SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 8-K


                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


       Date of Report (date of earliest event reported): February 7, 2000



                            PARAMOUNT SERVICES CORP.
             (Exact name of Registrant as specified in its charter)



      Delaware                           0-26277                 98-0204758
(State or other jurisdiction     (Commission File No.)        (IRS Employer
of incorporation)                                           Identification No.)



                       Suite 450, 999 West Hastings Street
                           Vancouver, British Columbia
                                 Canada V6C 2W2
          (Address of principal executive offices, including Zip Code)


       Registrant's telephone number, including area code: (604) 633-2556

                                   Suite 1650
                      Waterfront Centre, 200 Burrard Street
                           Vancouver, British Columbia
                                 Canada V6C 3L6
          (Former name or former address if changed since last report.)



<PAGE>


Item 1.  Changes in Control of Registrant

      On February 7, 2000 the Company acquired all of the issued and outstanding
shares of  Wowtown.com,  Inc. in exchange for 5,000,000  shares of the Company's
common stock.

      Wowtown was  incorporated on June 9, 1999.  Wowtown's  principal  business
activities include establishing web sites and operating and maintaining computer
internet web sites for certain cities in the United States and Canada.

       Wowtown  has   established  its  first  fully   operational   website  at
www.vancouverwow.com.

      As of January 25, 1999 Wowtown employed three people on a full-time basis.

      Following  the  acquisition  of  Wowtown  Andrew  Hromyk  resigned  as the
Company's president. The Company's new officers and directors are:

            Name                                Position

            David Packman                       President and a Director
            Stephen C. Jackson                  Secretary and a Director
            David Jackson                       Chief Executive Officer and
                                                a Director

      As a result of the  acquisition  of Wowtown the following  persons are the
principal shareholders of the Company's common stock.

                                  Shares           Percentage
      Name                        Owned             Ownership

      595796 B.C. Ltd.         5,000,000 (1)           68%
      Bona Vista West Ltd.     2,035,700               28%

(1   In connection with the acquisition of Wowtown the Company issued 5,000,000
     shares of common stock to 595796 B. C. Ltd. The Company's  present officers
     and directors have the following ownership in 595796 B. C., Ltd.

                                                   Percentage
      Name                                         Ownership

      David B. Jackson                                 25%
      David Packman                                    25%
      Stephen C. Jackson                               25%

<PAGE>


Item 2.  Acquisition or Disposition of Assets

      See Item 1.

Item 5.  Other Events

      Concurrent  with the acquisition of Wowtown the Company sold 500 shares of
its Series A Convertible  Preferred  stock at a price of $1,000 per share to two
investors.  Each  Series A  Preferred  Share is  convertible  into shares of the
Company's  common stock on or after March 22, 2000.  The number of shares of the
Company's common stock which will be issued upon the conversion of each Series A
Preferred  share will be  determined  by  dividing  $1,000 by 75% of the average
market price of the Company's  common stock for the ten trading days immediately
prior to the conversion date.

Item 7.  Financial Statements, Pro Forma Financial Information

(a)   Financial Statements of Business Acquired

(b)   Pro Forma Financial Information

(c)   Exhibits

      2     Share Exchange Agreement

      4    Certificate  of  Designation  setting forth rights and  preferences
           of the Series A Convertible Preferred Stock


                                         SIGNATURES

      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.


Date:   February 7, 2000

                                          PARAMOUNT SERVICES CORP.



                                          By:  /s/ Stephan C. Jackson
                                               Stephen C. Jackson
                                               Secretary


<PAGE>

                          REPORT OF INDEPENDENT AUDITOR



To the Director of
Wowtown.com Inc.


We  have  audited  the  accompanying   balance  sheet  of  Wowtown.com  Inc.  (a
development stage enterprise) as of October 31, 1999 and the related  statements
of operations,  stockholders'  equity and cash flows for the initial period 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.

We conducted our audit in accordance with auditing standards  generally accepted
in the United States.  Those standards require that we plan and perform an audit
to obtain reasonable  assurance about 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  provide a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Wowtown.com Inc. at October 31,
1999,  and the  results of its  operations  and its cash  flows for the  initial
period then ended, in conformity with accounting  principles  generally accepted
in the United States.





