SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB


(Mark One)

[x]  Quarterly  report  pursuant  to  section  13 or 15 (d)  of  the  Securities
     Exchange Act of 1934 for the quarterly period ended March 31, 2001

[    ]  Transition  report  pursuant  to section  13 or 15(d) of the  Securities
     Exchange  Act  for  the  transition  period  from  ________  to __________

         Commission File Number 000-28535


                            ARCADIA INVESTMENTS, INC.
                   ------------------------------------------
        (Exact name of small business issuer as specified in its charter)

        Wyoming                                        86-096997
(State or other jurisdiction of             (IRS Employer Identification No.)
 incorporation or organization)


                     110 E. 55th Street, New York, NY 10022
                    (Address of principal executive offices)

                                 (212) 906-8155
                           (Issuer's telephone number)



     Check  whether  the issuer (1) filed all  reports  required  to be filed by
Section  13 or 15 (d) of the  Exchange  Act  during  the past 12 months (or 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
                                          ---------

     The number of outstanding  shares of the issuer's  common stock as of March
31, 2001 was 10,200,000 shares $ .001 par value common stock.

     Transitional Small Business Disclosure Format (check one) Yes      No X
                                                                   -----  ---


<PAGE>


                                TABLE OF CONTENTS

                         PART I - FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS..................................................3

         Balance Sheets as of March 31, 2001...................................5

         Statements of Operations
           for the Three and Six Month Periods Ended
           March 31, 2001 and 2000.............................................6

         Statements of Cash Flows
           for the Six Month Period Ended
           March 31, 2001 and 2000.............................................7

         Notes to Financial Statements.........................................8


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS.................................12


                           PART II - OTHER INFORMATION

ITEM 1  LEGAL PROCEEDINGS.....................................................13

ITEM 5  OTHER INFORMATION.....................................................13

ITEM 6  EXHIBITS..............................................................13






                 [THIS SPACE HAS BEEN INTENTIONALLY LEFT BLANK]

                                       2
<PAGE>


                                     PART I


ITEM 1.  FINANCIAL STATEMENTS

     As used herein, the term "Company" refers to Arcadia  Investments,  Inc., a
Wyoming  corporation,  and its subsidiaries  and  predecessors  unless otherwise
indicated. Unaudited, condensed interim financial statements including a balance
sheet for the Company as of the quarter  ended March 31, 2001 and  statements of
operations and statements of cash flows for the interim period up to the date of
such balance sheet and the comparable period of the preceding year.



                 [THIS SPACE HAS BEEN LEFT BLANK INTENTIONALLY]


                                       3

<PAGE>



                         INDEPENDENT ACCOUNTANT'S REPORT


Arcadia Investments, Inc.
(a development stage company)

     We have reviewed the  accompanying  balance  sheet of Arcadia  Investments,
Inc. (a development  stage company) as of March 31, 2001 and September 30, 2000,
and the related  statements  of  operations  for the three and six month periods
then ended, and cash flows for the six month period then ended.  These financial
statements are the responsibility of the Company's management.

     We conducted our review in accordance  with  standards  established  by the
American  Institute  of  Certified  Public  Accountants.  A  review  of  interim
financial  information consists principally of applying analytical procedures to
financial  data and making  inquiries of persons  responsible  for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statement taken as a whole.
Accordingly, we do not express such an opinion.

     Based on our review,  we are not aware of any material  modifications  that
should  be made  to the  accompanying  financial  statements  for  them to be in
conformity with generally accepted accounting principles.

                                            Respectfully submitted



                                            /s/ Robison, Hill & Co.
                                            Certified Public Accountants

Salt Lake City, Utah
May 16, 2001

                                       4












<PAGE>


                            ARCADIA INVESTMENTS, INC.
                          (A Development Stage Company)
                                 BALANCE SHEETS


                                                         March 31, September 30,
                                                          2001         2000

Assets: ..............................................    $   --       $   --

LIABILITIES & STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts Payable & Accrued Expenses ..................    $  1,783     $  6,836

Stockholders' Equity:
  Common Stock, Par value $.001
    Authorized 100,000,000 shares,
    Issued 10,200,000 Shares at March 31, 2001
    and 10,000,000 Shares at September 30, 2000 ......      10,200       10,000
  Paid-In Capital ....................................      30,436        5,730
  Retained Deficit ...................................     (10,075)     (10,075)
  Deficit Accumulated During the
    Development Stage ................................     (32,344)     (12,491)
     Total Stockholders' Equity ......................      (1,783)      (6,836)
     Total Liabilities and
       Stockholders' Equity ..........................    $   --       $   --










                 See accompanying notes and accountants' report.

