SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

(Mark One)

[ X ]  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
       ACT OF 1934

For the Quarter Ended March 31, 2001

                                       OR

[   ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
       ACT OF 1934

For the transition period from _____ to _____

         Commission file number:  000-30802
                                  ---------

                             CHINA VENTURES LIMITED
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)

        CAYMAN ISLANDS                                    N/A
 (State or other jurisdiction of            (IRS Employer Identification Number)
incorporation or organization)

                             BRICKELL BAYVIEW CENTER
                     80 SW 8TH STREET, MIAMI, FLORIDA 33130
                     --------------------------------------
                    (Address of Principal Executive Offices)

                                 (305) 810-2898
               --------------------------------------------------
              (Registrant's telephone number, including area code)

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 such filing
requirements for 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:

Ordinary Shares, $0.001 par value; outstanding on May 14, 2001:  247,500


<PAGE>


                                TABLE OF CONTENTS

<TABLE>
<CAPTION>

                                                                                                 Page

         <S>                                                                                       <C>
                  PART I.  FINANCIAL INFORMATION

                  Item 1.   Financial Statements

                            Balance Sheets                                                           3

                            Statements of Operations                                                 4

                            Statement of Changes in Stockholders' Deficiency                         5

                            Statements of Cash Flows                                                 6

                            Notes to Financial Statements                                            7

                  Item 2.   Management's Discussion and Analysis of Financial
                            Condition and Results of Operations                                     10



         PART II. OTHER INFORMATION

                  Item 1.   Legal Proceedings                                                       11

                  Item 2.   Changes in Securities and Use of Proceeds                               11

                  Item 3.   Defaults Upon Senior Securities                                         11

                  Item 4.   Submission of Matters to a Vote of Security Holders                     11

                  Item 5.   Other Information                                                       11

                  Item 6.   Exhibits and Reports on Form 8-K                                        11
                           SIGNATURES                                                               12
</TABLE>





                                       2

<PAGE>


Item 1.  Financial Statements.


                             CHINA VENTURES LIMITED
                         (A DEVELOPMENT STAGE COMPANY)
                                 BALANCE SHEETS
<TABLE>
<CAPTION>

                                                                             (Unaudited)
                                                                              March 31,           December 31,
                                                                                2001                  2000
                                                                             ---------             ----------
<S>                                                                          <C>                   <C>
                             ASSETS

Current assets:
 Cash and cash equivalents .............................................     $   4,566             $      111
                                                                             ---------             ----------
  Total current assets .................................................         4,566                    111
                                                                             ---------             ----------

    Total assets .......................................................     $   4,566             $      111
                                                                             =========             ==========


           LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
 Due to related party ..................................................     $   8,000             $    8,000
                                                                             ---------             ----------

   Total current liabilities ...........................................         8,000                  8,000

Stockholders' equity (deficiency)
 Common stock - $.001 par value, 50,000,000 shares
authorized,   252,550 issued ...........................................           252                    252
Less treasury stock                                                                 (5)                    (5)
 Additional paid-in capital ............................................        35,863                 29,923
 Subscription receivable ...............................................          (250)                  (250)
 Deficit accumulated during the development stage ......................       (39,294)               (37,809)
                                                                             ---------             ----------

   Total stockholders' equity (deficiency) ....................                 (3,434)                (7,889)
                                                                             ---------             ----------

   Total liabilities and stockholders' equity ...................            $   4,566             $      111
                                                                             =========             ==========

</TABLE>

                 See accompanying notes to financial statements.

                                       3
<PAGE>


                             CHINA VENTURES LIMITED
                          (A DEVELOPMENT STAGE COMPANY)
                             STATEMENT OF OPERATIONS
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                        FOR THE THREE                     FOR THE THREE
                                                        MONTHS ENDED                      MONTHS ENDED
                                                        MARCH 31, 2001                   MARCH 31, 2000
                                                          (UNAUDITED)                     (UNAUDITED)
                                                           ---------                       ---------

<S>                                                      <C>                                <C>
ADMINISTRATIVE EXPENSES
 Accounting and legal fees                               $  1,485                                  --
 Bank charges                                                  --                           $      20
                                                         --------                           ---------

 NET LOSS                                                $ (1,485)                          $     (20)
                                                         ========                           =========

BASIC & DILUTED NET LOSS PER
SHARE                                                    $  (0.02)                          $   (0.00)

SHARES USED IN THE CALCULATION
OF BASIC & DILUTED NET LOSS PER
SHARE                                                     249,604                             252,550

</TABLE>

                 See accompanying notes to financial statements.