                                                      /s/  N.I. Cameron Inc.

Vancouver, Canada,                                    CHARTERED ACCOUNTANTS
November 24, 1999



<PAGE>


                                Wowtown.com Inc.
                        (a development stage enterprise)
                                  Balance Sheet
                                October 31, 1999


                                     ASSETS

CURRENT
   Cash                                                   $       4,787

Deferred charges                                                  3,150
                                                          $       7,937


                      LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES
   Accounts payable (Note 4)                                 $  15,332
   Notes payable (Note 5)                                       21,800
   Notes payable to related parties (Notes 4 and 5)             18,900
   Loans from stockholders (Note 6)                              2,499
                                                           -----------
                                                                58,531

STOCKHOLDERS' DEFICIT Share capital (Note 3)
      Common stock - $0.001 par value
      50,000,000 authorized; 100 issued and outstanding              1
      Preferred stock - $0.001 par value
        5,000,000 authorized

      Deficit accumulated in the development stage            (50,595)
                                                             ---------
                                                              (50,594)

                                                            $    7,937


On behalf of the Board:



Director




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

<PAGE>

                                Wowtown.com Inc.
                        (a development stage enterprise)
                             Statement of Operations
                       For the Initial Period from date of
                 Incorporation June 9, 1999 to October 31, 1999




OPERATING EXPENSES

   Professional fees                                      $        859
   Office and miscellaneous                                      3,512
   Development expenses (Note 4)                                46,224
                                                          ------------

LOSS FROM OPERATIONS                                       $  (50,595)
                                                           ===========











       The accompanying notes are an integral part of these financialstatements.


<PAGE>


                                Wowtown.com Inc.
                        (a development stage enterprise)
                       Statement of Stockholders' Deficit
                       For the Initial Period from date of
                 Incorporation June 9, 1999 to October 31, 1999




                                                         Deficit
                                                       Accumulated
                                     Common Stock        in the
                                Number of              development
                                 Shares      Amount       stage       Total
                              -------------------------------------------------

  Issuance of common stock            100       $  1         $    -     $    1

  Loss for the period                   -          -       (50,595)   (50,595)

                              =================================================
Balance October 31, 1999              100       $  1     $ (50,595) $ (50,594)
                              =================================================








      The accompanying notes are an integral part of these financial statements


<PAGE>


                                Wowtown.com Inc.
                        (a development stage enterprise)
                             Statement of Cash Flows
                       For the Initial Period from date of
                 Incorporation June 9, 1999 to October 31, 1999





OPERATING ACTIVITIES
  Loss for the period                                           $(50,595)
  Add: Changes in non-cash working capital
           Accounts payable                                        15,332
                                                               -----------
  Net cash used in operating activities                          (35,263)
                                                               -----------

FINANCING ACTIVITIES
  Advances from stockholders                                        2,499
  Increase in notes payable                                        40,700
  Issuance of share capital                                             1
                                                               -----------
  Net cash provided by financing activities                        43,200
                                                               -----------

INVESTING ACTIVITIES
  Increase in deferred charges                                    (3,150)
                                                               -----------
  Net cash used in investing activities                           (3,150)
                                                               -----------

NET CHANGE IN CASH DURING THE PERIOD                                4,787

CASH AT BEGINNING OF PERIOD                                             -
                                                               -----------

CASH AT END OF PERIOD                                            $  4,787
                                                               ===========












       The accompanying notes are an integral part of these financial statements


<PAGE>


                                Wowtown.com Inc.
                        (a development stage enterprise)
                          Notes to Financial Statements
                                October 31, 1999



1.    FORMATION AND BUSINESS OF THE COMPANY

     Wowtown.com Inc. (the "Company") was incorporated in Nevada, U.S.A. on June
     9, 1999.

