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): January 31, 1999



                                  AUTOEYE INC.
             (Exact name of Registrant as specified in its charter)



        Delaware                     0-26673                    98-0207081
(State or other jurisdiction    (Commission File No.)         (IRS Employer
     of incorporation)                                     Identification No.)



                               #6-2150 Bowen Road
                            Nanaimo, British Columbia
                                 Canada V9F 1H7
          (Address of principal executive offices, including Zip Code)


       Registrant's telephone number, including area code: (250) 758-0665

                                   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 January 31, 2000 the Company  acquire all of the issued and outstanding
shares of Forest Industry Online,  Inc. in exchange for 10,000,000 shares of the
Company's common stock.

      Forest  Industry was  incorporated on January 9, 1997.  Forest  Industry's
principal  business  activities  include  designing  web sites and operating and
maintaining  a computer  internet  web site for  companies  associated  with the
forest industry.

      Forest  Industry  has a  website  at  forestindustry.com,  which  is fully
operational.

      As of January 25,  1999  Forest  Industry  employed  thirteen  people on a
full-time basis.

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

            Name                                Position

            Joe Perraton                        President and a Director
            Andrew Hromyk                       Secretary and a Director
            Marc White                          Director

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

                                  Shares           Percentage
      Name                       Owned             Ownership

      Joe Perraton             2,400,000               17%
      Lara Perraton              700,000                5%
      Teaco Properties Ltd.    6,900,000 (1)           49%
      Bona Vista West Ltd.     4,137,240               27%

(1)  Mark White is a  controlling  person of Teaco  Properties  Ltd.  and may be
     considered the beneficial owner of these shares.

Item 2.  Acquisition or Disposition of Assets

      See Item 1.

Item 5.  Other Events

      Concurrent  with the  acquisition of Forest  Industry the Company sold 750
shares of its  Series A  Convertible  Preferred  stock at a price of $1,000  per
share to three  investors.  Each Series A Preferred  Share is  convertible  into
shares of the Company's  common stock on or after March 16, 2000.  The number of
shares of the Company's common stock which will be issued upon the conversion of

<PAGE>


each Series A Preferred  share will be determined  by dividing  $1,000 by 75% of
the average  closing bid of the Company's  common stock for the ten trading days
prior to conversion.  Notwithstanding  the above, in no event will (i) less than
250 shares or (ii) more than  5,000  shares of common  stock be issued  upon the
conversion of each Series A Preferred share.

Item 7.  Financial Statements, Pro Forma Financial Information

(a) and (b) The  Company  hereby  undertakes  to file  with  the  Commission  an
amendment  to this  Form 8-K  wherein  the  Company  will  provide  the  audited
financial  statements  of Forest  Industry  Online,  Inc.  and related pro forma
financial statements within sixty (60) days after the filing of this Form 8-K.

(c)         Exhibits

      2     Share Exchange Agreement

      4     Certificate of  Designation  setting forth rights and  preferences
            of 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 15, 2000

                                            AUTOEYE INC.



                                           By: /s/ Andrew Hromyk
                                              Andrew Hromyk,  Secretary
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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): January 31, 1999

                                  AUTOEYE INC.
             (Exact name of Registrant as specified in its charter)

        Delaware                     0-26673                    98-0207081
(State or other jurisdiction    (Commission File No.)         (IRS Employer
     of incorporation)                                     Identification No.)

                               #6-2150 Bowen Road
                            Nanaimo, British Columbia
                                 Canada V9F 1H7
          (Address of principal executive offices, including Zip Code)

       Registrant's telephone number, including area code: (250) 758-0665

                                   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 January 31, 2000 the Company  acquire all of the issued and outstanding
shares of Forest Industry Online,  Inc. in exchange for 10,000,000 shares of the
Company's common stock.

      Forest  Industry was  incorporated on January 9, 1997.  Forest  Industry's
principal  business  activities  include  designing  web sites and operating and
maintaining  a computer  internet  web site for  companies  associated  with the
forest industry.

      Forest  Industry  has a  website  at  forestindustry.com,  which  is fully
operational.

      As of January 25,  1999  Forest  Industry  employed  thirteen  people on a
full-time basis.

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

            Name                                Position

            Joe Perraton                        President and a Director
            Andrew Hromyk                       Secretary and a Director
            Marc White                          Director

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

                                  Shares           Percentage
      Name                       Owned             Ownership

      Joe Perraton             2,400,000               17%
      Lara Perraton              700,000                5%
      Teaco Properties Ltd.    6,900,000 (1)           49%
      Bona Vista West Ltd.     4,137,240               27%

(1)  Mark White is a  controlling  person of Teaco  Properties  Ltd.  and may be
     considered the beneficial owner of these shares.

Item 2.  Acquisition or Disposition of Assets

      See Item 1.

Item 5.  Other Events

      Concurrent  with the  acquisition of Forest  Industry the Company sold 750
shares of its  Series A  Convertible  Preferred  stock at a price of $1,000  per
share to three  investors.  Each Series A Preferred  Share is  convertible  into
shares of the Company's  common stock on or after March 16, 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  closing bid of the Company's  common stock for the ten trading days
prior to conversion.  Notwithstanding  the above, in no event will (i) less than
250 shares or (ii) more than  5,000  shares of common  stock be issued  upon the
conversion of each Series A Preferred share.

Item 7.  Financial Statements, Pro Forma Financial Information

(a) and (b) The  Company  hereby  undertakes  to file  with  the  Commission  an
amendment  to this  Form 8-K  wherein  the  Company  will  provide  the  audited
financial  statements  of Forest  Industry  Online,  Inc.  and related pro forma
financial statements within sixty (60) days after the filing of this Form 8-K.

(c)         Exhibits

      2     Share Exchange Agreement

      4     Certificate of  Designation  setting forth rights and  preferences
            of 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 15, 2000

                                            AUTOEYE INC.

                                           By: /s/ Andrew Hromyk
                                              Andrew Hromyk,  Secretary