UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   Form 10-QSB

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


                  For the quarterly period ended: June 30, 2001
                                                 ----------------

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

             For the transition period from               to
                                            -------------    -------------
                    Commission file number             000-28623
                                            ------------------------------

                          BOULDER CREEK FINANCIAL, INC.
 -------------------------------------------------------------------------------
                     (Exact name of small business issuer as
                            specified in its charter)

          Wyoming                                            86-0969999
--------------------------------------------------------------------------------
 (State or other jurisdiction                             (IRS Employer
of incorporation or organization)                        Identification No.)

                11601 East Lusitano Place, Tucson, Arizona, 85748
  ----------------------------------------------------------------------------
                    (Address of principal executive offices)

                                 (520) 577-1516
                   -------------------------------------------
                            Issuer's telephone number


         (Former name,  former  address and former fiscal year, if changed since
last report.)


                      APPLICABLE ONLY TO CORPORATE ISSUERS

         State the number of shares  outstanding of each of the issuer's classes
of common equity, as of the latest practical date: June 30, 2001 1,000,000


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

<PAGE>

                                     PART I


Item 1.  Financial Statements


                         INDEPENDENT ACCOUNTANT'S REPORT


Boulder Creek Financial, Inc.
(A Development Stage Company)


         We have  reviewed  the  accompanying  balance  sheets of Boulder  Creek
Financial,  Inc. (a development stage company) as of June 30, 2001 and September
30, 2000 and the related  statements of operations  for the three and nine month
periods ended June 30, 2001 and 2000,  and cash flows for the nine month periods
ended June 30, 2001 and 2000. 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
July 25, 2001

<PAGE>

                          BOULDER CREEK FINANCIAL, INC.
                          -----------------------------
                          (A Development Stage Company)
                                 BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                                  June 30,         September 30,
                                                                                    2001                2000
                                                                             ------------------  ------------------
<S>                                                                          <C>                 <C>
Assets:                                                                      $             --    $             --
                                                                             ==================  ==================

Liabilities - Accounts Payable                                               $            1,672  $              257
                                                                             ------------------  ------------------

Stockholders' Equity:
  Common Stock, Par value $.001
    Authorized 100,000,000 shares,
    Issued 1,000,000 Shares at
    June 30, 2001 and September 30, 2000                                                  1,000               1,000
  Paid-In Capital                                                                         1,831               1,574
  Retained Deficit                                                                       (1,075)             (1,075)
  Deficit Accumulated During the
    Development Stage                                                                    (3,428)             (1,756)
                                                                             ------------------  ------------------

     Total Stockholders' Equity                                                          (1,672)               (257)
                                                                             ------------------  ------------------

     Total Liabilities and
       Stockholders' Equity                                                  $             --    $             --
                                                                             ==================  ==================

</TABLE>















                 See accompanying notes and accountants' report.


<PAGE>

                          BOULDER CREEK FINANCIAL, INC.
                          -----------------------------
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS


<TABLE>
<CAPTION>
                                                                                                Cumulative
                                                                                               since October
                                                                                                  20, 1999
                                                                                                 Inception
                                  For the three months ended     For the nine months ended          of
                                            June 30,                      June 30,              development
                                 ----------------------------   ----------------------------
                                      2001           2000            2001          2000             stage
                                 ------------    ------------   ------------    ------------    ------------
<S>                              <C>             <C>            <C>             <C>             <C>
Revenues: ....................   $       --      $       --     $       --      $       --      $       --

Expenses: ....................          1,672            --            1,672             930           3,428
                                 ------------    ------------   ------------    ------------    ------------

     Net Loss ................   $     (1,672)   $       --     $     (1,672)   $       (930)   $     (3,428)
                                 ============    ============   ============    ============    ============

Basic & Diluted loss per share   $       --      $       --     $       --      $       --
                                 ============   ============    ============    ============
</TABLE>











                 See accompanying notes and accountants' report.


<PAGE>

                          BOULDER CREEK FINANCIAL, INC.
                          -----------------------------
                          (A Development Stage Company)
                            STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                                                                     Cumulative
                                                                                                   since October
                                                                                                      20, 1999
                                                                For the nine months ended           Inception of
                                                                        June 30,                    Development
                                                          -------------------------------------
                                                                2001                2000               Stage
                                                          -----------------  ------------------  ------------------
CASH FLOWS FROM OPERATING
ACTIVITIES:
<S>                                                       <C>                <C>                 <C>
Net Loss                                                  $          (1,672) $             (930) $           (3,428)
Increase (Decrease) in Accounts Payable                               1,415                   -               1,672
                                                          -----------------  ------------------  ------------------
  Net Cash Used in operating activities                                (257)               (930)             (1,756)
                                                          -----------------  ------------------  ------------------

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

CASH FLOWS FROM FINANCING
ACTIVITIES:
Capital contributed by shareholder                                      257                 930               1,756
                                                          -----------------  ------------------  ------------------
Net Cash Provided by
  Financing Activities                                                  257                 930               1,756
                                                          -----------------  ------------------  ------------------

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                              $            --    $             --    $               25

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



                 See accompanying notes and accountants' report.