                                       5



<PAGE>


                            ARCADIA INVESTMENTS, INC.
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>

                                                                       Cumulative
                                                                       since October
                              For the Three Months For the Six Months  20, 1999
                                     Ended               Ended         Inception of
                                     March 31,           March 31,     Development
                                   2001     2000      2001    2000      Stage

<S>                              <C>        <C>     <C>        <C>     <C>
Revenues ......................  $   --     $ --    $   --     $--     $   --

Expenses
  General and Administrative ..    11,901     --      19,853     930     32,344

       Net Loss ...............  $(11,901)  $ --    $(19,853)  $(930)  $(32,344)

Basic & Diluted loss per share   $   --     $ --    $   --     $   --


</TABLE>






















                 See accompanying notes and accountants' report.
                                       6


<PAGE>


                            ARCADIA INVESTMENTS, INC.
                          (A Development Stage Company)
                            STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                                        Cumulative
                                                                        since October
                                                                        20, 1999
                                               For the six months ended Inception of
                                                          March 31,     Development
                                                       2001    2000      Stage
CASH FLOWS FROM OPERATING
ACTIVITIES:
<S>                                                 <C>        <C>     <C>
Net Loss .........................................  $(19,853)  $(930)  $(32,344)
Adjustments to reconcile net loss to net cash
Provided by operating activities
  Common Stock Issued for Services ...............       200    --          200
Increase (Decrease) in:
  Accounts Payable & Accrued Expenses ............    (5,053)   --        1,783
  Net Cash Used in operating activities ..........   (24,706)   (930)   (30,361)

CASH FLOWS FROM INVESTING
ACTIVITIES:
Net cash provided by investing activities ........      --      --         --

CASH FLOWS FROM FINANCING
ACTIVITIES:
Capital contributed by shareholder ...............    24,706     930     30,361
Net Cash Provided by financing activities ........    24,706     930     30,361
Net (Decrease) Increase in
  Cash and Cash Equivalents ......................      --      --         --
Cash and Cash Equivalents
  at Beginning of Period .........................      --      --         --
Cash and Cash Equivalents
  at End of Period ...............................  $   --     $--     $   --
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the year for:
  Interest .......................................  $   --     $--     $   --
  Franchise and income taxes .....................  $   --     $--     $     75

SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: None
</TABLE>

                 See accompanying notes and accountants' report.

                                       7

<PAGE>


                            ARCADIA INVESTMENTS, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
        FOR THE THREE AND SIX MONTH PERIODS ENDED MARCH 31, 2001 AND 2000


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     This  summary of  accounting  policies  for  Arcadia  Investments,  Inc. (a
development stage company) is presented to assist in understanding the Company's
financial  statements.  The accounting  policies  conform to generally  accepted
accounting  principles and have been consistently  applied in the preparation of
the financial statements.

Interim Reporting

     The unaudited  financial  statements as of March 31, 2001 and for the three
and six month  periods then ended  reflect,  in the opinion of  management,  all
adjustments  (which  include  only normal  recurring  adjustments)  necessary to
fairly state the financial  position and results of operations for the three and
six months. Operating results for interim periods are not necessarily indicative
of the results which can be expected for full years.

Organization and Basis of Presentation

     The  Company  was  incorporated  under the laws of the State of  Wyoming on
August 2, 1996.  The Company ceased all operating  activities  during the period
from  August 2, 1996 to  October  20,  1999 and was  considered  dormant.  Since
October 20, 1999, the Company is in the development stage, and has not commenced
planned principal operations.

Nature of Business

     The Company has no products or services as of March 31,  2001.  The Company
was organized as a vehicle to seek merger or acquisition candidates. The Company
intends to acquire  interests in various  business  opportunities,  which in the
opinion of management will provide a profit to the Company.

