SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
<P>
-----------------------
<P>
FORM 8-K
<P>
-----------------------
<P>
CURRENT REPORT
<P>
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
<P>
Date of Report (Date of earliest event reported):
November 14, 2000
<P>
DOLLAR MAKER, INC.
<P>
(Exact Name of Registrant as Specified in Its Charter)
<P>
Nevada
<P>
(State or Other Jurisdiction of Incorporation)
<P>
0-29431 95-4779939
----------- --------------
(Commission File Number) (IRS Employer Identification No.)
<P>
345 NORTH MAPLE DRIVE, SUITE 284
BEVERLY HILLS, CALIFORNIA 90210
---------------------------- ---------
(Address of Principal Executive Offices) (Zip Code)
<P>
(310) 288-0693
<P>
(Registrant's Telephone Number, Including Area Code)
<P>
(Former Name or Former Address, if Changed
Since Last Report)
<P>
ITEM 1. CHANGES IN CONTROL OF REGISTRANT
----------------------------------------
<P>
Pursuant to an Agreement and Plan of Merger (the "Merger
Agreement") dated as of November 14, 2000, between Dollar
Maker, Inc., a Nevada Corporation (the "Company" or "Dollar
Maker") and Infinex Ventures, Inc., a Nevada corporation
("Infinex"), the shareholders of Dollar Maker, transferred
all one hundred percent (100%) of the outstanding shares of
common stock ("Common Stock") of Dollar Maker to Infinex for
10,000 shares of restricted common stock of Infinex and
$45,000 in a transaction in which Infinex will be the
surviving company.
<P>
The Merger was approved by the unanimous consent of the
Board of Directors of Infinex and the Company on November
14, 2000. The Merger is intended to qualify as a
reorganization within the meaning of Section 368(a)(1)(A) of
the Internal Revenue Code of 1986, as amended ("IRC").
<P>
Upon effectiveness of the Merger, pursuant to Rule 12g-3(a)
of the General Rules and Regulations of the Securities and
Exchange Commission (the "Commission"), Infinex elected to
become the successor issuer to Dollar Maker for reporting
purposes under the Securities Exchange Act of 1934 (the
"Act") and elects to report under the Act effective November
14, 2000.
<P>
As of the effective date of the Merger Agreement, Dollar
Maker shall assume the name of Infinex. As of the Effective
Date, Jaak Olesk and Morena Rodriguez shall have resigned as
officers and directors of Dollar Maker and Infinex's
officers and directors will be the officers and directors of
Dollar Maker.
<P>
No subsequent changes in the officers, directors and five
percent shareholders of the Company are presently known. The
following table sets forth information regarding the
beneficial ownership of the shares of the Common Stock (the
only class of shares previously issued by the Company) at
November 14, 2000 by (i) each person known by the Company to
be the beneficial owner of more than five percent (5%) of
the Company's outstanding shares of Common Stock, (ii) each
director of the Company, (iii) the executive officers of the
Company, and (iv) by all directors and executive officers of
the Company as a group, prior to and upon completion of this
Offering. Each person named in the table, has sole voting
and investment power with respect to all shares shown as
beneficially owned by such person and can be contacted at
the address of the Company.
<TABLE>
<S> <C> <C> <C>
NAME OF SHARES OF
TITLE OF CLASS BENEFICIAL OWNER COMMON STOCK PERCENT OF CLASS
-----------------------------------------------------------------------------
Common Jaak Olesk 3,000,000 92.3%
<P>
Common Morena Rodriguez 150,000 4.6%
<P>
DIRECTORS AND
OFFICERS AS A
GROUP 3,150,000 96.9%
<P>
</TABLE>
<P>
The following is a biographical summary of the directors and
officers of Infinex:
<P>
MARIO C. AIELLO, 51, has been the President and Director of
the Company since November 10, 2000. Mr. Aiello has more
than 17 years experience as an advisor and consultant in the
corporate and financial markets. In a consulting capacity,
he has successfully developed financial and administrative
programs for numerous clients in a variety of market
segments ranging from high-tech and manufacturing, to
natural resources. He has been directly responsible for
financing many of these companies and for securing share-
listing status for more than 25 of them, both on U.S. and
Canadian exchanges. He is President and Director of MCA
Equities Ltd., a consulting company providing management and
administrative advice and assistance to private and public
companies in both Canada and United States. He has been
active in business development in various regions of China
for the last three years. He was responsible for evaluating
different business opportunities and was instrumental in
negotiating a number of joint venture for Chinese corporate
entities.