                                       4
<PAGE>

                             CHINA VENTURES LIMITED
                          (A DEVELOPMENT STAGE COMPANY)
                STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIENCY
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                                                                             Deficit
                                               Common                        Additional       Stock        Accumulated
                                               Stock              Treasury    Paid-In      Subscription    During the
                                        Shares        Amount       Stock      Capital      Receivable      Dev. Stage     Total
                                        ------        -----        -----      -------      ----------      ----------     -----
<S>                                    <C>             <C>        <C>          <C>           <C>            <C>         <C>
Inception (12/10/99 to 12/31/99)
Issuance of Common Stock
  ($.001 per share)                     250,050        $250           --            --       ($250)               --          --

Sale of Common Stock
  ($6 per share)                          2,500        $  2           --       $14,998          --                --     $15,000

Net Loss                                     --          --           --            --          --          ($20,928)   ($20,928)
                                       --------        ----       ------       -------      ------          --------    --------

Balance 12/31/99                        252,550        $252           --       $14,998       ($250)         ($20,928)    ($5,928)

Year Ended 12/31/00:

  Additional Capital Contribution            --          --           --       $14,925          --                --     $14,925

Treasury stock as of 5/1/00                  --          --           (5)           --          --                --     $    (5)

Net Loss                                     --          --           --            --          --          ($16,881)   ($16,881)
                                       --------        ----       ------       -------      ------          --------    --------

Balance 12/31/00                        252,550        $252          $(5)      $29,923       ($250)         ($37,809)    ($7,889)


Additional Capital Contribution                                                  5,940                                     5,940

Net Loss                                     --          --           --            --          --            (1,485)     (1,485)
                                       --------        ----       ------       -------      ------          --------    --------
Balance 3/31/01
                                        252,550         252           --        35,863        (250)          (39,294)     (3,434)
                                       ========        ====       ======       =======      ======          ========      =======
</TABLE>



                                       5
<PAGE>


                             CHINA VENTURES LIMITED
                          (A DEVELOPMENT STAGE COMPANY)
                             STATEMENT OF CASH FLOWS
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                      FOR THE THREE                   FOR THE THREE
                                                       MONTHS ENDED                   MONTHS ENDED
                                                      MARCH 31, 2001                 MARCH 31, 2000
                                                        (UNAUDITED)                    (UNAUDITED)
                                                       --------------                  ------------
<S>                                                      <C>                     <C>
CASH FLOWS FROM OPERATING
  ACTIVITIES:

NET LOSS                                                 $ (1,485)                      $    (20)

Adjustments to reconcile net income to
Net  cash provided by (used in) operating
activities: (Decrease)/Increase in accrued
 expenses                                                      (0)                       (11,678)
                                                          -------                       --------
 Net cash provided (used) by operating
 activities:                                               (1,485)                       (11,698)
                                                          -------                       --------

CASH FLOWS FROM FINANCING
ACTIVITIES:

 Additional capital contributed                             5,940                              0
                                                          -------                       --------
  Net cash provided (used) by financing
     activities:                                            5,940                              0
                                                          -------                       --------
NET INCREASE (DECREASE) IN CASH                             4,455                        (11,698)

CASH, beginning of period                                     111                         13,750
                                                          -------                       --------
CASH, end of period                                       $ 4,566                       $  2,052
                                                          =======                       ========

</TABLE>

                 See accompanying notes to financial statements.

                                       6

<PAGE>

                             CHINA VENTURES LIMITED
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS


NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

ORGANIZATION

China Ventures Limited (the Company) was incorporated in the Cayman Islands on
December 10, 1999 for the purpose of facilitating a Chinese private company to
become a reporting public company whose securities are qualified for trading in
the United States secondary market. The Company has the intention of attempting
to locate and negotiate with a target business entity, initially from the
People's Republic of China (PRC), to effect a merger or some other business
combination, in exchange for the opportunity to acquire ownership interest in a
publicly registered company without incurring the cost and time required to
conduct an initial public offering. If this initial attempt fails, the Company
is not expected to restrict its search to any specific business, industry or
geographical location.

