.  The
Company  has  plans to complete a SB-1 Registration Statement  to
raise additional capital. The Company's ability to continue as  a
going   concern  is  dependent  upon  its  ability  to   generate
sufficient cash flows to meet its obligations on a timely  basis,
to   obtain   additional  financing  and  ultimately  to   attain
successful operations.

NOTE 2 - COMMITMENTS AND CONTINGENCIES

The  Company has entered into an agreement with the president  to
provide a $1,000 stipend per month that will not accrue until the
Company has revenues or until after six months.  After that time,
the anticipated salaries for the three full time officers will be
determined  by  the  Board of Directors.  For services  performed
previous to the Company receiving revenues or the six month  time
period, the officers received common stock as compensation.

NOTE 3 - SUBSEQUENT EVENTS

On April 30, 2001, the Company closed its initial public offering
and issued 102,750 common shares upon receiving cash proceeds  of
$102,750.  Accrued  deferred offering costs   in  the  amount  of
$18,687 were recognized as a reduction from the proceeds  of  the
offering.


                              4