SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549

                                   FORM 10QSB


                  Quarterly Report under Section 13 or 15(d) of
                       the Securities Exchange Act of 1934


For Quarter Ended                                      Commission File Number
June 30, 2000                                               005-59925

                                 US CRUDE, LTD.
                     -------------------------------------
                            (New name of Registrant)

                  Nevada                                84-1521101
         ------------------------                    --------------------
         (State of incorporation)                    (I.R.S. Employer
                                                     Identification No.)


               673 COOLEY DRIVE, SO. SUITE 121, COLTON, CA 92324
         -------------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (800) 872-7833


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2)  has  been  subject  to the  filing
requirements for at least the past 90 days.

                            Yes   X      No
                                -----        -----

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

                  21,475,303 common shares as of June 30, 2000


<PAGE>



Part I:  FINANCIAL INFORMATION


<TABLE>
<CAPTION>

                                            U S Crude Ltd
                                    (A Development Stage Company)
                                       Unaudited Balance Sheet

<S>                                                                         <C>                     <C>

                                                                         Three Months Ended        Year Ended
                                                                         June 30, 2000             March 31, 2000
ASSETS

Current Assets
Cash                                                                           $ 31,410               $ 114,219
Accounts Receivable                                                             525,350                 500,000
Inventories
Related Party Receivable
                                                                         ---------------           -------------
Total Current Assets                                                            556,760                 614,219

Property, Plant & Equipment
Property, Plant & Equipment - Net                                             1,159,823               1,154,823
Less Accumulated Depreciation                                                  (141,446)               (120,196)
                                                                         ---------------           -------------
Net Property, Plant & Equipment                                               1,018,377               1,034,627

Other Assets
Other Assets - Net                                                            1,989,279               1,847,771
Less Accumulated Amortization                                                  (123,040)                (96,801)
                                                                         ---------------           -------------
Total Other Assets                                                            1,866,239               1,750,970

                                                                         ---------------           -------------
TOTAL ASSETS                                                                 $3,441,376              $3,399,816
                                                                         ===============           =============


LIABILITIES AND STOCKHOLDER'S EQUITY

Current Liabilities
Accounts Payable                                                              $ 450,000               $ 450,000
Other Payables                                                                        -
Note Payable                                                                          -
                                                                         ---------------           -------------
Total Current Liabilities                                                       450,000                 450,000

Long Term Liabilities
Long Term Debt                                                                  273,928                 278,662
                                                                         ---------------           -------------
Total Long Term Liabilities                                                     273,928                 278,662

Stockholder's Equity
Preferred stock, no par value; 5,000,000 shares issued
and outstanding at June 30, 2000                                                100,000                 100,000
Common stock, no par value; 25,000,000 shares authorized
  21,475,303 issued and outstanding at June 30, 2000                          3,957,058               3,797,692

Retained Earnings (Deficit)                                                  (1,339,610)             (1,226,538)
                                                                         ---------------           -------------
Total Stockholder's Equity                                                    2,717,448               2,671,154

                                                                         ---------------           -------------
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY                                   $3,441,376              $3,399,816
                                                                         ===============           =============

</TABLE>

                                      F-1

<PAGE>


                                  U S CRUDE LTD
                          (A Development Stage Company)
                        Unaudited Statement of Operations

                                            Three Months Ending June 30
                                              2000               1999
REVENUES
Sales                                          $ 26,239                $ -
                                         ---------------    ---------------
TOTAL REVENUES                                   26,239                  -

COST OF GOODS SOLD
Cost of Sales                                                            -
                                         ---------------    ---------------
TOTAL COST OF GOODS SOLD                              -                  -

Gross Profit                                     26,239                  -

OPERATING COSTS
Administrative & Overhead                       139,322            150,532
                                         ---------------    ---------------
TOTAL OPERATING COSTS                           139,322            150,532

OTHER INCOME (EXPENSE)
Interest Income                                      11                568
Interest Expense                                                         -
                                         ---------------    ---------------
TOTAL OTHER INCOME (EXPENSE)                         11                568

NET INCOME (LOSS)                            $ (113,072)        $ (149,964)
                                         ===============    ===============

Net Loss per Share                                (0.01)             (0.01)
Weighted Average Common Shares               21,475,303         17,451,212