As of March 31, 2001 the Company is in the development stage and has not started
operations - accordingly these financial statements are prepared in accordance
with SFAS 7, "Accounting and Reporting by Development Stage Enterprises" as
issued by the Financial Accounting Standards Board.

ACCOUNTING METHOD

The Company presents its financial statements under the accrual basis of
accounting, under which method revenues are recognized when earned rather than
when received, and expenses are recognized when incurred rather than when paid.

EARNINGS PER SHARE

Primary and fully diluted loss per share is computed based on weighted average
of common shares outstanding of 249,604 at March 31, 2001.

INCOME TAXES

The Company is incorporated in the Cayman Islands and is, therefore, not subject
to income taxes.

USE OF ESTIMATES

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect certain reported amounts and disclosures. Accordingly, actual results
could differ from those estimates.

                                       7

<PAGE>
                             CHINA VENTURES LIMITED
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS


NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NEW ACCOUNTING PRONOUNCEMENT

SFAS No. 133, ACCOUNTING FOR DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
requires companies to recognize all derivatives contracts as either assets or
liabilities in the balance sheet and to measure them at fair value. If certain
conditions are met, a derivative may be specifically designated as a hedge, the
objective of which is to match the timing of gain or loss recognition on the
hedging derivative with the recognition of (i) the changes in the fair value of
the hedged asset or liability that are attributable to the hedged risk or (ii)
the earnings effect of the hedged forecasted transaction. For a derivative not
designated as a hedging instrument, the gain or loss is recognized in income in
the period of change. SFAS No. 133 is effective for all fiscal quarters of
fiscal years beginning after June 15, 1999. The Company has not entered into
derivatives contracts either to hedge existing risks or for speculative
purposes. Accordingly, the Company does not expect adoption of the new standard
to have a material effect on its financial statements.

NOTE B - GOING CONCERN

As shown in the accompanying financial statements, the Company is in the
development stage, has yet to generate operating revenues and will require a
significant amount of capital to commence its planned principal operations. As
reflected in the accompanying financial statements, the Company has incurred
accumulated losses since inception of $39,294 and has raised an insignificant
amount of capital. As such, there is no assurance that the Company will be
successful in its efforts to raise the necessary capital to commence its planned
principal operations.

The Company has indicated that its principal operation is to engage in a merger
or acquisition with an unidentified company or companies and may issue "penny
stock" securities as defined in the Securities and Exchange Act of 1934. The
Company will require a significant amount of capital to commence its planned
principal operations. Accordingly, the Company's ability to continue as a going
concern is dependent upon its ability to secure an adequate amount of capital to
finance its planned principal operations.

The Company's plans include a merger and a subsequent public offering of its
common stock; however there is no assurance that they will be successful in
their efforts to raise capital or to obtain a business combination.

These conditions raise substantial doubt about its ability to continue as a
going concern. The financial statements do not include any adjustments that
might result from the outcome of these uncertainties.

NOTE C - RELATED PARTY TRANSACTIONS

A stockholder of the Company acted as legal counsel during 1999. Legal fees and
incorporation costs for the year ended December 31, 1999 in the amount of
$11,678 were payable to a law firm in which this stockholder is a partner.

During the year ended December 31, 1999, the Company borrowed $8,000, due on
demand, from an entity related through common ownership. This amount is
uncollateralized and non-interest bearing.

                                       8
<PAGE>

NOTE D - RECENT SALES OF UNREGISTERED SECURITIES

In December 1999 China Ventures issued and sold 2,500 ordinary shares to 25
individuals for aggregate consideration of $15,000. China Ventures did not sell
these ordinary shares in reliance on any exception from the United States
federal securities laws as all purchasers were residents of the Republic of
China.

On December 16, 1999, in connection with the formulation of China Ventures, Mr.
Hong Yang received 123,750 ordinary shares, Mr. James Chow received 121,250
ordinary shares and Mr. Ricardo Bajandas received 5,050 ordinary shares. Each of
Mr. Yang, Mr. Chow, and Mr. Bajandas paid par value as consideration for the
shares issued in connection with the formulation of China Ventures. Mr. Yang and
Chow are residents of China. Mr. Bajandas is a resident of the United States.
Accordingly, no exception was required for the issuance of ordinary shares to
Mr. Yang or Mr. Chow. Mr. Bajandas purchased his ordinary shares of China
Ventures in reliance on Rule 4(2) promulgated under the Securities Act. In May
2000, in connection with the termination of Mr. Bajandas' engagement with China
Ventures, Mr. Bajandas agreed to transfer his ordinary shares to China Ventures.