<PAGE>

                          BOULDER CREEK FINANCIAL, INC.
                          -----------------------------
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                FOR THE THREE MONTHS ENDED JUNE 30, 2001 AND 2000

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         This summary of accounting  policies for Boulder Creek Financial,  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 June 30,  2001 and for the
three and nine 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
nine  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
May 28, 1996. The Company ceased all operating activities during the period from
May 28, 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 June 30,  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.

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.

<PAGE>

                          BOULDER CREEK FINANCIAL, INC.
                          -----------------------------
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                FOR THE THREE MONTHS ENDED JUNE 30, 2001 AND 2000
                                   (Continued)

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

Loss per Share

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


                                                                                                     Per-Share
                                                              Income              Shares               Amount
                                                              ------              ------               ------
                                                           (Numerator)         (Denominator)

                                                                 For the three months ended June 30, 2001
Basic Loss per Share
<S>                                                     <C>                           <C>        <C>
Loss to common shareholders                             $           (1,672)           1,000,000  $                -
                                                        ==================  ===================  ==================

                                                                 For the three months ended June 30, 2000
Basic Loss per Share
Loss to common shareholders                             $             --              1,000,000  $                -
                                                        ==================  ===================  ==================

                                                                  For the nine months ended June 30, 2001
Basic Loss per Share
Loss to common shareholders                             $           (1,672)           1,000,000  $                -
                                                        ==================  ===================  ==================

                                                                  For the nine months ended June 30, 2000
Basic Loss per Share
Loss to common shareholders                             $             (930)           1,000,000  $                -
                                                        ==================  ===================  ==================
</TABLE>

         The  effect  of   outstanding   common  stock   equivalents   would  be
anti-dilutive for June 30, 2001 and 2000 and are thus not considered.

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.



<PAGE>

                          BOULDER CREEK FINANCIAL, INC.
                          -----------------------------
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                FOR THE THREE MONTHS ENDED JUNE 30, 2001 AND 2000
                                   (Continued)

NOTE 2 - INCOME TAXES

         As of June 30, 2001, the Company had a net operating loss  carryforward
for income tax  reporting  purposes of  approximately  $4,500 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
carry-forwards  will expire unused.  Accordingly,  the potential tax benefits of
the loss carry-forwards 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 June 30, 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.







<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  continue  its
expansion  strategy,  changes in costs of raw  materials,  labor,  and  employee
benefits,  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 included herein, the inclusion of such information should not
be  regarded  as a  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 Boulder Creek  Financial,
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 nine months  ended
June  30,  2001  or 2000  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 nine months  ended
June  30,  2001  or 2000  because  it is a shell  company  that  has not had any
business  operations  for the past three  years.  The Company had no general and
administrative  expenses  for the three month  period ended June 30, 2001 or for
the same period in 2000.

         The Company  recorded net loss of $1,672 for the nine months ended June
30, 2001 compared to $930 loss for the same period in 2000.

Capital Resources and Liquidity

         At June 30, 2001,  the Company had total current assets of $0 and total
assets of $0 as compared to $0 current  assets and $0 total  assets at September
30, 2000.  The Company had a net working  capital  deficit of $1,672 and $257 at
June 30, 2001 and September 30, 2000.



<PAGE>



         Net stockholders' deficit in the Company was $1,672 and $257 as of June
30, 2001 and September 30, 2000.

                           PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

None.

ITEM 2.  CHANGES IN SECURITIES

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 AND REPORTS ON FORM 8-K

(a)      EXHIBITS

         The  following  documents  are filed  herewith or have been included as
exhibits to previous filings with the Commission and are incorporated  herein by
this reference:

         Exhibit No. Exhibit

         *3 Articles of Incorporation

         *3.2 Bylaws

         *3.1 Amended Articles of Incorporation

(b)      Reports  on Form 8-K.  No  reports  on Form 8-K were  filed  during the
         period covered by this Form 10-KSB.

o        Incorporated  herein  by  reference  from  Registrant's  Form  10SB12G,
         Registration Statement, dated December 23, 1999.


<PAGE>


                                   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.

Boulder Creek Financial, Inc.


/s/ Daniel L. Hodges
--------------------------
Daniel L. Hodges
President/CFO and Director

August 22, 2001