<P>
ATHANASIOS TOM RAPTIS, 43, has been a Director of the
Company since November 10, 2000. Mr. Raptis, a West
Vancouver, BC entrepreneur, has more than 10 years
experience in the exploration and development of mineral
properties. He is a self employed geological and mining
consultant, and in this capacity has been responsible for
structuring and supervising the development of mining
infrastructures and operations. In the last four years he
has successfully completed the construction of a gold/silver
production mill in Lompon, Sumatra, Indonesia. He is
presently overseeing the further development of this
production facility.
<P>
EARL W. HOPE, 60, has been a Director of the Company since
November 10, 2000. Mr. Hope is presently consulting for St.
Elias Mines Ltd. in the area of finance and investor and
shareholders relations. Mr. Hope brings a wealth of personal
experience with private and public traded companies. He
spent 29 years as an Account Executive with several national
and international securities firms such as Midland Walwyn
Inc., West Coast Securities Ltd., Canaccord Capital Inc. His
duties and responsibilities in this capacity included:
customer services, initial public offerings and market
underwritings. Mr. Hope has successfully completed the
Canadian Securities Course, the Series 62 US Corporate
Securities Limited Representative Licence and Series 63
Uniform Securities and Agent State Law Exam.
<P>
GREGORY S. YANKE, 31, has been the Secretary of the Company
since November 10, 2000. Mr. Yanke is a self-employed
securities lawyer and principal of Gregory S. Yanke Law
Corporation. From May 1996 to February 2000, he was
employed as an associate lawyer with Beruschi & Company,
Barristers and Solicitors, a Vancouver, Canada based law
firm that practices securities and corporate law. Mr. Yanke
is a graduate of the University of British Columbia,
receiving Bachelor degrees in Political Science (1991) and
Law (1994). He is a member in good standing with the Law
Society of British Columbia. Mr. Yanke currently acts as a
director of three British Columbia and Alberta reporting
companies: Pacific Topaz Resources Ltd., International
Alliance Resources Inc. and Maximum Ventures Inc. He is
also corporate secretary of LMX Resources Ltd., Randsburg
International Gold Corp., Alberta Star Mining Corp., and
Landstar Properties Inc., all of which are British Columbia
and Alberta reporting companies.
<P>
The Directors named above will serve until the next annual
meeting of the shareholders of the Company in the year 2001.
Directors will be elected for one year terms at each annual
shareholder's meeting. Officers hold their positions at the
appointment of the Board of Directors.
<P>
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
---------------------------------------------
<P>
Pursuant to the Merger Agreement, the shareholders of the
Company transferred one hundred percent (100%) of the issued
and outstanding shares of common stock (Common Stock) of the
Company from all of the shareholders of the issued and
outstanding Common Stock of the Company, for 10,000 shares
of $0.001 par value common stock of Infinex and $45,000. In
evaluating the Acquisition, Dollar Maker used criteria such
as the value of the Company's business relationships,
goodwill, the Company's ability to compete in the mineral
exploration arena, the Company's current and anticipated
business operations, and the background of the Company's
officers and directors in the area of mineral exploration.