                                      F-2

<PAGE>

<TABLE>
<CAPTION>


                                  U S CRUDE LTD
                          (A Development Stage Company)
                        UNAUDITED STATEMENT OF CASH FLOWS


<S>                                                          <C>                 <C>

                                                              Three Months Ended June 30

                                                                2000              1999
CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss                                                      $ (113,072)         $(149,964)

Adjustments to reconcile net loss to
cash used in operating activities:
Depreciation                                                      21,250             21,250
Depletion                                                         26,239
(Increase) Decrease in current assets                            (25,350)           (53,170)
Increase (Decrease) in current liabilities
(Increase) Decrease in other assets                             (141,508)          (396,124)
                                                            -------------     --------------

NET CASH PROVIDED (USED) BY                                     (232,441)          (578,008)
OPERATING ACTIVITIES

CASH FLOWS FROM INVESTING ACTIVITIES
(Purchase) Sale of property and equipment                         (5,000)
Increase (Decrease) in notes payable                              (4,734)           322,422
Capital received                                                 159,366
                                                            -------------     --------------
NET CASH FLOWS FROM INVESTING ACTIVITIES                         149,632            322,422

NET INCREASE (DECREASE) IN CASH                                  (82,809)          (255,586)

CASH AT BEGINNING OF PERIOD                                      114,219            265,675

CASH AT END OF PERIOD                                           $ 31,410           $ 10,089
                                                            =============     ==============

</TABLE>


                                      F-3

<PAGE>

<TABLE>
<CAPTION>


                                                  U S CRUDE LTD
                                          (A DEVELOPMENT STAGE COMPANY)
                             UNAUDITED STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY
                               For the Period from March 31, 1998 to June 30, 2000

<S>                                  <C>            <C>               <C>             <C>              <C>              <C>

                                                                                                       Accumulated          Total
                                           Common Stock                   Preferred Stock
                                      Shares            Amount          Shares        Amount            Deficit
                                     -------           --------        --------      --------          -----------          -----

Balance - March 31, 1998               7,122,260     $1,507,806        1,000,000       $ 100,000        $ (253,178)      $1,354,628

Shares issued for cash                   731,751        373,804                                                             373,804

Purchase of U S Thermo Tech            3,738,000        847,232                                                             847,232

Net Loss for year                              -              -                -                          (310,037)        (310,037)
                                  --------------- --------------   --------------  --------------   ---------------   --------------
Balance - March 31, 1999              11,592,011      2,728,842        1,000,000         100,000          (563,215)       2,265,627
                                  --------------- --------------   --------------  --------------   ---------------   --------------
Shares issued for cash                 6,976,170        742,308                                                             742,308

Shares issued in exchange for          1,000,000        400,000                                                             400,000
lowering debt

Net Loss for year                                                                                         (663,323)        (663,323)
                                  --------------- --------------   --------------  --------------   ---------------   --------------
Balance - March 31, 2000              19,568,181      3,871,150        1,000,000         100,000        (1,226,538)       2,744,612
                                  --------------- --------------   --------------  --------------   ---------------   --------------
Shares issued for cash                 1,907,122         85,908                                                              85,908

Net loss for period                                                                                       (122,774)        (122,774)

Balance - June 30, 2000               21,475,303     $3,957,058        1,000,000       $ 100,000        (1,349,312)      $2,707,746
                                  =============== ==============   ==============  ==============   ===============   ==============

</TABLE>


                                      F-4


<PAGE>

                          U.S. CRUDE LTD. & SUBSIDIARY
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS


NOTE 1 - NATURE OF OPERATIONS AND SIGNIFICANT POLICIES:
         ---------------------------------------------
U.S. CRUDE LTD. & SUBSIDIARY  ("The Company),  was incorporated in California on
May  22,  1996.  It is in  the  development  stage,  (as  defined  by  Financial
Accounting  Standards Board Statement No. 7). The Company's  primary business is
to utilize its proprietary  portable steam generator technology to stimulate oil
production in marginally producing wells across America. The Company on July 27,
1998 entered into a merger with U.S.  Thermo-Tech,  Inc. U.S.  Thermo- Tech Inc.
was  incorporated  on May 8,  1997 and is also in the  development  stage.  U.S.
Thermo-Tech,  Inc.'s primary  business is to utilize its patent pending  thermal
gas injector system (the  "TM-98") to rekindle  marginally  producing oil wells.
This  merger  was  accounted  for  using  the  pooling  of  interest  method  of
accounting. This method combines the income statements from the beginning of the
year of acquisition.

