U.S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                   FORM 10-KSB



[X]     ANNUAL  REPORT  UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
        OF  1934  for  the  period  ended  September  30,  2001

[ ]     TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
        ACT  OF  1934  for  the  transition  period  from  _______  to  _______

COMMISSION FILE NUMBER:  333-62236

                          TELECOM COMMUNICATIONS, INC.
                          ----------------------------
        (Exact name of small business issuer as specified in its charter)


          Indiana                                       35-2089848
     ------------                                       ----------
(State or other jurisdiction of                 (IRS Employer identification
incorporation or organization)                             No.)


                     827 S. Broadway, Los Angeles, CA  90014
                     ---------------------------------------
                    (Address of principal executive offices)

                                 (213) 489-3486
                                 --------------
                           (Issuer's telephone number)

      Securities registered pursuant to Section 12(b) of the Exchange Act:

                                      None

      Securities registered pursuant to Section 12(g) of the Exchange Act:

                      $0.001 Par Value Common Voting Stock
                      ------------------------------------
                                (Title of Class)


Check whether the issuer (1) filed all reports required to be filed by Section13
or  15(d)  of  the  Exchange  Act during the past 12 months (or for such shorter
period  that the registrant was required to file such reports), and (2) has been
subject  to  such  filing  requirements  for  the  past  90  days.
Yes  [X]  No[  ]

Check  if there is no disclosure of delinquent filers in response to Item 405 of
Regulation  S-B  contained in this form, and no disclosure will be contained, to
the  best  of  registrant's  knowledge,  in  definitive  proxy  or  information
statements  incorporated  by  reference  in  Part  III of this Form 10-KSB or an
amendment  to  this  Form  10-KSB.  [x]

State issuer's net revenues for its most recent fiscal year: $660,115

As  of  February 5, 2002, there were 10,000,000 common shares outstanding. There
is  currently  no  market  established  for  the  Company's  common  stock.

Transitional  Small  Business  Disclosure  Format  (check  one):  Yes [ ] No[X]

Number of shares of common stock outstanding as of February 5, 2002: 10,000,000

Number of shares of preferred stock outstanding as of February 5, 2002: None












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                                     PART I
                                     ------

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
-------------------------------------------------

This  periodic  report  contains  certain  forward-looking statements within the
meaning  of the Private Securities Litigation Reform Act of 1995 with respect to
the  financial  condition, results of operations, business strategies, operating
efficiencies  or  synergies,  competitive  positions,  growth  opportunities for
existing  products,  plans  and  objectives  of  management.  Statements in this
periodic  report  that  are  not  historical  facts  are  hereby  identified  as
"forward-looking  statements"  for  the  purpose  of the safe harbor provided by
Section  21E  of  the  Exchange  Act  and  Section  27A  of  the Securities Act.

Item 1. Business

Business Development
--------------------

Telecom  Communications Inc. was incorporated on January 6, 1997 in the State of
Indiana under the corporate name MAS Acquisition XXI Corp. Prior to December 21,
2000,  we  were  a  blank  check  company  seeking  a  business combination with
unidentified  business. On December 21, 2000, we acquired Telecom Communications
of  America  which  was  a  sole  proprietorship  doing business in Los Angeles,
California  since August 15, 1995 and changed our name to Telecom Communications
Inc.  In  connection  with this acquisition, Aaron Tsai, our former sole officer
and  director  was  replaced  by  Telecom Communications of America's owners and
associates.  We  issued 9,000,000 shares of our common stock or 90% of our total
outstanding  common  shares  after giving effect to the acquisition. MAS Capital
Inc.  returned  7,272,400  shares  of  common stock for cancellation without any
consideration.

Our  principal executive offices are located at 827 S. Broadway, Los Angeles, CA
90014.  Our  telephone  number  is  (213)  489-3486.

Overview
--------

Our  main  business  is to provide low cost telephone calls over the Internet to
individuals  and businesses.  Our services enable our customers to make low cost
telephone  calls over the Internet using the traditional telephone. In September
1999,  we  introduced a service that enables international and domestic calls to
be  made  over  the  Internet using traditional telephones.  Long distance calls
made  using  our  services  are  often  substantially  less  expensive than long
distance  calls  routed  over  traditional voice network. Following illustrate a
typical  cost  for  our customers.  In summary, our cost of 9.5 cents per minute
compared  with  17  cents  per  minute  using  traditional  phones  taking  in
considerations  for  the monthly basic service charges for the traditional phone
services.




Illustration:  (based on telephone services in our area)

Our cost per minute = 9.5
Traditional phone services cost per minute = 7 cents (without basic fees)

Assumptions:  Residential long distance charge for the month is $10.78
     for 154 minutes (domestic call).  Customer is using plans
     such as MCI 7 Cents anytime residential plan.

Additional costs for Traditional long distance charges:

   MCI 7 Cents anytime residential plan                  $ 6.95
   12% Federal Excise Tax                                  1.32
   40% State & Local Taxes                                 4.36
  .004% Federal, State & Local Surcharges                  0.04
   25% Federal Universal Service Fee                       2.61
  .23% CA High cost Fund-B Surcharges                      0.25
  .005% CA Universal Life Tel Service Surcharges           0.05
  .003% CA Relay Service and Communication Device Fund     0.03
  .006% CA 911 Local                                       0.07
--------------------                                    --------
                        TOTAL                            $15.68

To  calculate  traditional  phone  cost,  we  took the traditional long distance
charges  for  the month of $10.78 plus the monthly fees of $15.68 and divide the
result  by  154  minutes  which  gives  17  cents  per  minute.

       $10.78 + $15.68 = $26.46 divided by 154 minutes = 17 cents.

In  this  illustration,  our customers would save 7.5 cents per minute using our
services.  The  basic  fees may very for different areas and we do not have that
information  at  this  time.  For International calls, you have a higher savings
due  to  higher  tariff  on  traditional  phone  calls.

We  intend  to  expand our business through acquisitions. Currently, we have one
telephone  calling  center  with  one server located in Los Angeles, California.

We  have  only  a  limited  operating  history  upon  which you can evaluate our
business  and  prospects.  We have achieved limited profitability, and expect to
continue to achieve limited profitability in the year 2001 and subsequent fiscal
periods. We will need to significantly increase our revenues in order to achieve
greater  profitability,  which  may  not  occur.  Even  if we do achieve greater
profitability,  we  may  be  unable  to  sustain  or increase profitability on a
quarterly  or  annual  basis  in  the  future.




