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

FORM 10-QSB

T     QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE 
          ACT OF 1934

For the quarterly period ended June 30, 2001

OR

£    
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE 
          ACT OF 1934

For the transition period from __________ to __________



Commission File Number: 000-28589

_________________________



ASP VENTURES CORP.

|FLORIDA
(State or other jurisdiction of
incorporation or organization)                                   | 98-0203918
(I.R.S. Employer Identification No.)
|-------------------------------------------------------------------------------------------------------- | -----------------------------------------------
|1177 West Hastings Street, #1818, Vancouver,
BC, Canada V6E 2K3
(Address of principal executive offices)

(604) 602-1717
(Issuer's telephone number)
_________________________

State the number of shares outstanding of each of the
issuer's classes of common equity, as of the latest practicable date:

3,150,000 as of August 14, 2001

Transitional Small Business Disclosure Format (Check one):
Yes  [   ]    No  [X]

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ASP VENTURES CORP.

FORM 10-QSB

For the quarterly period ended June 30, 2001

INDEX

|PART 1.  | FINANCIAL INFORMATION |                                                                                                             
|-------- | --------------------- | ------------------------------------------------------------------------------------------------------------
|         |                       |                                                                                                             
|         | Item 1.               | Financial Statements                                                                                        
|         |                       |                                                                                                             
|         |                       | Balance Sheets as of June 30, 2001 (unaudited) 
and December 31, 2000                                       
|         |                       |                                                                                                             
|         |                       | Statements of Loss and Deficit (unaudited) for the three 
and six month periods ended June 30, 2001 and 2000
|         |                       |                                                                                                             
|         |                       | Statements of Cash Flows (unaudited) for the three 
and six month periods ended June 30, 2001 and 2000      
|         |                       |                                                                                                             
|         |                       | Notes to Financial Statements                                                                               
|         |                       |                                                                                                             
|         | Item 2.               | Plan of Operations                                                                                          
|         |                       |                                                                                                             
|PART II. | OTHER INFORMATION     |                                                                                                             
|         |                       |                                                                                                             
|         | Item 1.               | Legal Proceedings                                                                                           
|         |                       |                                                                                                             
|         | Item 2.               | Changes in Securities                                                                                       
|         |                       |                                                                                                             
|         | Item 3.               | Defaults upon Senior Securities                                                                             
|         |                       |                                                                                                             
|         | Item 4.               | Submission of Matters to a Vote of Shareholders                                                             
|         |                       |                                                                                                             
|         | Item 5.               | Other Information                                                                                           
|         |                       |                                                                                                             
|         | Item 6.               | Exhibits and Reports on Form 8-K                                                                            
|         |                       |                                                                                                             
|         | Signatures            | 9                                                                                                           

2

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PART I. - FINANCIAL INFORMATION

ITEM 1.     FINANCIAL
STATEMENTS

The following financial statements for the period ended June
30, 2001 are included in response to Item 1 and have been compiled by
management.

The financial statements should be read in conjunction with
the Plan of Operations and other financial information included elsewhere in
this Form 10-QSB.

|ASP VENTURES CORP.
BALANCE SHEETS
AS AT JUNE 30, 2001 AND DECEMBER 31, 2000
|---------------------------------------------------------------------------
|                                                                           
|                                                                           
|ASSETS                                                                     
|                                                                           
|CURRENT                                                                    
|                                                                           
|                                                                           
|Total assets                                                               
|                                                                           
|                                                                           
|LIABILITIES                                                                
|                                                                           
|CURRENT                                                                    
|                                                                           
|                                                                           
|                                                                           
|                                                                           
|Total current liabilities                                                  
|                                                                           
|STOCKHOLDERS'DEFICIENCY                                                    
|                                                                           
|                                                                           
|                                                                           
|                                                                           
|                                                                           
|                                                                           
|                                                                           
|Total liabilities and shareholders' deficiency                             

The accompanying notes are an integral part of these financial
statements.

Approved by the Board:



|/s/ Ross Wilmot | Director |  | 
|--------------- | -------- |  | 

3

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|ASP VENTURES CORP.
STATEMENTS OF LOSS AND DEFICIT
FOR THE THREE AND SIX MONTH PERIODS ENDED JUNE 30, 2001 AND 2000
(Unaudited)
|------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                              
|                                                                                                                              
|                                                                                                                              
|                                                                                                                              
|REVENUE                                                                                                                       
|                                                                                                                              
|                                                                                                                              
|EXPENSES                                                                                                                      
|                                                                                                                              
|                                                                                                                              
|                                                                                                                              
|                                                                                                                              
|                                                                                                                              
|                                                                                                                              
|                                                                                                                              
|                                                                                                                              
|                                                                                                                              
|                                                                                                                              
|LOSS FOR THE PERIOD                                                                                                           
|DEFICIT - BEGINNING OF PERIOD                                                                                                 
|DEFICIT - END OF PERIOD                                                                                                       
|                                                                                                                              
|EARNINGS PER SHARE:                                                                                                           
|Basic and diluted loss per share                                                                                              
|Weighted average number of common shares outstanding                                                                          



The accompanying notes are an integral part of these
financial statements.