   The Company is a  development  stage  company and its purpose at this time is
   focused on bringing  the Internet  from the World Wide Web to an  interactive
   local market,  develop advertising resources and community  directories.  The
   Company is developing a community of Local Market  Internet  Portals in major
   North American centres with further extension into suburbs and neighborhoods.
   It is a free membership  concept for the internet user,  creating savings and
   discounts   for  the   members   with  the   participating   local   business
   establishments. There are approximately 1,100 members at this time.


2.    SIGNIFICANT ACCOUNTING POLICIES

   Use of estimates
   The preparation of financial statements in conformity with generally accepted
   accounting  principles  requires management to make estimates and assumptions
   that affect the amounts reported in the financial statements and accompanying
   notes. Actual results could differ from these estimates.

   Income taxes
   The Company uses the liability  method of accounting for income taxes.  Under
   this method,  deferred tax assets and liabilities are determined based on the
   difference   between  financial   statement  and  tax  bases  of  assets  and
   liabilities  and are  measured  using the enacted tax rates and laws that are
   expected  to be in effect  when the  differences  are  expected  to  reverse.
   Deferred  tax  assets  are  reduced by a  valuation  allowance  in respect of
   amounts considered by management to be less likely than not of realization in
   future periods.

3.    SHARE CAPITAL

   Holders  of the  common  stock are  entitled  to one vote per share and share
   equally in any dividends declared and distributions on liquidation.




<PAGE>


                                Wowtown.com Inc.
                        (a development stage enterprise)
                          Notes to Financial Statements
                                October 31, 1999



4.    RELATED PARTY TRANSACTIONS

(a)     A  company  controlled  by  a  director  of  the  Company  has  provided
        administrative  services and  facilities to the Company and  development
        expenses at cost.  The  Company as at October  31, 1999 was  indebted in
        relation to these services are as follows:

        Notes payable                          $  10,600
        Accounts payable                           2,254
                                             -----------
                                               $  12,854

(b)     A  company  controlled  by  three  of  the  stockholders  has  performed
        development  services  for the Company at cost.  As at October 31, 1999,
        the Company was indebted for these services are as follows:

            Note payable                      $    8,300
            Accounts payable                       2,539
                                              ----------
                                               $  10,839

The total amount of expenses  incurred through services of these related parties
are as follows:

            Administrative                    $    3,500
            Development expenses                  23,445
                                               ---------
                                               $  26,945

5.    NOTES PAYABLE

   Notes payable to unrelated  parties amounting to $21,800 do not bear interest
   and are due and payable on December 31, 1999.

   Notes  payable to related  parties  amounting to $18,900 do not bear interest
   and are due and payable on December 31, 1999.





<PAGE>


                                Wowtown.com Inc.
                        (a development stage enterprise)
                          Notes to Financial Statements
                                October 31, 1999



6.    LOANS FROM STOCKHOLDERS

   Loans from stockholders are interest-free and have no terms of repayment.


7.    YEAR 2000

   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.  The effects of the Year 2000 Issue may be  experienced  before,
   on, or after January 1, 2000, and, if not addressed, the impact on operations
   and financial  reporting may range from minor errors to  significant  systems
   failure which could affect the Company's  ability to conduct normal  business
   operations.  It is not  possible  to be certain  that all aspects of the Year
   2000 Issue  affecting the Company,  including those related to the efforts of
   customers, suppliers, or other third parties, will be fully resolved.


<PAGE>


PARAMOUNT SERVICES CORP.

                         PRO FORMA FINANCIAL INFORMATION


      The accompanying pro forma financial  information reflects the purchase by
      Paramount  Services Corp.  ("Paramount") of all the issued and outstanding
      shares of WOWtown.com, Inc. ("WOWtown"). The transaction will be accounted
      for as a reverse purchase  acquisition between WOWtown as the acquirer and
      Paramount as the acquired  company.  The pro forma  financial  information
      presented  consists  of a condensed  income  statement  for the  six-month
      period ended October 31, 1999 as if the transaction had occurred on May 1,
      1999. A pro forma condensed  income statement for the year ended April 30,
      1999 is not presented as WOWtown was only incorporated on June 9, 1999, so
      the  income  statement  for  the  year  ended  April  30,  1999  would  be
      non-existent.  In addition,  a pro forma  balance  sheet as at October 31,
      1999 is presented as if the transaction had occurred on October 31, 1999.