Industry Background
-------------------

The  Internet  is  experiencing  unprecedented  growth  as  a  global medium for
communications  and  commerce.  Internet  telephony  has  emerged  as a low cost
alternative  to  traditional  long  distance calls. Internet telephone calls are
less  expensive  than traditional domestic and international long distance calls
primarily because these calls are carried over the Internet and therefore bypass
a  significant  portion  of  local and international long distance tariffs.  The
fees  and  tariffs  that  are  eliminated  for  our  services can be itemized as
follows:

      * Calling Plans Charge
      * Carrier Access Charge
      * Federal Excise Tax
      * State and local Tax
      * Federal, State and local surcharge
      * Federal Universal Service fee
      * California High Cost Fund-B surcharge
      * California Universal Lifeline Telephone Service surcharge
      * California Relay Service and Common Device fund
      * California 911 Local charge

The  technology  by  which  Internet  phone  calls  are  made  is  also  more
cost-effective  than the technology by which traditional long distance calls are
made.  The  growth  of  Internet  telephony has been limited to date due to poor
sound  quality  attributable  to  technological  issues such as delays in packet
transmission  and  network capacity limitations. However, recent improvements in
packet-switching  technology, new software algorithms and improved hardware have
substantially  reduced  delays  in  packet  transmissions.

Products and Services
---------------------

Presently,  we  have  one  telephone  calling  center  located  in  Los Angeles,
California.  This  center  has  6  phone  booths  each  with its own traditional
telephone  set,  table and chair.  Phone calls made from these booths are routed
through  our  computer  server  and Internet connection to a third party servers
which  provide  the  interconnection  to their established network which enables
telecommunications  over  Internet  Protocol  (IP)  data  networks  using  their
software,  hardware  and  related  components.  The  third  party providing this
service  is  Inter-Tel.net,  Inc. with whom Telecom has a contractual agreement.

We  do  not  rely solely on customers visiting our telephone calling center.  We
also  have  24  phone  lines  attached  to  our  server  which enables customers
accessing  our services using telephones away from our location by calling in to
our  telephone  calling  center  to be re-routed to our Internet connections. In
addition,  the following products and services are also offered at our telephone
calling  center:

     * Money wiring service
     * Check cashing
     * Sales of Lotto tickets
     * Automatic Telling Machine (ATM)
     * Faxing services
     * Sales of telephone cards

Business Strategies
-------------------

We  hope to grow rapidly through franchising our existing operations and through
acquisitions.   We  have not made any specific business plan for franchising our
existing  operations  and we have no prior experience in franchising. Currently,
we  do not have prospective franchisees or acquisition targets that are targeted
for  acquisitions.

Key elements of the company's business strategy are:

* Acquiring and consolidating geographically disparate and usually smaller
independent Internet Telephone Service Providers.

* Developing and offering additional value-added products and services to
customers.  For example, offering long distance international calls over the
Internet using cellular phones.

* Selling franchises of our telephone calling center concept throughout the West
Coast and in other areas of high concentration of immigrants.

* Building customer loyalty and gaining market share through brand recognition.

* Expansion of our sales and marketing operation.

Marketing Strategy
------------------

We currently market our products in several areas. Our marketing efforts include
newspaper  advertisements  and  advertisements  in  publications  that potential
customers  from  Latin  American  countries are likely to see. Other advertising
such as flyers targeting a particular market segment are developed to compliment
and  expand  the  impact  of  our  marketing  program.

Our  marketing  strategy for the future will consist of using medias designed to
reach  mass  audiences such as audio spot advertisements, video clips and banner
advertising  on  the  Internet  as  well as advertising targeted toward specific
markets  using  radio,  television  and  other  publications.

Competition
-----------

We  have  nearly two years of experience building and fine tuning Internet based
telephone  call  services  using  traditional  telephones  at  a  calling center
environment.  We believe we have the ability to deploy information technology at
a  faster rate and with fewer errors than new entrants into this field.  We have
basic  billing  capabilities  to  accommodate  the  more  complex  commercial
transactions  in  which  we  intend to engage in the future.  We already have in
place  network  management  tools  and  a  secure web site capable of taking new
account orders in real-time. With our billing package, we can bill customers for
their telephone calls at any interval that they desire. We can send out bills on
a  weekly,  bi-weekly or monthly basis.  Many Commercial transactions need to be
billed differently.  We use an internal billing system that was designed for our
telephony  system.  The transactions that we intend to bill for are charges that
would  normally appear on the telephone bill.  We will be offering long distance
telephone service to our commercial as well as our retail customers. We can bill
for  transactions  by  time  of  day, date, even charge a surcharge on holidays.

We  believe  our  competitive  strength  is  the ability to build a bridge for a
segment of the urban population to access Internet based telephone communication
services.  We also believe we can move faster than larger telephone companies in
identifying  and  taking  advantage  of  market  opportunities as Internet based
telephone  communication  services  continues  to  evolve  at  a  rapid  pace.

Long Distance Market
--------------------

The  long  distance  telephony market and, in particular, the Internet telephony
market,  is  highly  competitive.  There  are  several  large and numerous small
competitors  and  we  expect  to  face continuing competition based on price and
service  offerings  from  existing  competitors  and  new market entrants in the
future.  The  principal competitive factors in the market include price, quality
of  service,  breadth  of  geographic  presence,  customer service, reliability,
network  capacity and the availability of enhanced communications services.  Our
competitors  include  AT&T,  MCI  WorldCom,  Sprint,  Net2Phone  and  other
telecommunications  carriers.

Many  of  our  competitors  have  substantially greater financial, technical and
marketing  resources, larger customer bases, longer operating histories, greater
name  recognition  and  more  established  relationships in the industry than we
have.  As  a  result,  certain  of  these  competitors may be able to adopt more
aggressive  pricing  policies,  which  could  hinder  our  ability to market our
Internet  telephony  services.

Web-Based Internet Telephony Services
-------------------------------------

As  consumers  and  telecommunications  companies  have  grown to understand the
benefits  that  may  be  obtained  from  transmitting voice over the Internet, a
substantial number of companies have emerged to provide voice over the Internet.
In  addition, companies currently in related markets have begun to provide voice
over  the  Internet  services  or  adapt their products to enable voice over the
Internet  services.  These  related  companies  may potentially migrate into the
Internet  telephony  market as direct competitors or could become competitors if
we  move  towards  their current markets through our stated intention to grow by
acquisition.

Internet Telephony Service Providers
------------------------------------

During  the  past  several years, a number of companies have introduced services
that  make  Internet  telephony  services available to businesses and consumers.
AT&T  Jens  (a  Japanese affiliate of AT&T), deltathree.com (a subsidiary of RSL
Communications),  I-Link,  iBasis  (formerly  known  as  VIP  Calling),  ICG
Communications,  IPVoice.com,  ITXC  and  OzEmail  (which  was  acquired  by MCI
WorldCom)  provide  a range of voice over the Internet services. These companies
offer PC-to-phone or phone-to-phone services which could be adapted to provide a
similar  service  to the services we offer. Some, such as AT&T Jens and OzEmail,
offer  these  services  within  limited  geographic  areas.

Intellectual Property
---------------------

We  do  not  currently own or hold any patents, trademarks, licenses, franchises
concessions,  royalty  agreements  or  labor  contracts.