No material relationship exists between the selling
shareholders of Dollar Maker or any of its affiliates, any
director or officer, or any associate of any such director
or officer of Dollar Maker and Infinex. The consideration
exchanged pursuant to the Merger Agreement was negotiated
between Dollar Maker and Infienx in an arm's-length
transaction. The consideration paid derived from the
Company's treasury stock and working capital.
<P>
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
-----------------------------------
<P>
No court or governmental agency has assumed jurisdiction
over any substantial part of the Company's business or
assets.
<P>
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
------------------------------------------------------
<P>
Infinex retains its certifying accountants.
<P>
ITEM 5. OTHER EVENTS
--------------------
<P>
SUCCESSOR ISSUER ELECTION. Pursuant to Rule 12g-3(a) of the
General Rules and Regulations of the Securities and Exchange
Commission, Infinex elected to become the successor issuer
to Dollar Maker for reporting purposes under the Securities
Exchange Act of 1934 and elects to report under the Act
effective November 14, 2000.
<P>
ITEM 6. RESIGNATIONS OF DIRECTORS AND EXECUTIVE OFFICERS
--------------------------------------------------------
<P>
No directors have resigned due to a disagreement with the
Company since the date of the last annual meeting of
shareholders.
<P>
ITEM 7. FINANCIAL STATEMENTS
-----------------------------
<P>
The audited consolidated financial statements for the years
ending October 31, 2000 and 1999 and pro-forma consolidated
financial statements for the period ending October 31, 2000
are filed herewith.
<P>
ITEM 8. CHANGE IN FISCAL YEAR
-----------------------------
<P>
There has been no change in the Company's fiscal year.
<P>
<P>
INFINEX VENTURES, INC.
(An Exploration Stage Company)
<P>
PRO-FORMA CONSOLIDATED FINANCIAL STATEMENTS
<P>
OCTOBER 31, 2000
(Stated in U.S. Dollars)
[S]
INFINEX VENTURES INC.
<P>
INTRODUCTION TO PRO-FORMA CONSOLIDATED FINANCIAL STATEMENTS
<P>
AS AT OCTOBER 31, 2000, AND FOR THE YEAR ENDED
OCTOBER 31, 2000
(Stated in U.S. Dollars)
<P>
The following unaudited pro-forma consolidated balance
sheet, pro-forma consolidated statement of operations and
explanatory notes give effect to the acquisition of Dollar
Maker Inc. by Infinex Ventures Inc.
<P>
The pro-forma consolidated balance sheet, pro-forma
consolidated statement of operations and explanatory notes
are based on the estimates and assumptions set forth in the
explanatory notes. This pro-forma consolidated balance
sheet and the pro-forma consolidated statement of operations
have been prepared utilizing the historical financial
statements of Infinex Ventures Inc. and Dollar Maker Inc.
and should be read in conjunction with the historical
financial statements and notes thereto included elsewhere in
this filing.
<P>
The pro-forma consolidated statement of operations has been
prepared as if the acquisition had been consummated on
November 1, 1999 under the purchase method of accounting and
carried through to October 31, 2000. The pro-forma balance
sheet has been prepared as if the acquisition was
consummated on October 31, 2000.
This pro-forma financial data is provided for comparative
purposes only, and does not purport to be indicative of the
actual financial position or results of operations had the
acquisition occurred at the beginning of the fiscal period
presented, nor are they necessarily indicative of the
results of future operations.
<P>
<TABLE>
<CAPTION>
INFINEX VENTURES, INC.