<PAGE>




                      Pro Forma Condensed Income Statement
                                October 31, 1999
                                   (Unaudited)
<TABLE>
  <S>                  <C>                <C>             <C>            <C>         <C>                  <C>             <C>
                                     Historical Statements
                            Paramount              WOWtown             Adjustments (Note 1)                        Pro Forma
                     Six Months    Period from      Period from     to Six Month   to Period From      Six Months     Period from
                       Ended     December 18,1999   June 9, 1999     Period End    December 18, 1997     Ended     December 18,1997
                     October 31,     (date of            to           October 31,  to October 31,1999   October 31,    (date of
                       1999        incorporation)   October 31,1999     1999                              1999        incorporation)
                                  to October 31,1999   (Note 2)                                                   to October 31,1999

Development         $    -             $     -         $ 46,224       $    -          $    -             $             $   46,224
expenses                                                                              46,224
Professional fees    5,225              20,045              859       (5,225)        (20,045)               859               859
Office and           4,323               4,323            3,512       (4,323)         (4,323)             3,512             3,512
administration      ---------------------------        --------       -------------------------           -------------------------

Net Loss for the
  Period           $(9,548)          $ (24,368)        $(50,595)      $9,548        $ 24,368          $ (50,595)       $   50,959
                  =============================      ============     ======================          =============================

Loss per share, basic and diluted                                                                                       $  (0.007)
                                                                                                                       ===========

Adjusted weighted average number of common shares                                                                        7,349,000
issued                                                                                                                  ==========


</TABLE>




Notes to the Pro Forma Condensed Income Statement for the six month period ended
October 31, 1999

Note     1 The adjustments above reflect the removal of the historical  accounts
         of Paramount due to the reverse purchase acquisition.

Note     2 WOWtown was  incorporated  on June 9, 1999;  therefore  the financial
         figures are for the period from June 9, 1999 to October 31, 1999.


<PAGE>



                         Pro Forma Condensed Balance Sheet
                                 October 31, 1999
                                    (Unaudited)


                                Historical Statements    Adjustments  Pro Forma
                              Paramount      WOWtown                  Statement
                             --------------------------------------------------

              ASSETS
CURRENT
  Cash                         $  929        $ 4,787      $500,000    $ 505,716
Deferred charges                    -          3,150             -        3,150
                               ------------------------------------------------
                               $  929        $ 7,937      $500,000    $ 508,866
                              ================================================

            LIABILITIES
CURRENT
  Accounts payable             $  900        $15,332             -    $  16,232
Notes payable                       -         21,800             -       21,800
Notes payable and amounts
   due to related parties      19,387         18,900             -       38,287
Loans from stockholders             -          2,499             -        2,499
                               ------------------------------------------------
                               20,287         58,531             -       78,818
                               ------------------------------------------------

  STOCKHOLDERS' EQUITY (DEFICIT)
Common Stock                      225              1      (225)(Note 1)     735
                                                           500 (Note 1)
                                                            10 (Note 2)
                                                           224 (Note 3)
Preferred Stock                     -              -         1 (Note 4)       1
Additional paid-in capital      4,785              -   499,999 (Note 4) 499,775
                                                        (4,785)(Note 1)
                                                          (224)(Note 3)
Deficit accumulated in the    (24,368)       (50,595)      (10)(Note 2) (70,463)
development stage                                      (19,858 (Note 1)
                                                        24,368 (Note 1)
                               ------------------------------------------------
                              (19,358)       (50,594)  500,000          430,048
                              ------------------------------------------------
                               $  929        $ 7,937  $500,000         $508,866
                              ================================================

Note     1 This  adjustment  reflects the reverse  purchase  acquisition and the
         issuance of 5,000,000 shares in the transaction.

Note 2  This  adjustment  reflects the issue of 100,000  shares of Paramount as
        a consulting fee.