Government Regulation
---------------------

-     Regulation of Internet Access Service

We  provide  Internet  access,  in  part,  by  using telecommunications services
provided  by  carriers.  Terms,  conditions  and  prices  for telecommunications
service  are  subject to economic regulation by State and Federal agencies.  We,
as  an  Internet  Access  Provider, are not currently subject to direct economic
regulation  by  the  Federal  Communications  Commission  (FCC)  or  any  State
regulatory  body  other than the type and scope of regulation that is applicable
to  businesses  generally.

In  April  1998  the  FCC  reaffirmed  that  Internet Access Providers should be
classified  as unregulated "Information Service Providers" rather than regulated
"Telecommunication  Providers"  under the terms of the Federal Telecommunication
Act  of 1996.  As a result, we are not subject to Federal regulations that apply
to  telephone  companies  and  similar  carriers  simply  because we provide our
services using telecommunications service provided by a third party carrier.  To
date,  no  State  has  attempted  to exercise economic regulations over Internet
Access  Providers.

Governmental regulatory approaches and policies to Internet Access Providers and
others  that use the Internet to facilitate Data and Communication Transmissions
are continuing to develop and in the future we could be exposed to regulation by
the  FCC  or  other  Federal agencies or by State regulatory agencies or bodies.
For  example, the FCC has expressed an intention to consider whether to regulate
providers  of  voice and fax service that employ the Internet or Internet Packet
Switching  as  "Telecommunications Providers" even though Internet access itself
would  not  be  regulated.  The  FCC  is  also  considering whether providers of
Internet  based  telephone services should be required to contribute towards the
Universal  Service  Fund,  which  subsidizes telephone service for rural and low
income  consumers,  or  should  pay  carrier access charges on the same basis as
applicable  to  regulated  telecommunications  providers.  To the extent that we
engage  in  the provision of Internet or Internet Protocol base telephone or fax
service,  we  may  become subject to regulations promulgated by the FCC or State
with respect to such activities.  We cannot assure potential investors that such
regulations  would  not  adversely  affect our ability to offer certain enhanced
business  services  in  the  future.

-     Regulation of Internet Content

Due  to  the increase in popularity and use of the Internet by broad segments of
the  population  it  is  possible  that laws and regulations may be adopted with
respect  to  web  site  content, privacy pricing, encryption standards, consumer
protection,  electronic  commerce,  taxation,  copyright  infringement and other
intellectual  property  issues.  We  cannot predict the effect, if any, that any
future  regulatory changes or developments may have on the demand for our access
or  enhanced  business  service.

Employees
---------

We believe that the success of our business will depend, in part, on our ability
to attract, retain and motivate highly qualified sales, technical and management
personnel, and upon the continued service of our senior management personnel. As
of  the  date  of  this  registration  statement,  we  have  two  full- time and
three-part  time  employees.  Two  full-time  employees  are  responsible  for
management and marketing, one part-time employee is responsible for book keeping
and sales, two other part-time employees are responsible for sales and other day
to  day  operations.  The three part-time employees are sons and daughter of Mr.
Tak  Hiromoto  and Mrs.Elizabeth Hiromoto. We consider our employee relations to
be  good and we have never experienced any work stoppages. We can not assure you
that  we  will be able to successfully attract, retain and motivate a sufficient
number  of  qualified  personnel  to  conduct  our  business  in  the  future.

Item  2.  Properties

Our  present  telephone  calling  center consists of an approximately 900 square
feet  facility  located  on  the first floor at 827 South Broadway, Los Angeles,
California.  This  facility  not  only  hosts  the telephone booths but also all
computer  equipment,  support staff and management employed by the company.  The
initial  lease was signed in August 1995 for six months with a rent of $1,200.00
per  month.  This  lease  has  been  subsequently  extended and is due to expire
February  28,  2004  with  the  following  rent  payment  schedule.

March  1,  2000  to  February  28,  2001            $1,700.00  per  month
March  1,  2001  to  February  28,  2002            $1,800.00  per  month
March  1,  2002  to  February  28,  2003            $1,900.00  per  month
March  1,  2003  to  February  28,  2004            $2,000.00  per  month



Item  3.  Legal  Proceedings

The  Company  is  not  a party to any legal proceedings, nor, to the best of its
knowledge,  is  any  such  proceedings  threatened  or  contemplated.

Furthermore, to the knowledge of management, no director or executive officer is
party to any action in which any has an interest adverse to the Company.

Item  4.  Submission  of  Matters  to  a  Vote  of  Security  Holders

No  matter  was  submitted  to  a  vote  during  the  year.



                                     PART II
                                     -------

Item  5.  Market  for  the Registrant's Common Stock and Related Security Holder
Matters

Market Information
------------------

No public trading market currently exists for our common stock. We plan to apply
to have our common stock traded on the NASD over-the-counter bulletin board.  We
can  not  assure  you that our stock will be traded on the NASD over-the-counter
bulletin  board,  a  trading  market will ever develop or, if such a market does
develop,  that  it  will  continue.

As of the date of this prospectus, the number of holders of our common stock was
approximately  153.

Dividends
---------

There are no present material restrictions that limit the ability of the Company
to  pay dividends on common stock or that are likely to do so in the future. The
Company  has  not  paid any dividends with respect to its common stock, and does
not  intend  to  pay  dividends  in  the  foreseeable  future.

Recent Sales of Unregistered Securities
---------------------------------------

Not  Applicable.








Item  6.  Management's  Discussion  and  Analysis

Selected Financial Data
-----------------------

For  the  years  ended  September  30,  2001  and  2000.

                                             2000          2001
                                             ----          ----
     Revenues                             $642,020       $660,115
     Net  income                            62,664         54,655
     Net  income  per  common  share           .01            .01
     Weighted  average  common
      shares  outstanding               10,000,000     10,000,000


At  September  30,  2001  and  2000

                                             2000          2001
                                             ----          ----

     Total  assets                          $6,443        $29,920
     Working  capital  (deficit)           (20,955)        (8,894)
     Shareholders'  equity  (deficit)        6,443         29,920

No  dividends  have  been  declared  or  paid  during  the  periods  presented.


Results of Operations
---------------------

For  the  Years  Ended  September  30,  2001  and  2000.

Sales

Revenues  for the year ended September 30, 2001 were $660,115 versus $642,020 in
revenues  for  the year ended September 30, 2000, an increase of $18,095, or 3%.
Retail  sales  consisted  of:  phone  calls, lotto tickets, bus token and passes
sales, checks cashed and money grams. The increase was primarily attributable to
greater  market  penetration  with  the  Company's  products  and  services.

We  plan to accelerate growth of sales in fiscal 2002 by increasing expenditures
on  marketing,  establishing  more  strategic  relationships  and growing public
awareness  of  our  products  and  services.



Income  /  Loss

Net  income  for  the year ended September 30, 2001 was $54,655 as compared to a
net income of $62,664 in the comparable period in 2000, a decrease of $8,009, or
13%.  The  decrease  was  primary  attributable  to  an  increase in general and
administrative  expenses.

The Company expects to continue to remain profitable and increase its net income
over  the  next  year.  However,  there  can  be no assurance that the Company's
profitability  or  revenue  growth  can  be  sustained  in  the  future.