4

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|ASP VENTURES CORP.
STATEMENTS OF CASH FLOWS
FOR THE THREE AND SIX MONTH PERIODS ENDED JUNE 30, 2001 AND 2000
(Unaudited)
|------------------------------------------------------------------------------------------------------------------------
|                                                                                                                        
|                                                                                                                        
|                                                                                                                        
|                                                                                                                        
|CASH FLOWS FROM OPERATING 
  ACTIVITIES                                                                                 
|                                                                                                                        
|                                                                                                                        
|                                                                                                                        
|                                                                                                                        
|Net cash used in operating activities                                                                                   
|                                                                                                                        
|CASH FLOWS FROM FINANCING 
  ACTIVITIES                                                                                 
|                                                                                                                        
|Net cash provided by financing activities                                                                               
|                                                                                                                        
|DECREASE IN CASH AND CASH
   EQUIVALENTS                                                                                
|CASH AND EQUIVALENTS -
  BEGINNING OF PERIOD                                                                            
|CASH AND EQUIVALENTS - 
  END OF PERIOD                                                                                 
|Cash paid during the period for:                                                                                        
|                                                                                                                        
|                                                                                                                        
|                                                                                                                        
|Non-cash investing and financing 
   transactions:                                                                      
|                                                                                                                        

The accompanying notes are an integral part of these financial
statements.

5

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ASP VENTURES CORP.
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

1.     Basis of presentation and going concern

The Company was incorporated under the laws of the State of
Florida on March 23, 1989, as Air Support Services, Corp.  On May 15, 1998, the
Company changed its name to ASP Ventures Corp.

Since inception, the Company has incurred cumulative losses
of $818,583, has a working capital deficiency of $350,583 and a deficiency in
shareholders' equity of $350,583.  The Company cannot meet its obligations as
they become due without additional funds being invested.  These financial
statements have been prepared in accordance with generally accepted accounting
principles applicable to a going concern which assumes that the Company will
realize its assets and discharge its liabilities in the normal course of
business.

The Company's ability to meet its obligations and maintain
its operations is contingent upon several factors, including the acquisition of
a business which would lead to profitable operations, successful completion of
additional financing arrangements, the continuing support of its creditors
and/or the completion of a business combination with a company which would
assist in obtaining necessary financing.  Management of the Company plans to
complete a business combination and raise funds through an equity offering to
address the going concern uncertainty.

In the opinion of management, the accompanying financial
statements contain all adjustments necessary (consisting of normal recurring
accruals) to present fairly the financial information contained therein.  These
financial statements do not include all disclosures required by generally
accepted accounting principles and should be read in conjunction with the
audited financial statements of the Company for the year ended December 31,
2000.  The results of operations for the six months ended June 30, 2001 are not
necessarily indicative of the results to be expected for the year ending
December 31, 2001.

2.     Related party transactions

During the six month period ended June 30, 2001, the Company
paid or accrued $8,703 (2000 - $34,260) in management fees to directors.

Included in accounts payable as at June 30, 2001 is $56,761
(December 31, 2000 - $40,000) due to companies controlled by common directors.

These transactions were in the normal course of operations
and were measured at the exchange value which represented the amount of
consideration established and agreed to by the related parties.

3.     Subsequent events

There have been no subsequent events.

6

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Item 2.     Plan of Operations

We are not currently engaged in any business.  The
contemplated acquisition of 100% of the issued and outstanding stock of
Promerita, Inc. has not been successful.  On June 11, 2001 we accepted a request
by Promerita, Inc. ("Promerita") to terminate the Memorandum of
Understanding agreement initially executed with Promerita and certain of the
shareholders of Promerita on March 5, 2001.

We now intend to seek other potential acquisition targets.
If we require additional capital in connection with due diligence to be
performed on any potential acquisitions, we plan to raise such additional funds
through the private placement of common stock.

7

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PART II

Item 1.     Legal Proceedings.

There are no pending legal proceedings to which we, our
director, or our officer are a party. We have no knowledge of any pending legal
proceedings to which parties owning 5% of our common stock are a party. We do
not know of any legal proceedings contemplated or threatened by or against
us.

Item 2.     Changes in Securities.

a)     None

b)     None

c)     None

d)     None

Item 3.     Defaults 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 Filed on
Form 8-K

a)     Exhibits

None

b)     Reports Filed on Form 8-K

On June 11, 2001, we announced the termination, by Promerita,
Inc. of the Memorandum of Understanding agreement initially executed with
Promerita and certain of the shareholders of Promerita on March 5, 2001.

8

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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.

Dated:  August 14, 2001

| | ASP VENTURES CORP. 
| | -------------------
| |                    
| |                    
| | /s/ Ross Wilmot    
| | Ross WilmotDirector