NOTE E - TRANSACTIONS WITH STATE-OWNED ENTITIES

A significant portion of the Company's transactions might be undertaken,
directly or indirectly with State-owned enterprises in the PRC and on such
commercial terms as determined between the relevant PRC State-owned enterprises
and the Company.

NOTE F - FOREIGN CURRENCY EXCHANGE

A significant portion of the business of the Company's PRC Subsidiaries may be
undertaken in Renmin (RMB), the national currency of the PRC, which is not
freely convertible into the US$ or other foreign currencies.

NOTE G - CURRENT VULNERABILITY DUE TO CERTAIN CONCENTRATIONS

If a merger, alliance or some other business combination is successful, the
Company's operating assets and primary source of income and cash flow are
expected to be its interests in its subsidiaries in the PRC. The value of the
Company's interests in these subsidiaries may be adversely affected by
significant political, economic and social uncertainties in the PRC. Although
the PRC government has been pursuing economic reform policies for many years, no
assurance can be given that the PRC government will continue to pursue such
policies or that such policies may not be significantly altered, especially in
the event of a change in leadership, social or political disruption or
unforeseen circumstances affecting the PRC's political, economic and social
conditions. There is also no guarantee that the PRC government's pursuit of
economic reforms will be consistent or effective.

NOTE H - UNAUDITED FINANCIAL STATEMENTS

The unaudited financial statements presented as of March 31, 2001 and for three
months ended March 31, 2001 and 2000 contain all adjustments necessary, in
management's opinion, for a fair presentation of financial position and results
of operations.

                                       9

<PAGE>


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

The Registrant has not, as of the end of the thre month period ended March 31,
2001, commenced active business operations. As of March 31, 2001 the Registrant
had no assets or liabilities, and the total Shareholders' Equity was $0.

The Registrant has no reasonable basis for comparison with respect to its
quarterly financial results in that the Company has not yet commenced its
business operations.

The recurring professional fees and other costs of complying with filings with
the Securities and Exchange Commission, the Internal Revenue Service and others
is being funded through contributions to capital by the Company's principal
shareholder.










                                       10

<PAGE>

                                     PART II

                                OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS.

There is no litigation pending or threatened by or against China Ventures.

ITEM 2.  CHANGES IN SECURITIES.

In December 1999, China Ventures issued and sold 2,500 ordinary shares to 25
individuals for aggregate consideration of $15,000. China Ventures did not sell
these ordinary shares in reliance on any exemption from the United States
federal securities laws as all purchasers were residents of the Republic of
China.

On December 16, 1999, in connection with the formation of China Ventures, Mr.
Hong Yang received 123,750 ordinary shares, Mr. James Chow received 121,250
ordinary shares and Mr. Ricardo Bajandas received 5,050 ordinary shares. Each of
Mr. Yang, Mr. Chow and Mr. Bajandas paid par value as consideration for the
shares issued in connection with the formation of China Ventures. Mr. Yang and
Mr. Chow are residents of China. Mr. Bajandas is a resident of the United
States. Accordingly, no exemption was required for the issuance of ordinary
shares to Mr. Yang or Mr. Chow. Mr. Bajandas purchased his ordinary shares of
China Ventures in reliance on Rule 4(2) promulgated under the Securities Act. In
May 2000, in connection with the termination of Mr. Bajandas' engagement with
China Ventures, Mr. Bajandas agreed to transfer his ordinary shares to China
Ventures.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES.

Not Applicable.

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

Not Applicable.

ITEM 5.  OTHER INFORMATION.

Not Applicable.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

(a) Exhibits

On February 22, 2001 the Company filed a Form 8-K, which is incorporated herein
by reference. The Report principally dealt with a change in the Company's
Certified Public Accountants, from Lopez Levi & Associates, LLC to Puritz &
Weintraub, LLP and states there were no disagreements with Lopez Levi &
Associates, LLC.




                                       11



<PAGE>

                                   SIGNATURES

In accordance with Section 13 or 15(d) 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.

                                   CHINA VENTURES LIMITED


Date: May  14, 2001                By: /s/ James N.L. Chow
                                      ----------------------------------------
                                      James N.L. Chow
                                      Secretary &
                                      Principal Financial and Accounting Officer








                                       12