Expenses

Total expenses for the year ended September 30, 2001 were $65,730 versus $49,835
in  the  comparable  year  in  2000,  an  increase  of $15,895, or 32%. This was
primarily attributable to an increase in general and administrative expenses for
the  year.

 We  anticipate incurring approximately the same amount of these expenses during
fiscal  2002.

     We  expect increases in certain expenses such as advertising through fiscal
2002  as  the  Company  moves toward increasing development and marketing of our
products  and  services.

Cost  of  Sales

One  of  the  largest  factors  in  the  variations  in  the  cost of sales as a
percentage  of  net  sales  is  the  cost  of  products  and  services.

Cost of sales for the year ended September 30, 2001 was $518,704 versus $502,123
in  the  comparable  period in 2000, an increase of $16,581, or 3%. The increase
was  primarily attributable to an increased in sales during the year of $18,095.

Impact  of  Inflation

We  believe  that inflation has had a negligible effect on operations during the
period.  We  believe  that  we  can offset inflationary increases in the cost of
sales  by  increasing  sales  and  improving  operating  efficiencies.

Trends,  Events,  and  Uncertainties

Demand  for  the  Company's  products  will be dependent on, among other things,
market  acceptance  of  the  Company's  concept, the quality of its products and
general  economic conditions, which are cyclical in nature.  Inasmuch as a major
portion of the Company's activities is the receipt of revenues from the sales of
its products, the Company's business operations may be adversely affected by the
Company's  competitors  and  prolonged  recessionary  periods.
Liquidity  and  Capital  Resources
----------------------------------

For  the  Year  Ended  September  30,  2001  and  2000.

Cash  flows provided by operations were $75,981 for the year ended September 30,
2001  versus $90,062 in the comparable period in 2000. Cash flows from operating
activities  were primarily attributable to the net income from operations and an
increase  in  accounts  payable.

We  have  funded our cash needs from inception through September 30, 2001 with a
series  of  related  party,  debt  and  equity  transactions.

We  will  substantially  rely on the existence of revenue from the product sales
and  from  the projected revenues for our services. We project that we will have
enough  capital  to  fund  our  operations  over  the  next  12  months.

On  a  long-term  basis, liquidity is dependent on continuation and expansion of
operations,  receipt  of  revenues,  additional  infusions  of  capital and debt
financing.  We  are considering launching a wide scale marketing and advertising
campaign.  Our current available capital and revenues are not sufficient to fund
such  a  campaign.  If  we  choose  to  launch  such  a campaign it well require
substantially  more capital. If necessary, we plan to raise this capital through
an additional follow-on stock offering. The funds raised from this offering will
be used to develop and execute the marketing and advertising strategy, which may
include  the use of television, radio, print and Internet advertising.  However,
there  can  be  no assurance that we will be able to obtain additional equity or
debt  financing  in the future, if at all.  If we are unable to raise additional
capital, our growth potential will be adversely affected.  Additionally, we will
have  to  significantly  modify  our  plans.







Item  7.  Financial  Statements

                          INDEPENDENT AUDITORS' REPORT
                          ----------------------------


                                             December 26, 2001

Telecom Communications of America
Telecom Communications, Inc.
827 South Broadway
Los Angeles, CA  90014-3201

I  have  audited  the  Balance  Sheet  of  Telecom Communications of America and
Telecom  Communications,  Inc. as of September 30, 2000 and 2001 and the related
statements  of  income,  cash  flows,  and  changes in equity for the respective
twelve  months then ended.  These financial statements are the responsibility of
the  management  of  the company.  My responsibility is to express an opinion on
them  based  on  my  audit.

I  conducted  the audit in accordance with Generally Accepted Auditing Standards
as  set  forth by the American Institute of Certified Public Accountants.  Those
standards  require  that  I  plan  and  perform  the  audit to obtain reasonable
assurance  about  whether  the  financial  statements  are  free  from  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.
I  believe  that  my  audit  provides  a  reasonable  basis  for  my  opinion.

Based on the results of my audit, I believe the financial statements referred to
above  presents  fairly  in  all  material  respects,  the financial position of
Telecom  Communications  of  America  and  Telecom  Communications,  Inc.  as of
September  30,  2000  and  2001,  the results of its operations, cash flows, and
changes in equity for the respective twelve months then ended in conformity with
generally  accepted  accounting  principles.

These  financial  statements  have  been prepared assuming that the company will
continue  as  a  going  concern.  As  discussed in Note 17, ownership draws have
produced  a  capital deficiency that raise substantial doubt about the company's
ability  to continue as a going concern as well as other factors.  The financial
statements  do not include any adjustments that might result from the outcome of
this  uncertainty.

                                   Very truly yours,


                                   Robert G. Ercak, CPA





                       TELECOM COMMUNICATIONS OF AMERICA &
                          TELECOM COMMUNICATIONS, INC.
                                  BALANCE SHEET
                            SEPTEMBER 30, 2000 & 2001


                                         
ASSETS. . . . . . . . . . . . . .       2000        2001
---------------------------------
CURRENT ASSETS
  Cash in Banks (Note 4). . . . .  $   2,443   $  25,920
  Inventory (Note 5). . . . . . .      4,000       4,000
                                   ----------  ----------
TOTAL CURRENT ASSETS. . . . . . .      6,443   $  29,920

PROPERTY & EQUIPMENT
  Equipment (Note 7). . . . . . .      7,450       7,450
  Less: Accumulated Depreciation.     (7,450)     (7,450)
                                   ----------  ----------
NET PROPERTY & EQUIPMENT. . . . .          0           0

OTHER ASSETS. . . . . . . . . . .          0           0
                                   ----------  ----------
TOTAL OTHER ASSETS. . . . . . . .          0           0

TOTAL ASSETS. . . . . . . . . . .  $   6,443   $  29,920
                                   ----------  ----------

LIABILITIES AND CAPITAL
---------------------------------
CURRENT LIABILITIES
   Inc. Tax Payable (Note 14) . .  $  27,398   $  21,026
                                   ----------  ----------
TOTAL CURRENT LIABILITIES . . . .     27,398      21,026

LONG TERM LIABILITIES . . . . . .          0           0
   TOTAL LONG TERM LIABILITIES. .          0           0
                                   ----------  ----------
   TOTAL LIABILITIES. . . . . . .     27,398     21,026_
                                   ----------  ----------

CAPITAL/EQUITY (Note 15)
   Beginning Capital. . . . . . .     17,781
   Less:  Withdrawals . . . . . .   (101,400)
   Net Income . . . . . . . . . .     62,664
CAPITAL STOCK
   10M Shares Issued Par .001 . .     10,000
   70M More Shares Common Auth. .          0
   20M Shares Preferred Auth. . .          0
   Additional Paid in Capital . .    (55,761)
   Retained Earnings. . . . . . .                 54,655
                                   ----------  ----------
TOTAL CAPITAL/EQUITY. . . . . . .    (20,955)      8,894
TOTAL LIAB. & CAPITAL/EQU.. . . .  $  6,443    $  29,920
                                   ----------  ----------