(An Exploration Stage Company)
<P>
PRO-FORMA CONSOLIDATED BALANCE SHEET
<P>
OCTOBER 31, 2000
(Stated in U.S. Dollars)
<S> <C> <C> <C> <C>
INFINEX DOLLAR
VENTURES MAKER
INC. INC. ADJUSTMENTS PRO-FORMA
-------------------------------------------------
ASSETS
<P>
Current
Cash $ 15 $ 44 $ (a) 45,000 $ 59
(b) (45,000)
Mineral property 5,250 - 5,250
--------------------------------------------------
$ 5,265 $ 44 $ 5,309
==================================================
LIABILITIES
<P>
Current
Accounts payable $ 4,513 $ 500 $ $ 5,013
Loan payable - - (a) 45,000 45,000
---------------------------------------------------
4,513 500 50,013
---------------------------------------------------
SHAREHOLDERS' EQUITY(DEFICIENCY)
<P>
Share Capital 5,343 3,250 (b) 10 5,353
(b) (3,250)
<P>
Additional Paid In Capital 9,257 - (b) 990 10,247
<P>
Deficit (13,848) (3,706) (b) 3,706 (60,304)
(b) (46,456)
----------------------------------------------------
752 (456) (44,704)
----------------------------------------------------
$ 5,265 $ 44 $ 5,309
====================================================
</TABLE>
<TABLE>
<CAPTION>
INFINEX VENTURES, INC.
(An Exploration Stage Company)
<P>
PRO-FORMA CONSOLIDATED STATEMENT OF OPERATIONS
<P>
FOR THE YEAR ENDED OCTOBER 31, 2000
(Stated in U.S. Dollars)
<S> <C> <C> <C> <C>
INFINEX DOLLAR
VENTURES MAKER
INC. INC. ADJUSTMENTS PRO-FORMA
-------------------------------------------------
Revenue $ - $ - $ -
<P>
Expenses 8,259 3,706 11,965
-------------------------------------------------
Net Loss $ 8,259 $ 3,706 $ 11,965
=================================================
<P>
Net Loss Per Share $ 0.01
==============
<P>
Weighted Average Number of Shares Outstanding 5,353,500
==============
</TABLE>
INFINEX VENTURES, INC.
(An Exploration Stage Company)
<P>
NOTES AND ASSUMPTIONS TO THE UNAUDITED CONSOLIDATED PRO-
FORMA BALANCE SHEET AND PRO-FORMA STATEMENT OF OPERATIONS
<P>
FOR THE YEAR ENDED OCTOBER 31, 2000
(Stated in U.S. Dollars)
<P>
1. ORGANIZATION AND BASIS OF PRESENTATION
----------------------------------------------
<P>
The unaudited pro-forma consolidated balance sheet and
consolidated statement of operations have been prepared
based on historical financial information, using U.S.
generally accepted accounting principles of Infinex Ventures
Inc. for the year ended October 31, 2000 considering the
effects of the acquisition transaction as if the transaction
was completed effective November 1, 1999 in the case of the
pro-forma consolidated statement of operations, and
effective October 31, 2000 in the case of the pro-forma
consolidated balance sheet.
<P>
2. ASSUMPTION
-----------------
<P>
The number of shares used in the calculation of the pro-
forma net loss per share data is based on the weighted
average number of shares outstanding during the period
adjusted to give effect to shares assumed to be issued, had
the transaction referred to above been consummated November
1, 1999.
<P>
3. PRO-FORMA ADJUSTMENTS
----------------------------
<P>
Funds loaned to the Company to allow completion of the
acquisition.
<P>
Record the acquisition including the charging to
shareholder's equity of the excess of consideration paid
over the fair market value of net assets acquired.
<P>
INFINEX VENTURES, INC.
(An Exploration Stage Company)
<P>
FINANCIAL STATEMENTS
<P>
OCTOBER 31, 2000 AND 1999
(Stated in U.S. Dollars)
<P>
AUDITORS' REPORT
<P>
To the Directors
Infinex Ventures, Inc.
<P>
We have audited the balance sheet of Infinex Ventures, Inc.
(an exploration stage company) as at October 31, 2000 and
1999 and the statements of loss and deficit accumulated
during the exploration stage, cash flows, and stockholders'
equity for the periods then ended. These financial
statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on
these financial statements based on our audit.