Since inception,  the Company's  efforts have been devoted to the development of
its product and raising capital.  The Company began oil production in January of
1999. Accordingly,  the Company is in the development stage and the accompanying
financial statements represent those of a development stage enterprise.  As such
the Company has incurred net operating  losses since inception of $1,349,312 and
does not have sufficient  working capital to fund its planned  operations during
the next twelve months.  Although sufficient funds are available to meet general
and administrative expenses, additional funding will be required to complete the
Company's expansion plans. These circumstances raise substantial doubt about the
Company's ability to continue as a going concern. In order to meet the Company's
continued  financial  needs,  management of the Company intends to raise working
capital through the sale of common stock or other financings.

The Company has also  acquired a 49%  interest  in 54 oil  producing  properties
encompassing 960 acres in the state of Oklahoma. The wells were acquired through
a  joint  venture  with a  company  called  Crude  Oil  Recovery,  a  California
Corporation.  All revenue  produced  through this venture has been returned back
into oil producing property to build up the infrastructure of the property.

The Company has received exclusive rights to develop,  market,  sell and utilize
the TM-96, TM-98 as well as three other innovative steam qenerating technologies
from Wave technology Inc. The Company issued Wave Technology 3,160,000 shares of
the Company's common stock and 1,000,000 shares of the Company's Preferred stock
in return for the rights.

CASH AND CASH EQUIVALENTS
The Company  considers  all highly liquid  investments  with a maturity of three
months or less at the date of purchase to be cash equivalents.

                                      F-5

<PAGE>

PROPERTY AND EQUIPMENT AND DEPRECIATION
Property  and  equipment  are  carried at cost.  Maintenance,  repairs and minor
renewals  are  expensed as  incurred.  When  assets are  retired,  or  otherwise
disposed of, the related costs and accumulated depreciation are removed from the
respective  accounts  and any gain or loss on  disposition  is  reflected in the
statement of operations.
Depreciation is calculated using the straight-line method, for the Machinery and
Equipment and ACRS for the Truck, over the following estimated useful lives;

                  Machinery and equipment                            7 years
                  Truck                                              5 years



RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In March of 1995, the Financial  Accounting  Standards Board issued standard No.
121,  "Accounting for the Impairment of Long-Lived  Assets and Long-Lived Assets
to be disposed  of."  The Company has adopted  standard No. 121 as of January 1,
1996.  The effect on the financial  statements of adopting  standard No. 121 was
not material.

In October 1995, the Financial  Accounting  Standards  Board issued standard No.
123,  "Accounting  for Stock-Based  Compensation".  The accounting or disclosure
requirements  of this statement are effective for the Company's  fiscal year-end
1996  financial  statements.  The  Company has  adopted  standard  No. 123 as of
January 1, 1996. The effect on the financial statements of adopting standard No.
123 was not material.

In February  1997 SFAS No 128.  "Earnings  per share" was issued  effective  for
periods  ending after  December 15,  1997.  There is no impact on the  Company's
financial statements from adoption of SFAS No. 128.

RESEARCH AND DEVELOPMENT OF OIL PROPERTIES
The Company follows the full cost method to acc6unt for its oil and gas research
and Development  costs. Under this method, all costs incurred which are directly
related to Research and  development of its oil properties are  capitalized  and
subject  to  depletion.  Depletable  costs  also  include  estimates  of  future
development costs of proven reserves.

NET LOSS PER SHARE
Net loss per share is  calculated  using the weighted  average  number of shares
outstanding during the periods  presented.  The Company had stock equivalents at
March 31,  2000 which are listed in note 6. These stock  equivalents  effect the
earnings per share.

ESTIMATES USED IN FINANCIAL STATEMENT PRESENTATION
The presentation of financial  statements in conformity with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect the reported  amounts of assets and  liabilities  and the  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results could differ from those estimates.