 Note 3  This  adjustment  reflects  the par value of  7,349,000 outstanding
         common shares of Paramount at $0.0001 per share.

Note 4   This adjustment  reflects the issue of 500 Paramount preferred shares
         for $1,000 each.
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SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

       Date of Report (date of earliest event reported): February 7, 2000

                            PARAMOUNT SERVICES CORP.
             (Exact name of Registrant as specified in its charter)

      Delaware                           0-26277                 98-0204758
(State or other jurisdiction     (Commission File No.)        (IRS Employer
of incorporation)                                           Identification No.)

                       Suite 450, 999 West Hastings Street
                           Vancouver, British Columbia
                                 Canada V6C 2W2
          (Address of principal executive offices, including Zip Code)

       Registrant's telephone number, including area code: (604) 633-2556

                                   Suite 1650
                      Waterfront Centre, 200 Burrard Street
                           Vancouver, British Columbia
                                 Canada V6C 3L6
          (Former name or former address if changed since last report.)
Item 1.  Changes in Control of Registrant

      On February 7, 2000 the Company acquired all of the issued and outstanding
shares of  Wowtown.com,  Inc. in exchange for 5,000,000  shares of the Company's
common stock.

      Wowtown was  incorporated on June 9, 1999.  Wowtown's  principal  business
activities include establishing web sites and operating and maintaining computer
internet web sites for certain cities in the United States and Canada.

       Wowtown  has   established  its  first  fully   operational   website  at
www.vancouverwow.com.

      As of January 25, 1999 Wowtown employed three people on a full-time basis.

      Following  the  acquisition  of  Wowtown  Andrew  Hromyk  resigned  as the
Company's president. The Company's new officers and directors are:

            Name                                Position

            David Packman                       President and a Director
            Stephen C. Jackson                  Secretary and a Director
            David Jackson                       Chief Executive Officer and
                                                a Director

      As a result of the  acquisition  of Wowtown the following  persons are the
principal shareholders of the Company's common stock.

                                  Shares           Percentage
      Name                        Owned             Ownership

      595796 B.C. Ltd.         5,000,000 (1)           68%
      Bona Vista West Ltd.     2,035,700               28%

(1   In connection with the acquisition of Wowtown the Company issued 5,000,000
     shares of common stock to 595796 B. C. Ltd. The Company's  present officers
     and directors have the following ownership in 595796 B. C., Ltd.

                                                   Percentage
      Name                                         Ownership

      David B. Jackson                                 25%
      David Packman                                    25%
      Stephen C. Jackson                               25%
Item 2.  Acquisition or Disposition of Assets

      See Item 1.

Item 5.  Other Events

      Concurrent  with the acquisition of Wowtown the Company sold 500 shares of
its Series A Convertible  Preferred  stock at a price of $1,000 per share to two
investors.  Each  Series A  Preferred  Share is  convertible  into shares of the
Company's  common stock on or after March 22, 2000.  The number of shares of the
Company's common stock which will be issued upon the conversion of each Series A
Preferred  share will be  determined  by  dividing  $1,000 by 75% of the average
market price of the Company's  common stock for the ten trading days immediately
prior to the conversion date.

Item 7.  Financial Statements, Pro Forma Financial Information

(a)   Financial Statements of Business Acquired

(b)   Pro Forma Financial Information

(c)   Exhibits

      2     Share Exchange Agreement

      4    Certificate  of  Designation  setting forth rights and  preferences
           of the Series A Convertible Preferred Stock

                                         SIGNATURES

      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.

Date:   February 7, 2000

                                          PARAMOUNT SERVICES CORP.

                                          By:  /s/ Stephan C. Jackson
                                               Stephen C. Jackson
                                               Secretary
REPORT OF INDEPENDENT AUDITOR

To the Director of
Wowtown.com Inc.

We  have  audited  the  accompanying   balance  sheet  of  Wowtown.com  Inc.  (a
development stage enterprise) as of October 31, 1999 and the related  statements
of operations,  stockholders'  equity and cash flows for the initial period 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.