                        SEE INDEPENDENT AUDITOR'S REPORT
            ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE STATEMENTS






                       TELECOM COMMUNICATIONS OF AMERICA AND
                            TELECOM COMMUNICATIONS, INC.
                                 INCOME STATEMENTS
               FOR THE TWELVE MONTHS ENDED SEPTEMBER 30, 2000 & 2001


                                                                 
INCOME (Note 2). . . . . . . . . . . . .           2000                2001
----------------------------------------  -----------------------------------------
  Phone Calls. . . . . . . . . . . . . .  $     116,752     18.2%  $151,836   23.0%
  Lotto Tickets (Net). . . . . . . . . .          7,885      1.2      5,713    1.0
  Bus Tokens Sold. . . . . . . . . . . .        403,292     62.8    441,297   66.9
  Bus Passes Sold. . . . . . . . . . . .         95,789     14.9     43,018    6.5
  Checks Cashed (Net). . . . . . . . . .          8,139      1.3      9,346    1.4
  Money Grams (Net). . . . . . . . . . .         10,163      1.6      8,905    1.2
                                          -------------            --------
   TOTAL INCOME. . . . . . . . . . . . .        642,020    100.0    660,115  100.0
                                          -------------            --------

COST OF GOODS SOLD
  Phone Call Costs . . . . . . . . . . .         44,426      6.9     70,423   10.7
  Bus Token Costs. . . . . . . . . . . .        365,230     56.9    406,965   61.7
  Bus Pass Costs . . . . . . . . . . . .         92,467     14.4     41,316    6.3
                                          -------------            --------
  TOTAL COST OF SALES. . . . . . . . . .        502,123     78.2    518,704   78.7
                                          -------------            --------

  GROSS PROFIT . . . . . . . . . . . . .        139,897     21.8    141,411   21.3
                                          -------------            --------

EXPENSES

   Gen. & Admin. Expenses. . . . . . . .         49,835      7.8     65,730    9.9
                                          -------------            --------
   TOTAL G. & A. EXPEN.                          49,835      7.8     65,730    9.9
----------------------------------------  -------------            --------

OTHER INCOME (EXPENSES). . . . . . . . .              0                   0

  PRE-TAX INCOME . . . . . . . . . . . .         90,062     14.0     75,681   11.4
                                          -------------            --------

INCOME TAX PROVISION

  Fed. Inc. Tax Provision. . . . . . . .         19,022      3.0     13,988    2.1
  St. Inc. Tax Provision . . . . . . . .          8,376      1.3      7,038    1.1
                                          -------------            --------
  TOTAL INC. TAX PROV. . . . . . . . . .         27,398      4.3     21,026    3.2
                                          -------------            --------

NET INCOME . . . . . . . . . . . . . . .  $      62,664      9.7%  $ 54,655    8.2%
                                          -------------            --------

EPS (10,000,000 SHRS). . . . . . . . . .  $         .01            $    .01
                                          -------------  --------


                        SEE INDEPENDENT AUDITOR'S REPORT
            ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE STATEMENTS






                       TELECOM COMMUNICATIONS OF AMERICA &
                          TELECOM COMMUNICATIONS, INC.
                             STATEMENT OF CASH FLOWS
              FOR THE TWELVE MONTHS ENDED SEPTEMBER 30, 2000 & 2001


                                                    
                                                   2000       2001
                                              ----------  ---------
NET INCOME (LOSS). . . . . . . . . . . . . .  $  62,664   $ 54,655

  Adjustment to Reconcile Net Income
  To net cash used in Operating Activities:

  Depreciation:. . . . . . . . . . . . . . .          0          0
  Increase in Other Current Assets . . . . .          0          0
  Increase in Other Assets . . . . . . . . .          0          0
  Increase in Accounts Receivable. . . . . .          0          0
  Increase in Accounts Payable . . . . . . .     27,398     21,026
                                              ----------  ---------

NET CASH FROM OPERATIONS . . . . . . . . . .     90,062     75,681

Cash Flows from Investing Activities . . . .          0          0

Owner Draws. . . . . . . . . . . . . . . . .   (101,400)   (52,204)

  Cash Flows from Financing Activities:. . .          0          0
                                              ----------  ---------

NET INCREASE (DECREASE) IN CASH. . . . . . .    (11,338)    23,477

BEGINNING CASH BALANCES 10/01/99 & 00. . . .     13,781      2,443
                                              ----------  ---------

CASH AT SEPTEMBER 30, 2000 & 2001. . . . . .  $   2,443   $ 25,920
                                              ----------  ---------


                        SEE INDEPENDENT AUDITOR'S REPORT
            ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE STATEMENTS







                      TELECOM COMMUNICATIONS OF AMERICA AND
                          TELECOM COMMUNICATIONS, INC.
                     STATEMENT OF CHANGES IN OWNER'S EQUITY
              FOR THE TWELVE MONTHS ENDED SEPTEMBER 30, 2000 & 2001




                                                        

                                                        2000          2001
                                                      ------  -------------


Beginning Balance                                     $17,781         N/A

Income (Loss) For The Period . . . . . . . . . . . .   62,614       54,655

Less:  Owner Draws                                   (101,400)     (52,204)

Issuance of Capital Stock. . . . . . . . . . . . . .        0       10,000

Adjustments for Stock Issuance . . . . . . . . . . .        0       (3,557)
                                                 ____________     __________
Balance at Year End .                                ($20,955)      $8,894
                                                 ============     ==========




                        SEE INDEPENDENT AUDITOR'S REPORT
            ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE STATEMENTS

                        NOTES TO THE FINANCIAL STATEMENTS
             FOR THE TWELVE MONTHS ENDED SEPTEMBER 30, 2000 and 2001

NOTE  1:  ABOUT  THE  COMPANY

Telecom  Communications  of America was founded as a sole proprietorship in 1995
by  Michelle  Hiromoto  with  the  assistants  and  management of her father Tak
Hiromoto.  The  purpose  of  the  company was to provide low cost access to long
distance  carriers for individuals needing to call Latin and South America.  The
company  operates on the Internet as opposed to using conventional long distance
carriers to facilitate lower costs that are passed on to the customers.  Many of
the  extra fees that are found in conventional long distance systems are avoided
this  way.  In addition the company also provides various services such as check
cashing,  money  wiring,  the  sale  of  bus tokens and passes, and tickets from
California  Lottery  known  as  Lotto.