                                      F-6
<PAGE>

DEPLETION
Because of the  difficulty  in  estimating  the  Depletable  oil reserves in the
ground the Company has adopted the percentage depletion method. This method uses
a flat percentage to deplete the capitalized costs of research, drilling and oil
production.  This  method is limited to 100% of the  taxable  income  before the
depletion allowance.

REVENUE RECOGNITION
The  Company is on an accrual  basis:  thus all sales are booked when earned and
all  expenses are  expensed  when  incurred.  The Company  only  recently  began
drilling  and selling oil so the majority of the sales came from a one time sale
of a TM-96 machine for $500,000 or interest income.

NOTE 2 - INCOME TAXES:
         ------------
Deferred taxes relate to differences between the basis of assets and liabilities
for financial and tax reporting  purposes.  Deferred tax assets and  liabilities
represent the future tax consequences of those differences, which will either be
taxable or deductible  when the assets and liabilities are recovered or settled.
Deferred taxes also are  recognized for net operating  losses that are available
to offset future taxable income.  Deferred tax assets are reduced by a valuation
allowance  if it is more  likely than not that some or all of the  deferred  tax
assets will not be realized.

NOTE  3  -  STOCKHOLDERS'  EOUITY:
             --------------------
The Company is authorized to issue up to 70,000,000  shares of common stock,  no
par value.  Each  holder of common  stock is entitled to one vote for each Share
held on all  mattes  properly  submitted  to the  shareholders  for their  vote.
Cumulative  voting is not  authorized.  At June 30,  2000  21,475,303  shares of
common stock are outstanding.

The Company is authorized to issue up to 5,000,000 shares of Preferred Stock, no
par value.  At June 30, 2000 1,000,000 shares of preferred  shares were owned by
Wave Tech Inc. These  Preferred  shares have super voting rights of 10 votes per
each share.

As  previously  discussed in note 1, The Company  merged with U.S.  Thermo-Tech,
Inc. on July 27, 1998.  In this Merger the remaining  Company  (U.S.  Crude Ltd.
issued a half  share of its  stock  for each  share of U.S.  Thermal-Tech,  Inc.
share.  The result was that 3,738,000 shares of the company's shock is now owned
by U.S. Thermo-Tech Inc. (now a 100% owned subsidiary).


                                      F-7
<PAGE>



NOTE 4 - STOCK OPTION PLAN:
         -----------------

The  Company  currently  has  approximately  3,638,000  outstanding  options  to
purchase the Company's common stock. Of these  outstanding  shares 2,650,000 are
owned by directors and officers of the company and the remaining 988,000 options
were granted to various  individuals for work they did on behalf of the company.
The options  owned by the directors and officers were issued on January 01, 1997
and can be exchanged  for one share of common  stock at a dollar a share.  These
options must be exercised by December 31, 2006.  The  breakdown of the shares is
as follows:

                  Anthony Miller-President                   750,000  options
                  Catherine Njie--Secretary                  250,000  options
                  Thomas Meeks-Director                    1,000,000  options
                  Thomas Hobson-Director                     650,000  options
                  Others                                     988,000  options


NOTE 5 - LEASES:
         ------
The Company leases office and shop space in Colton,  California.  The lease term
is one year, with an annual renewal option for one-year periods. The company has
no lease deposit and The current Office rent is $1,000 a month.

The Company currently has 27 different lease contracts outstanding. These leases
cover 8,700 acres of land and 300 oil and natural gas wells.  These  leases cost
approximately $340,000 to acquire and are almost completely paid for. All of the
leases are  perpetual  leases  (meaning  they last until the oil and natural gas
dry's up and the wells  are  abandoned).  The  Company  has a current  certified
geology report that state these leases have  approximately  76,630,908 barrel of
proven oil and 34,400,000 which are  recoverable.  The cost of these leases have
been capitalized under prepaid oil production costs.