We conducted our audit in accordance with auditing standards  generally accepted
in the United States.  Those standards require that we plan and perform an audit
to obtain reasonable  assurance about 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  provide a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Wowtown.com Inc. at October 31,
1999,  and the  results of its  operations  and its cash  flows for the  initial
period then ended, in conformity with accounting  principles  generally accepted
in the United States.

                                                      /s/  N.I. Cameron Inc.

Vancouver, Canada,                                    CHARTERED ACCOUNTANTS
November 24, 1999
Wowtown.com Inc.
                        (a development stage enterprise)
                                  Balance Sheet
                                October 31, 1999

                                     ASSETS

CURRENT
   Cash                                                   $       4,787

Deferred charges                                                  3,150
                                                          $       7,937

                      LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES
   Accounts payable (Note 4)                                 $  15,332
   Notes payable (Note 5)                                       21,800
   Notes payable to related parties (Notes 4 and 5)             18,900
   Loans from stockholders (Note 6)                              2,499
                                                           -----------
                                                                58,531

STOCKHOLDERS' DEFICIT Share capital (Note 3)
      Common stock - $0.001 par value
      50,000,000 authorized; 100 issued and outstanding              1
      Preferred stock - $0.001 par value
        5,000,000 authorized

      Deficit accumulated in the development stage            (50,595)
                                                             ---------
                                                              (50,594)

                                                            $    7,937

On behalf of the Board:

Director

   The accompanying notes are an integral part of these financial statements.
Wowtown.com Inc.
                        (a development stage enterprise)
                             Statement of Operations
                       For the Initial Period from date of
                 Incorporation June 9, 1999 to October 31, 1999

OPERATING EXPENSES

   Professional fees                                      $        859
   Office and miscellaneous                                      3,512
   Development expenses (Note 4)                                46,224
                                                          ------------

LOSS FROM OPERATIONS                                       $  (50,595)
                                                           ===========

       The accompanying notes are an integral part of these financialstatements.
Wowtown.com Inc.
                        (a development stage enterprise)
                       Statement of Stockholders' Deficit
                       For the Initial Period from date of
                 Incorporation June 9, 1999 to October 31, 1999

                                                         Deficit
                                                       Accumulated
                                     Common Stock        in the
                                Number of              development
                                 Shares      Amount       stage       Total
                              -------------------------------------------------

  Issuance of common stock            100       $  1         $    -     $    1

  Loss for the period                   -          -       (50,595)   (50,595)

                              =================================================
Balance October 31, 1999              100       $  1     $ (50,595) $ (50,594)
                              =================================================

      The accompanying notes are an integral part of these financial statements
Wowtown.com Inc.
                        (a development stage enterprise)
                             Statement of Cash Flows
                       For the Initial Period from date of
                 Incorporation June 9, 1999 to October 31, 1999

OPERATING ACTIVITIES
  Loss for the period                                           $(50,595)
  Add: Changes in non-cash working capital
           Accounts payable                                        15,332
                                                               -----------
  Net cash used in operating activities                          (35,263)
                                                               -----------

FINANCING ACTIVITIES
  Advances from stockholders                                        2,499
  Increase in notes payable                                        40,700
  Issuance of share capital                                             1
                                                               -----------
  Net cash provided by financing activities                        43,200
                                                               -----------

INVESTING ACTIVITIES
  Increase in deferred charges                                    (3,150)
                                                               -----------
  Net cash used in investing activities                           (3,150)
                                                               -----------

NET CHANGE IN CASH DURING THE PERIOD                                4,787

CASH AT BEGINNING OF PERIOD                                             -
                                                               -----------

CASH AT END OF PERIOD                                            $  4,787
                                                               ===========

       The accompanying notes are an integral part of these financial statements
Wowtown.com Inc.
                        (a development stage enterprise)
                          Notes to Financial Statements
                                October 31, 1999

1.    FORMATION AND BUSINESS OF THE COMPANY

     Wowtown.com Inc. (the "Company") was incorporated in Nevada, U.S.A. on June
     9, 1999.