Cash and Cash Equivalents

     For purposes of the  statement  of cash flows,  the Company  considers  all
highly liquid debt instruments purchased with a maturity of three months or less
to be cash equivalents to the extent the funds are not being held for investment
purposes.

                                       8




<PAGE>


                            ARCADIA INVESTMENTS, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
        FOR THE THREE AND SIX MONTH PERIODS ENDED MARCH 31, 2001 AND 2000
                                   (Continued)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
--------------------------------------------------------------------------------

Pervasiveness of Estimates

     The  preparation  of financial  statements  in  conformity  with  generally
accepted  accounting  principles  required  management  to  make  estimates  and
assumptions  that  affect the  reported  amounts of assets and  liabilities  and
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.

Loss per Share

     The  reconciliations  of the numerators and  denominators of the basic loss
per share computations are as follows:
<TABLE>
<CAPTION>

                          Three Months Ended                     Three Months Ended
                            March 31, 2001                        March 31, 2000
                               Number        Loss                    Number       Loss
                               of            Per                     of           Per
                  Loss         Shares        Share       Loss        Shares       Share
                 (numerator)  (denominator)             (numerator) (denominator)
Loss to Common
<S>              <C>             <C>         <C>        <C>           <C>          <C>
 Shareholders    $  (11,901)     10,200,000  $    --    $     --      10,000,000   $    --
                 ==========   =============  =========  ==========  =============  =========

                            Six Months Ended                   Six Months Ended
                            March 31, 2001                      March 31, 2000
                                Number        Loss                     Number       Loss
                                of            Per                      of           Per
                  Loss          Shares        Share       Loss         Shares       Share
                 (numerator)   (denominator)             (numerator)  (denominator)
Loss to Common
 Shareholders    $ (19,853)       10,200,000  $     --   $     (930)    10,000,000   $   --
                 ===========   =============  ========== ==========   ============   ========

</TABLE>

     The effect of outstanding  common stock  equivalents would be anti-dilutive
for March 31, 2001 and 2000 and are thus not considered.

                                       9
<PAGE>





                            ARCADIA INVESTMENTS, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
        FOR THE THREE AND SIX MONTH PERIODS ENDED MARCH 31, 2001 AND 2000
                                   (Continued)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
--------------------------------------------------------------------------------

Concentration of Credit Risk

     The Company has no significant  off-balance-sheet  concentrations of credit
risk such as foreign  exchange  contracts,  options  contracts or other  foreign
hedging arrangements.

NOTE 2 - INCOME TAXES

     As of March 31, 2001, the Company had a net operating loss carryforward for
income  tax  reporting  purposes  of  approximately  $40,000  that may be offset
against future taxable income through 2021. Current tax laws limit the amount of
loss  available to be offset  against  future  taxable income when a substantial
change in ownership  occurs.  Therefore,  the amount  available to offset future
taxable income may be limited. No tax benefit has been reported in the financial
statements,  because the Company  believes  there is a 50% or greater chance the
carryforwards will expire unused. Accordingly, the potential tax benefits of the
loss carryforwards are offset by a valuation allowance of the same amount.

NOTE 3 - DEVELOPMENT STAGE COMPANY

     The  Company  has not begun  principal  operations  and as is common with a
development  stage  company,  the Company has had  recurring  losses  during its
development stage.

NOTE 4 - COMMITMENTS

     As of March 31, 2001 all  activities of the Company have been  conducted by
corporate officers from either their homes or business offices. Currently, there
are no outstanding debts owed by the company for the use of these facilities and
there are no commitments for future use of the facilities.

NOTE 5 - STOCK SPLIT

     On October  20,  1999 the Board of  Directors  authorized  1,000 to 1 stock
split, changed the authorized number of shares to 100,000,000 shares and the par
value to $.001 for the Company's common stock. As a result of the split, 999,000
shares were issued. All references in the accompanying  financial  statements to
the  number  of  common  shares  and  per-share  amounts  for 1999 and have been
restated to reflect the stock split.


                                       10
<PAGE>


                            ARCADIA INVESTMENTS, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
        FOR THE THREE AND SIX MONTH PERIODS ENDED MARCH 31, 2001 AND 2000
                                   (Continued)

NOTE 5 - STOCK SPLIT (continued):

     On November  15,  2000,  the Company  declared a 10 to 1 stock split of its
shares of common  stock,  par value  $.001 per share.  As a result of the split,
9,000,000 shares were issued and Retained  Deficit was increased by $9,000.  All
references in the accompanying  financial  statements to number of common shares
and per-share amounts for 2000 have been restated to reflect the stock split.