NOTE  2.  REVENUE  RECOGNITION

SAB  101  identifies  basic  criteria  that must be met for revenue recognition.
There  must  be  the  following  items:

A.     Persuasive  evidence  of  an  arrangement  exists;

B.     Delivery  has  occurred  or  service  has  been  rendered.

C.     The  seller's  price  to  the  buyer  is  fixed  or  determinable;

D.     Collectability  is  reasonably  assured.

Except  for  check cashing, all transactions are done on a cash basis with fixed
prices  made clear to the buyer prior to the transaction.  All products are paid
for  immediately upon receipt or completion of phone calls.  All monies received
are  not refundable.  EITF 99-19 requires that sales recognized on a gross basis
be for an item or service where the merchant takes total risk for the product or
service  as  opposed  to  an  agent  relationship  wherein earnings are simply a
commission  received  as  a  representative who bears no risk.  Phone calls, Bus
Passes,  and  Tokens, are reported at gross while Lotto Tickets, Money Grams and
Check  Cashing  are  reported  at  net.  Checks  cashed  are  limited  to  local
individuals  known  by  the  owners  as  local  employees with two types of I.D.
required.  On  one  occasion  $5,000 worth of checks did bounce which were later
determined  to  be  counterfeit.

This  incident  was  isolated  and has not been repeated because of the controls
being  used.  For  this  reason  bad  checks are minimal.  All cashed checks are
deposited  the  same  evening  and  clear  the next day so there are no material
receivables.  There  is  a  fee  of  1.7%  of  the  amount  cashed.

NOTE  3.   ACCOUNTING   METHOD

The  company  uses  the  accrual  method  of  accounting.

NOTE  4.  BANKING  POLICY

Funds  are  kept  in  two  banks so no more than $100,000 is in any one account.

NOTE  5.   INVENTORY  VALUATION

The  average  inventories  on  any  given  day  are  as  follows:

          Bus  Passes         $       500
          Bus  Tokens               2,000
          Lotto  Scratcher          1,500
                                _________

          Total               $     4,000
                                =========

NOTE  6.   RECEIVABLES

There  are  no  receivables  as  all  business  is  done  for cash.  See Note 2.

NOTE  7.   ASSETS

All  capitalized assets are fully depreciated while new ones are currently being
leased.

NOTE  8.   LIABILITIES

There  are no loans outstanding and no material payables other than income taxes
accrued.
See  Note  14.

NOTE  9.   LOANS  AND  LEASES

Although  no  loans  are  outstanding,  the  Company  does have a computer lease
requiring  a  monthly payment of $911.00.  This lease is good thru July 1, 2003.
Although  there  is a purchase option at the end of the lease for $3,600 this is
not  small enough to be considered a bargain purchase option which would require
lease  capitalization  Statement  No.  13  which  requires  capitalization  and
depreciation  of  certain  leases.  No capitalization of the lease will be done.
The  Company  is  also  leasing  its  occupancy  thru  December  31, 2003.  Both
obligations  are  broken  down  as  follows:




                         Computer  Lease

     Balance  on  07/01/2001  thru  09/30/2001          $      2,733
     Balance  on  10/01/2001  thru  09/30/2002                10,932
     Balance  on  10/01/2002  thru  07/01/2003                 8,199
                                                         ___________
     Total                                              $     21,864
                                                         ===========


                         Occupancy  Lease

     Balance  on  07/01/2001  thru  09/30/2001          $      5,400
     Balance  on  10/01/2001  thru  09/30/2002                22,300
     Balance  on  10/01/2002  thru  09/30/2003                23,500
     Balance  on  10/01/2003  thru  12/31/2003                 6,000
                                                         ___________
     Total                                              $     57,200
                                                         ===========

NOTE  10.   RELATED  PARTY  TRANSACTIONS

There  have  been  no  related  party  transactions.

NOTE  11.   LITIGATION

There  is  no  litigation  at  this  time  either  threatened  or  pending.

NOTE  12.   PRE-PAID  ITEMS  AND  DEPOSITS

There  are  no  large  deposits  on  any  assets  or  prepaid  insurance.

NOTE  13.   PAYROLL

Prior  to  incorporation  there  were no payrolls as ownership took draws as any
sole  proprietorship  does.  After  incorporation  the  officers will be paid as
professional,  independent  contractors.  Therefore,  there  are  no payroll tax
issues  to  be  concerned  about  at  this  time.

NOTE  14.   INCOME  TAX  PROVISION

Provision  for  income  taxes  is  based  on  corporate rates for both state and
federal  taxes.  Corporate  rates  are  used  for  the  statements  prior  to
incorporation  for  consistency.  The  rates  are  calculated  as  follows:


               Federal  rates:

          The  first      $50,000  @  15%  percent.
          The  next       $25,000  @  25%  percent.
          The  balance             @  35%  percent.

               State  rates:

          California  rate       of  9.3%.

NOTE  15.  INCORPORATION

On  December  21,  2000,  the Company was acquired by MAS Acquisition XXI  Corp.
Following  APB  No.  16, this type of  acquisition is commonly called a "reverse
merger" wherein the smaller private operating company, Telecom Communications of
America,  merges  into  a  non-operating  shell corporation, MAS Acquisition XXI
Corp.,  which  had  no  assets, resulting in the owner's/manager's, Tak Hiromoto
continuing  to  have  effective  operating  control of the new combined company,
Telecom Communications, Inc.  The shareholders of the former shell only continue
as  passive investors.  The accounting was accomplished by adjusting the balance
sheet  into  a  corporate style as opposed to a  sole proprietorship with simple
recognition  of  the assets and liabilities as they were in the former financial
statements of the sole proprietorship.  The equity section is adjusted by taking
all  owner's  capital  and  reclassifying it as Additional Paid in Capital.  The
Common  Stock issued is recognized at its par value of .001 as per the offering.
Ten  million  shares were issued totaling $10,000 but no cash was received.  The
offsetting  entry  is  to reduce Additional Paid in Capital by the $10,000.  The
financial  statements  presented  here  represent  the activities of the smaller
operating  company.

As  mentioned,  ten  million  shares have been issued at a par value of .001.  A
total  of 100 million shares are authorized with 80 million as common shares and
20  million  as  preferred.  The preferred stock will not be convertible so once
issued no dilution of Earnings Per Share will be needed.  The company intends to
raise  additional  capital through the issuance of stock to enable it to expand.
Management  estimates that $50,000 is needed to move forward the first year.  Of
the  ten  million  shares  issued, nine million were issued to Tak Hiromoto.  He
then  transferred  one million shares to Herman Alexis & Co., Inc. for assisting
the company.  The remaining one million shares is broken down with 977,500 owned
by  MAS  Capital, Inc. and the remaining 22,400 owned by a large number of small
investors.

NOTE  16.   FACILITATION  OF  MERGER

The  joining  of  the  companies  was  accomplished  by  an  introduction to MAS
Acquisition  XXI  Corp.  by Herman Alexis & Co., Inc. to the Hiromotos.  Neither
party  knew  each  other  before  this  introduction.


NOTE  17.   GOING  CONCERN

As  mentioned  in  Note  15,  management  estimates  that  $50,000  is needed to
effectively  expand  and  operate  the company for the first year.  Although the
company has operated successfully for seven years, ownership draws have produced
a capital deficiency that raise substantial doubt about the company's ability to
continue  as  a  going  concern.  The  future  is  unpredictable.  The financial
statements  are  presented  on  the  going concern basis, which contemplates the
realization  of  assets and satisfaction of  liabilities in the normal course of
business.  The  company's  ability  to  continue  as  a  going  concern  must be
considered  in  light  of  the  problems, expenses, and complications frequently
encountered by entrance into established markets and the competitive environment
in  which the company operates.  The financial statements prepared here have not
been  adjusted  to  reflect  possible  future  events  and  their  effect on the
recoverability and classification of assets or the amounts and classification of
assets or the amounts and classification of liabilities that may result from the
possible  inability  of  the  company  to  continue  as  a  going  concern.