   The Company is a  development  stage  company and its purpose at this time is
   focused on bringing  the Internet  from the World Wide Web to an  interactive
   local market,  develop advertising resources and community  directories.  The
   Company is developing a community of Local Market  Internet  Portals in major
   North American centres with further extension into suburbs and neighborhoods.
   It is a free membership  concept for the internet user,  creating savings and
   discounts   for  the   members   with  the   participating   local   business
   establishments. There are approximately 1,100 members at this time.

2.    SIGNIFICANT ACCOUNTING POLICIES

   Use of estimates
   The preparation of financial statements in conformity with generally accepted
   accounting  principles  requires management to make estimates and assumptions
   that affect the amounts reported in the financial statements and accompanying
   notes. Actual results could differ from these estimates.

   Income taxes
   The Company uses the liability  method of accounting for income taxes.  Under
   this method,  deferred tax assets and liabilities are determined based on the
   difference   between  financial   statement  and  tax  bases  of  assets  and
   liabilities  and are  measured  using the enacted tax rates and laws that are
   expected  to be in effect  when the  differences  are  expected  to  reverse.
   Deferred  tax  assets  are  reduced by a  valuation  allowance  in respect of
   amounts considered by management to be less likely than not of realization in
   future periods.

3.    SHARE CAPITAL

   Holders  of the  common  stock are  entitled  to one vote per share and share
   equally in any dividends declared and distributions on liquidation.
Wowtown.com Inc.
                        (a development stage enterprise)
                          Notes to Financial Statements
                                October 31, 1999

4.    RELATED PARTY TRANSACTIONS

(a)     A  company  controlled  by  a  director  of  the  Company  has  provided
        administrative  services and  facilities to the Company and  development
        expenses at cost.  The  Company as at October  31, 1999 was  indebted in
        relation to these services are as follows:

        Notes payable                          $  10,600
        Accounts payable                           2,254
                                             -----------
                                               $  12,854

(b)     A  company  controlled  by  three  of  the  stockholders  has  performed
        development  services  for the Company at cost.  As at October 31, 1999,
        the Company was indebted for these services are as follows:

            Note payable                      $    8,300
            Accounts payable                       2,539
                                              ----------
                                               $  10,839

The total amount of expenses  incurred through services of these related parties
are as follows:

            Administrative                    $    3,500
            Development expenses                  23,445
                                               ---------
                                               $  26,945

5.    NOTES PAYABLE

   Notes payable to unrelated  parties amounting to $21,800 do not bear interest
   and are due and payable on December 31, 1999.

   Notes  payable to related  parties  amounting to $18,900 do not bear interest
   and are due and payable on December 31, 1999.
Wowtown.com Inc.
                        (a development stage enterprise)
                          Notes to Financial Statements
                                October 31, 1999

6.    LOANS FROM STOCKHOLDERS

   Loans from stockholders are interest-free and have no terms of repayment.

7.    YEAR 2000

   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.  The effects of the Year 2000 Issue may be  experienced  before,
   on, or after January 1, 2000, and, if not addressed, the impact on operations
   and financial  reporting may range from minor errors to  significant  systems
   failure which could affect the Company's  ability to conduct normal  business
   operations.  It is not  possible  to be certain  that all aspects of the Year
   2000 Issue  affecting the Company,  including those related to the efforts of
   customers, suppliers, or other third parties, will be fully resolved.
PARAMOUNT SERVICES CORP.

