THIS INFORMATION STATEMENT IS BEING PROVIDED TO
YOU BY THE BOARD OF DIRECTORS OF THE COMPANY

WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE
REQUESTED NOT TO SEND US A PROXY

STARTCALL.COM, INC.
719 5th Street
Miami Beach, Florida 33139

INFORMATION STATEMENT

(Preliminary)
September    , 2002

GENERAL INFORMATION

        This Information Statement has been filed with the Securities and Exchange Commission and is being furnished, pursuant to Regulation 14C under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), to the holders (the "Stockholders") of the common stock, par value $.000666 per share (the "Common Stock"), of Startcall.com, Inc., a Florida Corporation (the "Company"), to notify such Stockholders that on or about September 27, 2002, the Company received written consents in lieu of a meeting of Stockholders (the “Consents”) from holders of 15,6744,439 shares representing approximately 64.57% of the 24,281,950 shares of the total issued and outstanding shares of voting stock of the Company (the "Majority Stockholders") approving an Amendment Articles of Incorporation of the Company (the "Amendment"), pursuant to which: (a) the Company will increase the authorized shares of Common Stock of the Company from 50,000,000 shares to 150,000,000,000 shares (collectively the "Stockholder Matters").

        On September 27, 2002, the Board of Directors of the Company approved an Amendment to the Articles of Incorporation, subject to Stockholder approval. The Majority Stockholders approved the Amendment by written consent in lieu of a meeting on September 27, 2002 in accordance with the Florida Business Corporation Act ("FBCA"). Accordingly, your consent is not required and is not being solicited in connection with the approval of the Amendment.

WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND A PROXY.

        The Amendment to the Company's Articles of Incorporation will increase the number of authorized shares of Common Stock from 50,000,000 to 150,000,000 shares. The form of the Amendment to the Articles of Incorporation that will be filed with the Florida Secretary of State is attached hereto as Exhibit A.

        The entire cost of furnishing this Information Statement will be borne by the Company. The Company will request brokerage houses, nominees, custodians, fiduciaries and other like parties to forward this Information Statement to the beneficial owners of the Common Stock held of record by them and will reimburse such persons for their reasonable charges and expenses in connection therewith. The Board of Directors has fixed the close of business on September 30, 2002 as the record date (the "Record Date") for the determination of Stockholders who are entitled to receive this Information Statement.

        You are being provided with this Information Statement pursuant to Section 14(c) of the Exchange Act and Regulation 14C and Schedule 14C adopted thereunder, and, in accordance therewith, the Amendment will not be filed with the Secretary of State of the State of Florida or become effective until at least 20 calendar days after the mailing of this Information Statement.

        This Information Statement is being mailed on or about October __, 2002 to all Stockholders of record as of the Record Date.

ADDITIONAL INFORMATION

        The Company is subject to the informational requirements of the Exchange Act, as amended, and in accordance therewith files reports, proxy statements and other information including annual and quarterly reports on Form 10-KSB and 10-QSB (the "1934 Act Filings") with the Securities and Exchange Commission (the "Commission"). Reports and other information filed by the Company can be inspected and copied at the public reference facilities maintained at the Commission at Room 1024, 450 Fifth Street, N.W., Washington, DC 20549. Copies of such material can be obtained upon written request addressed to the Commission, Public Reference Section, 450 Fifth Street, N.W., Washington, D.C. 20549, at prescribed rates. The Commission maintains a web site on the Internet (http://www.sec.gov) that contains reports, proxy and information statements and other information regarding issuers that file electronically with the Commission through the Electronic Data Gathering, Analysis and Retrieval System ("EDGAR").

        The following documents as filed with the Commission by the Company are incorporated herein by reference:

OUTSTANDING VOTING SECURITIES

        As of the date of the Consents by the Majority Stockholders, September 27, 2002 the Company had 24,281,950 shares of Common Stock issued and outstanding, and there were no shares of Preferred Stock authorized. Each share of outstanding Common Stock is entitled to one vote on matters submitted for Stockholder approval.

        On September 27, 2002 the holders of 15,674,439 shares (or approximately 64.57% of the 24,281,950 of Common Stock then outstanding) executed and delivered to the Company the Consents approving the Amendment. Since the Amendment has been approved by the Majority Stockholders, no proxies are being solicited with this Information Statement.

        The FBCA provides in substance that unless the Company's articles of incorporation provides otherwise, stockholders may take action without a meeting of stockholders and without prior notice if a consent or consents in writing, setting forth the action so taken, is signed by the holders of outstanding stock having not less than the minimum number of votes that would be necessary to take such action at a meeting at which all shares entitled to vote thereon were present.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

        The following information table sets forth certain information regarding the Company's common stock owned on September 27, 2002 by (i) each who is known by the Company to own beneficially more than 5% of its outstanding Common Stock, (ii) each director and officer, and (iii) all officers and directors as a group:

DISSENTER'S RIGHTS OF APPRAISAL

        The Stockholders have no right under the FBCA, the Company's Articles of Incorporation or By-Laws to dissent from any of the provisions adopted in the Amendment.

AMENDMENT TO THE COMPANY'S ARTICLES OF INCORPORATION TO

INCREASE THE AUTHORIZED NUMBER OF SHARES OF COMMON STOCK, PAR VALUE $.000666 PER SHARE.

        The Company's Articles of Incorporation, as amended (the "Articles of Incorporation"), authorizes the issuance of 50,000,000 shares of Common Stock, $.000666 par value, and no shares of Preferred Stock. On September 27, 2002, the Board of Directors approved an Amendment to the Articles of Incorporation to increase the number of authorized shares of Common Stock from 50,000,000 to 150,000,000,000. On September 27, 2002, the holders of over a majority of the outstanding shares of Common Stock approved the amendment by written consent.

        The general purpose and effect of the amendment to the Company's Articles of Incorporation is to authorize 150,000,000,000 shares of Common Stock. The Board of Directors believes that it is prudent to have the additional shares of Common Stock available for general corporate purposes, including acquisitions, equity financings, stock dividends, stock splits or other recapitalizations, and grants of stock options.

        Except in connection with a proposed stock dividend, the Company currently has no arrangements or understandings for the issuance of additional shares of Common Stock, although opportunities for acquisitions and equity financings could arise at any time. If the Board of Directors deems it to be in the best interests of the Company and the Stockholders to issue additional shares of Common Stock or preferred stock in the future from authorized shares, the Board of Directors generally will not seek further authorization by vote of the Stockholders, unless such authorization is otherwise required by law or regulations.

        The increase in the authorized number of shares of Common Stock could have an anti-takeover effect. If the Company's Board of Directors desires to issue additional shares in the future, such issuance could dilute the voting power of a person seeking control of the Company, thereby deterring or rendering more difficult a merger, tender offer, proxy contest or an extraordinary corporate transaction opposed by the Company.

EFFECTIVE DATE OF AMENDMENTS

        Pursuant to Rule 14c-2 under the Exchange Act, the filing of the Amendment to the Articles of Incorporation with the Florida Secretary of State or the effective date of such filing, shall not occur until a date at least twenty (20) days after the date on which this Information Statement has been mailed to the Stockholders. The Company anticipates that the actions contemplated hereby will be effected on or about the close of business on October ___, 2002.