NOTE  18.   EARNINGS  PER  SHARE

The  company calculates net income or Earnings per Share as required by SFAS No.
128.  Earnings  per  share  are calculated by dividing net income by the average
number  of  outstanding shares.  No shares are convertible so dilution is not an
issue.

NOTE  19.   DEFERRED  TAXES

According to SFAS 109, the objectives of accounting for income taxes are to
recognize (a) the amount of taxes payable or refundable for a current year and
(b) deferred tax liabilities and assets for the future tax consequences of
events that have been recognized in an enterprise's financial statements or tax
returns.  A deferred tax  liability or asset is recognized for the estimated
future tax effects attributable to temporary differences and  carry forwards.
Measurements of current and deferred tax liabilities and assets are based on
provisions of the enacted tax law.  The effects of future changes in tax laws or
rates are not anticipated.  If a tax deferral occurs, the measurement of
deferred tax assets is reduced, if necessary, by the amount of any tax benefits
that, based on available evidence, are not expected to be realized.  At this
time, there are no such deferrals.  See Note 14 for calculations of current tax
year liabilities based on existing rates.

NOTE  20.  SEGMENT  REPORTING

Currently  the  company reports only one segment on the financial statements, as
there  is  only  one  central location of business and not multiple locations or
departments.  SFAS  131 defines an operating segment, in part, as a component of
an  enterprise  whose  operating  results  are  regularly  reviewed by the chief
operating  decision  maker  to make decisions about resources to be allocated to
the  segment  and assess its performance.  The chief operating decision maker is
not  necessarily  a  single  person,  but is a function that may be performed by
several  persons.

Item 8. Changes with and Disagreements with Accountants on Accounting and
Financial Disclosure

NONE.

Item  9.  Directors  and  Executive  Officers  of  the  Registrant

Identification of Directors and Executive Officers
--------------------------------------------------

The  board  of directors shall consist of not less than one member nor more than
five  members.  Each  Director  elected shall hold office until his successor is
elected  and  qualified  at  annual  meeting  of the shareholders. The following
persons  are  the  Directors  and  Executive  Officers  of  our  Company.

Name                   Age     Position(s)
----                   ---     -----------
Tak  Hiromoto          61      President,  CEO  and  Director

Elizabeth  Hiromoto    50      Secretary,  Treasurer  and  Director

Mervyn  M.  Dymally    74      Director

Masato  Saiki          74      Marketing  Director

Mr.  Tak  Hiromoto  has  served  as  our  President, Chief Executive Officer and
Director since December 2000 and has been a manager of Telecom Communications of
America  from  September 1995 to present.  From March 1990 to December 1995, Mr.
Hiromoto  served  as  President  of Apro Inc., a Real Estate Management Company.
From  1982  to  Present,  Mr.  Hiromoto served as Director of Alternative Energy
Resource  Inc.

Mrs.  Elizabeth  Hiromoto  has  served  as our Secretary, Treasurer and Director
since  December 2000 and has been a manager of Telecom Communications of America
since  from  September  1995 to present.  From March 1990 to December 1995, Mrs.
Hiromoto served as Secretary, Treasurer and Director of Apro Inc., a Real Estate
Management  Company.  Mrs.  Hiromoto  is  a  licensed  Real  Estate Broker. Mrs.
Hiromoto  is  the  wife  of  Mr.  Tak  Hiromoto.

Mr.  Mervyn  M.  Dymally  has  served  as  our Director since December 2000. Mr.
Dymally  retired as a U.S. Congressman in 1992.  He was an Assemblyman, Senator,
and  Lieutenant  Governor of the state of California.  From 1992 to present, Mr.
Dymally  is the President of Dymally International Group, Inc., a consulting and
financial  advisory  firm  in  the United States.  Mr. Dynally has skills in the
areas  of  dispute  resolutions  and  has  successfully  negotiated  many  peace
agreements.  He  serves  as  a  honorary  consul  for  the  Republic of Benin in
California  and  is  International  Lobbyist for a number of countries including
many  African  states.

Mr. Masato Saiki has served as our Marketing Director since March 2001 on a part
time  basis.  From  March  1985 to January 1998, Mr. Saiki was the president and
CEO  of  Rino  Inc.,  an advertising Agency.  From February 1998 to present, Mr.
Saiki  worked  as  an  independent  marketing  consultant.

Term of Office
--------------

The term of office of the current directors shall continue until new directors
are elected or appointed.

Family Relationships
--------------------

Mrs.  Hiromoto  is  the  wife  of  Mr.  Tak  Hiromoto.

Involvement in Certain Legal Proceedings
----------------------------------------

Except  as  indicated  below and to the knowledge of management, during the past
five  years,  no  present  or  former  director,  person  nominated  to become a
director,  executive  officer,  promoter  or  control  person  of  the  Company:

(1)  Was  a  general  partner or executive officer of any business by or against
which  any  bankruptcy petition was filed, whether at the time of such filing or
two  years  prior  thereto;

(2)  Was  convicted  in  a criminal proceeding or named the subject of a pending
criminal  proceeding  (excluding  traffic  violations and other minor offenses);

(3) Was the subject of any order, judgment or decree, not subsequently reversed,
suspended  or  vacated,  of  any court of competent jurisdiction, permanently or
temporarily enjoining, barring, suspending or otherwise limiting his involvement
in  any  type  of  business,  securities  or  banking  activities;  and

(4) Was the subject of any order, judgment or decree, not subsequently reversed,
suspended  or  vacated, of any federal or state authority barring, suspending or
otherwise  limiting  for more than 60 days the right of such person to engage in
any  activity  described above under this Item, or to be associated with persons
engaged  in  any  such  activity;

(5)  Was  found  by  a  court of competent jurisdiction (in a civil action), the
Commission  or  the  Commodity  Futures  Trading  Commission  to have violated a
federal  or  state  securities or commodities law, and the judgment has not been
reversed,  suspended,  or  vacated.

Compliance with Section 16(a) of the Exchange Act
-------------------------------------------------

No  director,  executive  officer or 10% shareholder of the Company has effected
any  transactions  in  the  Company's  securities  for the dates covered by this
report  since  the  date  of  filing  their  respective  Form  3  reports.

Item  10.  Executive  Compensation

The  following table sets forth in summary form the compensation received during
each  of  the  Company's  last three completed fiscal years by the President and
Secretary/  Treasurer  of  the  Company.