                         PRO FORMA FINANCIAL INFORMATION

      The accompanying pro forma financial  information reflects the purchase by
      Paramount  Services Corp.  ("Paramount") of all the issued and outstanding
      shares of WOWtown.com, Inc. ("WOWtown"). The transaction will be accounted
      for as a reverse purchase  acquisition between WOWtown as the acquirer and
      Paramount as the acquired  company.  The pro forma  financial  information
      presented  consists  of a condensed  income  statement  for the  six-month
      period ended October 31, 1999 as if the transaction had occurred on May 1,
      1999. A pro forma condensed  income statement for the year ended April 30,
      1999 is not presented as WOWtown was only incorporated on June 9, 1999, so
      the  income  statement  for  the  year  ended  April  30,  1999  would  be
      non-existent.  In addition,  a pro forma  balance  sheet as at October 31,
      1999 is presented as if the transaction had occurred on October 31, 1999.
Pro Forma Condensed Income Statement
                                October 31, 1999
                                   (Unaudited)
Historical Statements
                            Paramount              WOWtown             Adjustments (Note 1)                        Pro Forma
                     Six Months    Period from      Period from     to Six Month   to Period From      Six Months     Period from
                       Ended     December 18,1999   June 9, 1999     Period End    December 18, 1997     Ended     December 18,1997
                     October 31,     (date of            to           October 31,  to October 31,1999   October 31,    (date of
                       1999        incorporation)   October 31,1999     1999                              1999        incorporation)
                                  to October 31,1999   (Note 2)                                                   to October 31,1999

Development         $    -             $     -         $ 46,224       $    -          $    -             $             $   46,224
expenses                                                                              46,224
Professional fees    5,225              20,045              859       (5,225)        (20,045)               859               859
Office and           4,323               4,323            3,512       (4,323)         (4,323)             3,512             3,512
administration      ---------------------------        --------       -------------------------           -------------------------

Net Loss for the
  Period           $(9,548)          $ (24,368)        $(50,595)      $9,548        $ 24,368          $ (50,595)       $   50,959
                  =============================      ============     ======================          =============================

Loss per share, basic and diluted                                                                                       $  (0.007)
                                                                                                                       ===========

Adjusted weighted average number of common shares                                                                        7,349,000
issued                                                                                                                  ==========
Notes to the Pro Forma Condensed Income Statement for the six month period ended
October 31, 1999

Note     1 The adjustments above reflect the removal of the historical  accounts
         of Paramount due to the reverse purchase acquisition.

Note     2 WOWtown was  incorporated  on June 9, 1999;  therefore  the financial
         figures are for the period from June 9, 1999 to October 31, 1999.
Pro Forma Condensed Balance Sheet
                                 October 31, 1999
                                    (Unaudited)

                                Historical Statements    Adjustments  Pro Forma
                              Paramount      WOWtown                  Statement
                             --------------------------------------------------

              ASSETS
CURRENT
  Cash                         $  929        $ 4,787      $500,000    $ 505,716
Deferred charges                    -          3,150             -        3,150
                               ------------------------------------------------
                               $  929        $ 7,937      $500,000    $ 508,866
                              ================================================

            LIABILITIES
CURRENT
  Accounts payable             $  900        $15,332             -    $  16,232
Notes payable                       -         21,800             -       21,800
Notes payable and amounts
   due to related parties      19,387         18,900             -       38,287
Loans from stockholders             -          2,499             -        2,499
                               ------------------------------------------------
                               20,287         58,531             -       78,818
                               ------------------------------------------------

  STOCKHOLDERS' EQUITY (DEFICIT)
Common Stock                      225              1      (225)(Note 1)     735
                                                           500 (Note 1)
                                                            10 (Note 2)
                                                           224 (Note 3)
Preferred Stock                     -              -         1 (Note 4)       1
Additional paid-in capital      4,785              -   499,999 (Note 4) 499,775
                                                        (4,785)(Note 1)
                                                          (224)(Note 3)
Deficit accumulated in the    (24,368)       (50,595)      (10)(Note 2) (70,463)
development stage                                      (19,858 (Note 1)
                                                        24,368 (Note 1)
                               ------------------------------------------------
                              (19,358)       (50,594)  500,000          430,048
                              ------------------------------------------------
                               $  929        $ 7,937  $500,000         $508,866
                              ================================================

Note     1 This  adjustment  reflects the reverse  purchase  acquisition and the
         issuance of 5,000,000 shares in the transaction.

Note 2  This  adjustment  reflects the issue of 100,000  shares of Paramount as
        a consulting fee.

 Note 3  This  adjustment  reflects  the par value of  7,349,000 outstanding
         common shares of Paramount at $0.0001 per share.

Note 4   This adjustment  reflects the issue of 500 Paramount preferred shares
         for $1,000 each.