<P>
We conducted our audit in accordance with United States and
Canadian generally accepted auditing standards. Those
standards require that we plan and perform an audit to
obtain reasonable assurance whether the financial statements
are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also
includes assessing the accounting principles used and
significant estimates made by management, as well as
evaluating the overall financial statement presentation. We
believe that our audit provides a reasonable basis for our
opinion.
<P>
In our opinion, these financial statements present fairly,
in all material respects, the financial position of the
Company as at October 31, 2000 and 1999 and the results of
its operations and cash flows for the periods then ended in
accordance with United States generally accepted accounting
principles.
<P>
Vancouver, B.C. "Morgan & Company"
<P>
November 7, 2000 Chartered Accountants
<P>
<TABLE>
<CAPTION>
INFINEX VENTURES, INC.
(An Exploration Stage Company)
<P>
BALANCE SHEET
(Stated in U.S. Dollars)
<S> <C> <C>
OCTOBER 31
2000 1999
---------------------------
ASSETS
<P>
Current
Cash $ 15 $ 4,761
<P>
Mineral Property (Note 3) 5,250 5,250
---------------------------
$ 5,265 $ 10,011
===========================
LIABILITIES
<P>
Current
Accounts payable $ 4,513 $ 1,000
---------------------------
SHAREHOLDERS' EQUITY
<P>
Share Capital
Authorized:
75,000,000 common shares,
par value $0.001 per share
<P>
Issued and outstanding:
5,343,500 common shares 5,343 5,343
<P>
Additional paid in capital 9,257 9,257
<P>
Deficit Accumulated During
The Exploration Stage (13,848) (5,589)
-----------------------------
752 9,011
-----------------------------
$ 5,265 $ 10,011
=============================
Approved by the Directors:
<P>
</TABLE>
<P>
<TABLE>
<CAPTION>
INFINEX VENTURES, INC.
(An Exploration Stage Company)
<P>
STATEMENT OF LOSS AND DEFICIT
(Stated in U.S. Dollars)
<S> <C> <C> <C>
PERIOD FROM DATE OF
INCEPTION INCEPTION
YEAR DECEMBER 30 DECEMBER 30
ENDED 1998 TO 1998 TO
OCTOBER 31 OCTOBER 31 OCTOBER 31
2000 1999 2000
-------------------------------------------------
Expenses
Bank charges $ 76 $ 89 $ 165
Consulting - 2,500 2,500
Office facilities and sundry 1,370 1,500 2,870
Mineral property exploration
expenditures 1,100 1,500 2,600
Professional fees 5,713 - 5,713
--------------------------------------------------
Net Loss For The Period 8,259 5,589 $ 13,848
==================
Deficit Accumulated During The
Exploration Stage,
Beginning Of Period 5,589 -
----------------------------------
Deficit Accumulated During The
Exploration Stage,
End Of Period $ 13,848 $ 5,589
==================================
Net Loss Per Share $ 0.01 $ 0.01
==================================
Weighted Average Number Of
Shares Outstanding 5,343,500 4,541,211
==================================
</TABLE>
<TABLE>
<CAPTION>
INFINEX VENTURES, INC.
(An Exploration Stage Company)
<P>
STATEMENT OF CASH FLOWS
(Stated in U.S. Dollars)
<S> <C> <C> <C>
PERIOD FROM DATE OF
INCEPTION INCEPTION
YEAR DECEMBER 30 DECEMBER 30
ENDED 1998 TO 1998 TO
OCTOBER 31 OCTOBER 31 OCTOBER 31
2000 1999 2000
-------------------------------------------------
Cash Flow From Operating Activities
Net loss for the period $ (8,259) $ (5,589) $ (13,848)
Adjustments To Reconcile Net Loss
To Net
Cash Used By Operating Activities
Change in accounts payable 3,513 1,000 4,513
-------------------------------------------------
Cash Flow From Investing Activity
Mineral property - (5,000) (5,000)
-------------------------------------------------
Cash Flow From Financing Activity
Share capital issued - 14,350 14,350
<P>
Increase (Decrease) In Cash (4,761) 4,761 15
<P>
Cash, Beginning Of Period 4,761 - -
<P>
Cash, End Of Period $ 15 $ 4,761 $ 15
================================================
Supplemental Disclosure Of
Non-Cash Financing And
Investing Activities:
<P>
Common shares issued pursuant to
mineral property option
agreement $ - $ 250 $ 250
================================================
</TABLE>
<TABLE>
<CAPTION>
INFINEX VENTURES, INC.