Summary Compensation Table



                                                        
             Other    Restricted    Restricted
Name and. .  Fiscal   Annual        Compen-      Stock    LTIP     Stock
Position. .  Year     Salary        Bonuses      sation   Awards   Options   Bonuses
-----------  -------  ------------  -----------  -------  -------  --------  -------
                 (1)           (2)      (3) (7)      (4)      (5)       (6)
             -------  ------------  -----------  -------  -------  --------  -------
Tak
Hiromoto, .    2001   $    75,000          -0-      -0-      -0-       -0-       -0-
President &    2000   $    75,000          -0-      -0-      -0-       -0-       -0-
Director. .    1999   N/A                  -0-      -0-      -0-       -0-       -0-
-----------  -------  ------------  -----------  -------  -------  --------  -------
Elizabeth
Hiromoto, .    2001   $    20,000          -0-      -0-      -0-       -0-       -0-
Secretary,.    2000   $    20,000          -0-      -0-      -0-       -0-       -0-
Treas., Dir    1999   N/A                  -0-      -0-      -0-       -0-       -0-
-----------  -------  ------------  -----------  -------  -------  --------  -------


(1) The dollar value of base salary (cash and non-cash) received.
    Information on the stock-based compensation can be found in the accompanying
    audited financial statements.

(2) The dollar value of bonus (cash and non-cash) received.

(3) During the periods covered by the Summary Compensation Table, the
  Company did not pay any other annual compensation not properly categorized as
  salary or bonus, including perquisites and other personal benefits, securities
  or property.

(4) During the periods covered by the Summary Compensation Table, the
    Company did not make any award of restricted stock.

(5) The Company has had no stock option plans.

(6) The Company currently has no Restricted Stock Bonus Plans.

(7) No other compensation

No  member  of  the  Company's  management  has been granted any option or stock
appreciation  right;  accordingly,  no  tables  relating to such items have been
included  within  this  Item.  See  the Summary Compensation Table of this Item.

Compensation of Directors
-------------------------

There are no standard arrangements pursuant to which the Company's directors are
compensated  for  any  services  provided as director. No additional amounts are
payable  to  the  Company's  directors  for  committee  participation or special
assignments.

There  are  no arrangements pursuant to which any of the Company's directors was
compensated  during the Company's last completed fiscal year or the previous two
fiscal years for any service provided as director.  See the Summary Compensation
Table  of  this  Item.

Termination of Employment and Change of Control Arrangement
-----------------------------------------------------------

There  are  no  compensatory  plans  or  arrangements,  including payments to be
received  from  the  Company,  with  respect  to any person named in the Summary
Compensation  Table  set  out above which would in any way result in payments to
any  such  person  because  of  his  or  her  resignation,  retirement  or other
termination of such person's employment with the Company or its subsidiaries, or
any  change  in  control  of  the  Company,  or  a  change  in  the  person's
responsibilities  following  a  change  in  control  of  the  Company.

Indemnification  of  Officers  and  Directors
---------------------------------------------

We  indemnify  to the fullest extent permitted by, and in the manner permissible
under  the  laws  of  the State of Indiana, any person made, or threatened to be
made,  a  party  to  an  action  or  proceeding,  whether  criminal,  civil,
administrative  or  investigative, by reason of the fact that he/she is or was a
director  or officer of our Company, or served any other enterprise as director,
officer  or employee at our request.  Our board of directors, in its discretion,
shall  have  the  power  on behalf of the Company to indemnify any person, other
than  a  director  or officer, made a party to any action, suit or proceeding by
reason  of  the  fact  that  he/she  is  or  was  our  employee.


Item  11.  Security  Ownership  of  Certain  Beneficial  Owners  and  Management

     (a)  Security  Ownership  of  Certain  Beneficial  Owners

The  following  Table  sets  forth the shares held by those persons who own more
than  five  percent  of  Telecom  Communication's common stock as of February 5,
2002,  based  upon  10,000,000  shares  outstanding.

                   Name  and  address  of
Title  of  Class   beneficial  owner       Number  of  shares   Percent of class
----------------     -----------------     ------------------   ----------------


Common             Tak  Hiromoto                8,000,000             80%
                   827 S. Broadway
                   Los Angeles, CA 90014

Common             Mark     H.  Rhynes          1,000,000  (2)        10%
                   555 W. 5th Street, Floor 31
                   Los Angeles, CA 90013

Common             Aaron  Tsai                    977,950  (3)      9.78%
                   17 N. Governor St.
                   Evansville, IN 47711

(2)  The  shares  are  held  by Herman, Alexis & Co., Inc. Herman, Alexis & Co.,
Inc. is controlled by Mark H. Rhynes. Herman, Alexis & Co., Inc. verbally agreed
to lock-up its shares for a period of one year from the date of this prospectus.

(3)  Includes  a) 977,600 shares held by MAS Capital Inc. and b) 350 shares held
by  John  Tsai.  John  Tsai is Aaron Tsai's brother. Aaron Tsai is the President
and  control  person  of  MAS  Capital  Inc. MAS Capital Inc. verbally agreed to
lock-up  its shares for a period of six months from the date of this prospectus.

     (b) Security Ownership of Management

The following table sets forth the shares held by Telecom Communications, Inc.'s
directors and officers as of February 5, 2002.

Common     Tak  Hiromoto               8,000,000  (1)     80%
           827 S. Broadway
           Los Angeles, CA 90014

Ownership of shares by directors and officers of Telecom Communications as a
group: 80%

     (c)  Changes  in  Control

We  know of no contractual arrangements which may at a subsequent date result in
a  change  of  control  in  the  Company.

Item 12. Certain relationships and Related Transactions

Not  Applicable.

Item  13.  Exhibits  and  Reports  on  Form  8-K

     (a)  Financial  Statements
1.  The following financial statements of Telecom Communications are included in
Part  II,  Item  7:
Independent Auditor's Report                          14
Balance Sheet - September 30, 2001                    15
Statements of Income - Years Ended
     September 30, 2001 and 2000                      16
Statements of Cash Flows - Years Ended
     September 30, 2001 and 2000                      17
Statements of Stockholders' Equity - Years Ended
     September 30, 2001 and 2000                      18
Notes to Financial Statements                      19-23

          2. Exhibits
3. Articles of Incorporation as amended and bylaws are incorporated by reference
to  Exhibit  No.  3  of  Form  SB-2  as  amended  filed  November  28,  2001.

23. Consent of Auditors

(b) Reports on Form 8-K
No Form 8-K was filed during the fourth quarter.










                             SIGNATURE PAGE FOLLOWS
                             ----------------------





                                   SIGNATURES
                                   ----------

Pursuant  to  the  requirements  of  the  Securities  Exchange  Act of 1934, the
Registrant has caused this report to be signed on its behalf by the undersigned,
hereunto  duly  authorized.

          TELECOM COMMUNICATIONS, INC.

Date: February 5, 2002          By: /s/ Tak Hiromoto
                                --------------------
                                Tak Hiromoto
                                President and Director

Date: February 5, 2002          By: /s/ Elizabeth Hiromoto
                                --------------------------
                                Elizabeth Hiromoto
                                Secretary, Treasurer and Director