                                       11

<PAGE>


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

     This Quarterly Report contains certain  forward-looking  statements  within
the  meaning of Section  27A of the  Securities  Act of 1933,  as  amended,  and
Section  21E of the  Securities  Exchange  Act of 1934,  as  amended,  which are
intended  to be covered  by the safe  harbors  created  thereby.  Investors  are
cautioned that all  forward-looking  statements  involve risks and  uncertainty,
including  without  limitation,  the  ability of the  Company to  implement  its
business plans and objectives, as well as general market conditions, competition
and pricing.  Although the Company believes that the assumptions  underlying the
forward-looking   statements  contained  herein  are  reasonable,   any  of  the
assumptions could be inaccurate,  and therefore,  there can be no assurance that
the  forward-looking  statements included in this Quarterly Report will prove to
be  accurate.  In  light  of  the  significant  uncertainties  inherent  in  the
forward-looking  statements  including herein, the inclusion of such information
should not be regarded as are  presentation  by the Company or any other  person
that the objectives and plans of the Company will be achieved.

     As used herein the term "Company"  refers to Arcadia  Investments,  Inc., a
Wyoming   corporation  and  its  predecessors,   unless  the  context  indicates
otherwise.  The Company is currently a shell company whose purpose is to acquire
operations  through  an  acquisition  or  merger  or to begin  its own  start-up
business.

     The  Company is in the  process of  attempting  to  identify  and acquire a
favorable business opportunity.  The Company has reviewed and evaluated a number
of business  ventures for possible  acquisition or participation by the Company.
The Company has not entered into any agreement,  nor does it have any commitment
or understanding to enter into or become engaged in a transaction as of the date
of this filing.  The Company  continues  to  investigate,  review,  and evaluate
business  opportunities  as they  become  available  and will seek to acquire or
become engaged in business  opportunities at such time as specific opportunities
warrant.

Results of Operations

     The Company had no sales or sales revenues for the three months ended March
31, 2001 because it is a shell company that has not had any business  operations
for the past three years.

     The Company had no costs of sales revenues for the three months ended March
31, 2001 because it is a shell company that has not had any business  operations
for the past three years. The Company had $11,901 in general and  administrative
expenses for the three months ended March 31, 2001 and $0 for the same period in
2000.

     The Company recorded a net loss of $11,901 for the three months ended March
31, 2001 compared to $0 loss for the same period in 2000.



Capital Resources and Liquidity

                                       12
<PAGE>


     At March 31,  2001,  the Company had total  current  assets of $0 and total
assets of $0. The Company had a net working  capital  deficit of $1,783 at March
31, 2001.

Net stockholders' deficit in the Company was $1,783 as of March 31, 2001.



                            PART II-OTHER INFORMATION



ITEM 1.  LEGAL PROCEEDINGS

None.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

None/Not Applicable.

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

None/Not Applicable.

ITEM 5.  OTHER INFORMATION

None.

ITEM 6.  EXHIBITS

(a)      Exhibits.

       Exhibit Number                                               Description

3.1* Articles of Incorporation of Arcadia Investments, Inc. filed August 2, 1996
     (incorporated  by reference to Exhibit 1 to our  registration  statement on
     Form 10SB-12G filed on December 17, 1999 (file no. 000-28535)).

3.2* Certificate Amending Articles of Incorporation of Arcadia Investments, Inc.
     filed

3.3* Bylaws of Arcadia Investments, Inc. (incorporated by reference to Exhibit 3
     to our

4    Reference is made to Exhibits 3.1, 3.2 and 3.3.

                                       13
*  Incorporated by reference.

(b)  No reports on Form 8-K were filed  during the quarter for which this report
     is filed.


                                   SIGNATURES

     In accordance  with the  requirements  of the Exchange Act, the  registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized, this 4th day of June, 2001

Arcadia Investments, Inc.


/s/   Jeong S. Park
      Jeong S. Park                                        June 4, 2001
      President and Director

                                       14