UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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SCHEDULE 14f-1

INFORMATION STATEMENT

Pursuant to Section 14(f) of the Securities Exchange Act of 1934

And Rule 14f-1 thereunder

Ansel Project, Inc.

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(Name of Small Business Issuer in its charter)

7899 West Frost Dr., Littleton, CO

(Address of principal executive offices)

80128

(Zip Code)

Registrant's telephone number, including area code: (303) 979-3224

INTRODUCTION

U.S.A. Radio.com, Inc. was founded by Marlin Maddoux, an experienced broadcaster, radio station owner, author, and host of the nationwide broadcast "Point of View". The two hour program was originally broadcast on a local radio station in Dallas, Texas, beginning in 1972. Taking advantage of newly developed satellite transmission technology, the program went nationwide on satellite on September 15, 1982. "Point of View" is now carried on more than 350 radio stations across the United States.

After two years of market research, it was determined that a window of opportunity existed for a quality five minute top-of-the-hour national newscast. With the explosion in the number of radio stations, a rare opportunity was presented for a network news service for those stations who were not able to affiliate with the four or five major radio networks. Usually, the top four radio stations in any given market are the exclusive outlets for either ABC, NBC, CBS, or Mutual Broadcasting. The other stations were anxious to affiliate with a national network that would supply them with the news and information programming. These "non-affiliated" stations became the prospects for U.S.A. Radio. Since 1985, U.S.A. Radio has grown from zero affiliates to more than 1100 affiliates across the nation. The USARN News and other programming are also carried worldwide on the Armed Forces Radio Service.

In addition to its team of news writers, producers, engineers, and anchors who operate out of the USARN Broadcast Center in Dallas, Texas, U.S.A. Radio utilizes "stringers" (independent reporters) who file stories from across the nation and around the world. U.S.A. Radio has independent reporters who file stories from 52 countries as well as every state in the United States. In addition, each of the affiliated radio stations is a news source reporting breaking news from their local area over the Network.

On November 5, 1999, U.S.A. Radio.com, inc. entered into an Agreement for the Purchase of Common Stock with Corporate Management Services, Inc., the controlling shareholder of Ansel Project, Inc. (the "Company"). This statement is being mailed on or about November 23, 1999 to holders of record on November 23, 1999 of the shares of common stock, par value $0.001 per share (the "Common Stock") of the Company. It is being furnished in connection with the change of the Company's directors effected on or about November 15, 1999, and the Agreement and Plan of Merger currently before the shareholders of the Common Stock.

BACKGROUND OF TRANSACTION AND CHANGE IN CONTROL

Pursuant to the terms of the Agreement for the Purchase of common Stock, U.S.A. Radio.com, Inc. acquired 850,000 of the 1,230,000 shares of Common Stock of the Company issued and outstanding. On the same date, the Boards of Directors of U.S.A. Radio.com and the Company approved an Agreement and Plan of Merger, whereby the two companies would merge, with the surviving entity being the Company, which would be re-named U.S.A. Radio.com, Inc. Pursuant to the terms of the Agreement and Plan of Merger, each share of U.S.A. Radio.com, Inc. would be converted into 4.2368 shares of the Company.

As a result of the Agreements, the Company has agreed to accept the resignation of the Board of Directors and Officers, as of December 5, 1999, consisting of George Andrews, and to appoint Robert Marlin Maddoux and Mark Maddoux as the new Board members of the Company.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

PRINCIPAL STOCKHOLDERS

The following table sets forth certain information known to the Company with respect to beneficial ownership of the Company's Common Stock as of November 23, 1999. Regarding the beneficial ownership of the Company's Common Stock the table lists: (i) each stockholder known by the Company to be the beneficial owner of more than five percent (5%) of the Company's Common Stock, (ii) each Director and Executive Officer and (iii) all Directors and Executive Officer(s) of the Company as a group. Each of the persons named in the table has sole voting and investment power with respect to Common Stock beneficially owned.