NOTE 6 - RELATED PARTY TRANSACTIONS:
         --------------------------
In 1999 & 1998 the company paid  approximately  $1,000,000 to Wave  Technologies
Inc. for the purchase of a portable  thermos gas injector  system (the  "TM-98")
and a portable  steam  generator  (the  "TM-96).  The  company  entered  into an
agreement with Wave  Technology  Inc. to purchase this equipment  along with the
exclusive  rights to develop,  market,  sell and  utilize  these  machines.  The
company agreed to pay Wave Technology Inc. $1,000,000 for the Equipment and gave
them another  3,160,000 shares of common stock and 1,000,000 shares of Preferred
stock for the  exclusive  licensing  rights to  develop,  sell and  utilize  the
equipment as well as other oil recovery technologies.  Wave Technology currently
owns 4,910,000  shares of common stock and 1,000,000  shares of Preferred stock.
This represents  approximately  43% of the outstanding  Common stock and 100% of
the outstanding Preferred stock of the Company.

Wave Technology Inc. is 100% owned by Tom Meek's wife. He is also a director and
executive  officer of U.S. Crude LTD. Other directors and executive  officers of
U.S. Crude LTD own  approximately  2.3% of the outstanding  Common stock of U.S.
Crude LTD. This means that the directors  and executive  officers of U.S.  Crude
LTD. own as a group approximately 45% of the Company.


                                      F-8
<PAGE>


NOTE 7 - NOTE PAYABLE:
         ------------
In March of 1999 the company received  $450,000 from an investor.  In return for
this money this  investor  received  500,000  shares at ten cents a share and an
option to purchase another 1,000,0000  shares.  This option was for one year. In
March of 2000 in exchange for relieving  this  $400,000 Note the company  issued
the note holder 1,000,000 shares of common stock. This note included interest at
8%. 11 monthly  interest  only  payments of $3,000 were made on this note during
the year ended March 31, 2000.

NOTE 8 - NOTE PAYABLE-KERN COUNTY OIL LEASE:
         ----------------------------------
During  the  prior  year the  Company  purchased  an oil  lease in Kern  County,
California.  This lease is a perpetual lease. The cost of the lease was $240,000
and is to be paid off from proceeds from oil production. This note does not bear
any  interest.  No  payments  were  made on this note as of June 30,  2000.  The
Company did not start production of oil on this lease until May of 2000.

NOTE 9 - NOTE PAYABLE ASSOCIATES BANK:
         ----------------------------
In  April  of  1999  the  Company  purchased  a  large  compressor  for $84,000.
Approximately  $32,000 was paid as a down  payment and a 33 month note was taken
out to pay the  remaining  balance.  Monthly  payments  are  made at the rate of
$1,577 per month.










                                       F-9


<PAGE>


ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

RESULTS OF  OPERATIONS  FOR QUARTER ENDED JUNE 30, 2000 COMPARED TO SAME QUARTER
IN 1999

The Company has  experienced  expenses for the three month period of $139,322 in
2000  compared  $150,532 in 1999.  The  Company  had  revenues of $26,239 in the
quarter  in  2000  and no  revenues  in  1999.  The  Company  had a net  loss of
($113,072)  for the  quarter in 2000 and a net loss of  ($149,964)  for the same
period in 1999.  The  Company  losses  will  continue  at a similar  rate  until
sufficient  income can be achieved to offset  expenses of operations.  While the
Company  is seeking  capital  sources  for  continuing  operations;  there is no
assurance that sources can be found. The loss per share was ($.01) in the period
in both 2000 and 1999.


LIQUIDITY AND CAPITAL RESOURCES

The Company had $31,410 in cash and  $525,350 in  receivables  at the end of the
quarter.  The Company had $450,000 in current  liabilities  and $273,928 in long
term  liabilities  at the end of the  quarter.  The Company  will need to either
borrow  or make  private  placements  of stock in order to fund  operations.  No
assurance  exists  as to  the  ability  to  achieve  loans  or to  make  private
placements of stock.


<PAGE>

                           PART II - OTHER INFORMATION

ITEM 1.           LEGAL PROCEEDINGS

                  None

ITEM 2.           CHANGES IN SECURITIES

                  None

ITEM 3.           DEFAULT UPON SENIOR SECURITIES

                  None

ITEM 4.           SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

                  None

ITEM 5.           OTHER INFORMATION

                  None

ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K

                    a.  8-K  filed  on May  11,  2000  (incorporated  herein  by
               reference)



<PAGE>


                                   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 thereunto duly authorized.

Date: December 8, 2000


                                     US CRUDE LTD.


                                     /s/ Anthony Miller
                                     -------------------------------------------
                                     Anthony Miller, President