(An Exploration Stage Company)
<P>
STATEMENT OF STOCKHOLDERS' EQUITY
<P>
OCTOBER 31, 2000
(Stated in U.S. Dollars)
<S> <C> <C> <C> <C> <C>
Common Stock Additional
Shares Amount Paid-in Deficit Total
Capital
-------------------------------------------------------------
Shares issued for
services at 0.001 2,500,000 $ 2,500 $ - $ - $ 2,500
<P>
Shares issued for cash
at $0.001 2,500,000 2,500 - - 2,500
<P>
Shares issued for mineral
property option
at $0.001 250,000 250 - - 250
<P>
Shares issued for cash
at $0.10 93,500 93 9,257 - 9,350
<P>
Net loss for the period - - - (5,589) (5,589)
-----------------------------------------------------------------
Balance, October 31,
1999 5,343,500 5,343 9,257 (5,589) 9,011
<P>
Net loss for the period - - - (8,259) (8,259)
-----------------------------------------------------------------
Balance, October 31,
2000 5,343,500 $ 5,343 $ 9,257 $ (13,848) $ 752
=================================================================
</TABLE>
<P>
INFINEX VENTURES, INC.
(An Exploration Stage Company)
<P>
NOTES TO FINANCIAL STATEMENTS
<P>
OCTOBER 31, 2000 AND 1999
(Stated in U.S. Dollars)
<P>
1. NATURE OF OPERATIONS
-----------------------------
<P>
a) Inception
<P>
The Company was incorporated in the State of Nevada, U.S.A.
on December 30, 1998.
<P>
b) Exploration Stage Activities
<P>
The Company is in the process of exploring its mineral
property and has not yet determined whether the property
contains ore reserves that are economically recoverable.
<P>
The recoverability of amounts shown as mineral property and
related deferred exploration expenditures is dependent upon
the discovery of economically recoverable reserves,
confirmation of the Company's interest in the underlying
mineral claims, and the ability of the Company to obtain
profitable production or proceeds from the disposition
thereof.
<P>
2. SIGNIFICANT ACCOUNTING POLICIES
---------------------------------------
<P>
The financial statements of the Company have been prepared
in accordance with generally accepted accounting principles
in the United States. Because a precise determination of
many assets and liabilities is dependent upon future events,
the preparation of financial statements for a period
necessarily involves the use of estimates which have been
made using careful judgement.
<P>
The financial statements have, in management's opinion, been
properly prepared within reasonable limits of materiality
and within the framework of the significant accounting
policies summarized below:
<P>
a) Mineral Property and Related Deferred Exploration
Expenditures
<P>
The Company capitalizes all option payments on mineral
properties in which it has a continuing interest to be
amortized against the recoverable reserves when a property
reaches commercial production. On abandonment of any
property, the capitalized costs will be written off. To
date none of the Company's properties have reached
commercial production.
<P>
INFINEX VENTURES, INC.
(An Exploration Stage Company)
<P>
NOTES TO FINANCIAL STATEMENTS
<P>
OCTOBER 31, 2000 AND 1999
(Stated in U.S. Dollars)
<P>
2. SIGNIFICANT ACCOUNTING POLICIES (Continued)
--------------------------------------------------
<P>
b) Income Taxes
<P>
The Company has adopted Statement of Financial Accounting
Standards No. 109 - "Accounting for Income Taxes" (SFAS
109). This standard requires the use of an asset and
liability approach for financial accounting and reporting on
income taxes. If it is more likely than not that some
portion or all of a deferred tax asset will not be realized,
a valuation allowance is recognized.
<P>
c) Financial Instruments
<P>
The Company's financial instruments consist of cash and
accounts payable.
<P>
Unless otherwise noted, it is management's opinion that this
Company is not exposed to significant interest or credit
risks arising from these financial instruments. The fair
value of these financial instruments approximate their
carrying values, unless otherwise noted.
<P>
d) Net Loss Per Share
<P>
Net loss per share is based on the weighted average number
of common shares outstanding during the period plus common
share equivalents, such as options, warrants and certain
convertible securities. This method requires primary
earnings per share to be computed as if the common share
equivalents were exercised at the beginning of the period or
at the date of issue, and as if the funds obtained thereby
were used to purchase common shares of the Company at its
average market value during the period.
<P>
3. MINERAL PROPERTY
------------------------
<P>
The Company has entered into an option agreement to acquire
a 100% interest, subject to a 2% net smelter royalty, in the
Gossan 1 to 9 mining claims located in Nevada for the
following consideration:
<P>
a) The issuance of 250,000 common shares.
<P>
b) Cash payments totalling $200,000 payable as follows:
<P>
i) $5,000 on execution of the agreement (paid);
ii) $5,000 by June 1, 2001;
iii) $25,000 by June 1, 2002;
iv) $35,000 on June 1, 2003;
v) $55,000 on June 1, 2004;
vi) $75,000 on June 1, 2005.
<P>
INFINEX VENTURES, INC.
(An Exploration Stage Company)
<P>
NOTES TO FINANCIAL STATEMENTS
<P>
OCTOBER 31, 2000 AND 1999
(Stated in U.S. Dollars)
<P>
3. MINERAL PROPERTY (Continued)
-----------------------------------
<P>
c) Exploration expenditures totalling $100,000 to be
incurred as follows:
<P>
i) $10,000 by August 30, 2001;
ii) an additional $40,000 by August 30, 2002;
iii) a further $50,000 by August 30, 2003.
<P>
2000 1999
Consideration paid to date
- 250,000 common shares $ 250 $ 250
- cash payment 5,000 5,000
-----------------------
$ 5,250 $ 5,250
=======================
<P>
4. UNCERTAINTY DUE TO THE YEAR 2000 ISSUE
----------------------------------------------
<P>
The Year 2000 Issue arises because many computerized systems
use two digits rather than four to identify a year. Date-
sensitive systems may recognize the year 2000 as 1900 or
some other date, resulting in errors when information using
year 2000 dates is processed. In addition, similar problems
may arise in some systems which use certain dates in 1999 to
represent something other than a date. Although the change
in date has occurred, it is not possible to conclude that
all aspects of the Year 2000 Issue that may affect the
entity, including those related to customers, suppliers, or
other third parties, have been fully resolved.
Index to Exhibits
<P>
2.1 Agreement and Plan of Merger dated as of November
14, 2000, between Dollar Maker, Inc. and Infinex
Ventures, Inc.
<P>
3.1 Articles of Incorporation of Dollar Maker, Inc. as
amended.*
<P>
3.2 By-Laws of Dollar Maker, Inc.*
<P>
17.1 Resignation Letter of Jaak Olesk and Morena
Rodriguez.
<P>
27.1. Financial Data Schedule.
<P>
* Filed with Dollar Maker, Inc.'s Form 10-SB on February
10, 2000 (SEC File No. 0-29431)
<P>
SIGNATURES
<P>
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 hereunto duly
authorized.
<P>
Dollar Maker, Inc. ,
a Nevada corporation
<P>
By:/s/ Jaak Olesk
-----------------------------
Jaak Olesk
President
<P>
DATED: November 29, 2000
<P>
