SECURITIES AND EXCHANGE COMMISSION
  Washington, D.C. 20549
  FORM 10-QSB

[X] Quarterly report under Section 13 or 15(d) of the Securities Exchange Act
  of 1934 for the quarterly period ended June 30, 2000.

[ ] Transition report under Section 13 or 15(d)
  of the Securities Exchange
  Act of 1934 for the transition period from ------------ to --------------

Commission file number:  000-28535

BOULDER CREEK FINANCIAL, INC.
  --------------------------------------

(Exact name of small business issuer as specified in its charter)

|Wyoming
        (State or other jurisdiction of incorporation or organization) | 86-0969999
        (I.R.S. Employer Identification No.)
|------------------------------------------------------------------------------ | -------------------------------------------------------



7025 E First Ave., #5, Scottsdale, Arizona 85251
  ------------------------------------------
  (Address of principal executive office) (Zip Code)

(480) 949-2232
  ---------------------
  (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 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 XX                            No

-----                                -----

The number of outstanding shares of the issuer's common stock, $0.001 par value, as of June 30,
2000 was 1,000,000.

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION

|ITEM 1.  FINANCIAL STATEMENTS                                                                        | 3 
|---------------------------------------------------------------------------------------------------- | --
|Condensed Balance Sheets as of September 30, 1999 and June 30,
2000                                  | 5 
|Condensed Statements of Operations for the Three and Nine Month
Periods Ended June 30, 2000 and 1999 | 6 
|Condensed Statements of Cash Flows for the Nine Month Period
Ended June 30, 2000 and 1999            | 7 
|Notes to Unaudited Condensed Financial Statements                                                    | 9 
|ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS                                                        | 10

|PART II - OTHER INFORMATION  |   
|---------------------------- | --
|ITEM 1 LEGAL PROCEEDINGS     | 12
|ITEM 2 CHANGES IN SECURITIES | 12
|ITEM 5 OTHER INFORMATION     | 12
|INDEX TO EXHIBITS            | 13

ITEM 1.  FINANCIAL STATEMENTS

As used herein, the term "Company" refers to Boulder Creek Financial, 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 June 30, 2000 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.

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

|                                                                                                                                                                           | June 30, 
      2000 | Septeber 30,
      1999
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------- | -----------------------
|ASSETS:                                                                                                                                                                    | $                    | $                      
|LIABILITIES & STOCKHOLDERS' EQUITY                                                                                                                                         |                      |                        
|Current Liabilities:
      Accounts Payable & Accrued Expenses                                                                                                             |                      |                        
|Stockholders' Equity:
      Common Stock, Par value $.001
      Authorized 100,000,000 shares,
      Issued 1,000,000 Shares at June 30, 2000
      and September 30, 1999 | 1,000                | 1,000                  
|Paid-In Capital                                                                                                                                                            | 1,005                | 75                     
|Retained Deficit                                                                                                                                                           | (1,075)              | (1,075)                
|Deficit Accumulated During the Development Stage                                                                                                                           | (930)                | 0                      
|Total Stockholders' Equity                                                                                                                                                 | 0                    | 0                      
|Total Liabilities and Stockholders' Equity                                                                                                                                 | $ 0                  | $ 0                    



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



| | For the Three Months
        Ended 
        March 31, | For the Nine Months
          Ended
          June 30, | Cumulative since October
        20,
          1999 Inception of
        Development
      Stage
| | ----------------------------------------------------- | ------------------------------------------------------ | ------------------------------------------------------------------------------------------------

|                                    | 2000      | 1999      | 2000      | 1999      |          
|----------------------------------- | --------- | --------- | --------- | --------- | ---------
|Revenues                            | $       - | $       - | $       - |           |          
|Expenses General and
Administrative |           |           | 930       |           | 930      
|Net Loss                            | $       - | $       - | $ (930)   | $       - | $ (930)  
|Basic & Diluted loss per share      | $       - | $       - | $       - | $       - | $       -



BOULDER
  CREEK FINANCIAL, INC.
       (A Development Stage Company)
       STATEMENTS OF CASH FLOWS

| | For the Nine months ended June 30, | Cumulative since October 20, 1999 Inception
        of
             Development  
           Stage
| | ---------------------------------- | --------------------------------------------------------------------------------------------------

|                                                                                                                                                 | 2000    | 1999 |        
|------------------------------------------------------------------------------------------------------------------------------------------------ | ------- | ---- | -------
|CASH FLOWS FROM OPERATING                                                                                                                        |         |      |        
|ACTIVITIES:                                                                                                                                      |         |      |        
|Net Loss                                                                                                                                         | $ (930) |      | $ (930)
|Adjustments to reconcile net loss to net cashProvided by
      operating activities
      

Increase (Decrease) in:                              |         |      |        
|Accounts Payable & Accrued Expenses                                                                                                              |         |      |        
|                                                                                                                                                 |         |      |        
|Net Cash Used in operating activities                                                                                                            | (930)   |      | (930)  
|                                                                                                                                                 |         |      |        
|CASH FLOWS FROM INVESTING                                                                                                                        |         |      |        
|ACTIVITIES:                                                                                                                                      |         |      |        
|Net cash provided by investing activities                                                                                                        | -       |      | -      
|                                                                                                                                                 |         |      |        
|CASH FLOWS FROM FINANCING                                                                                                                        |         |      |        
|ACTIVITIES:                                                                                                                                      |         |      |        
|Capital contributed by shareholder                                                                                                               | 930     |      | 930    
|Net Cash Provided by Financing Activities                                                                                                        | 930     |      | 930    
|                                                                                                                                                 |         |      |        
|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
       ----------------------------------

BOULDER
  CREEK FINANCIAL, INC.  
     (A Development Stage Company)
       NOTES TO FINANCIAL STATEMENTS
       FOR
  THE THREE AND NINE MONTH PERIODS ENDED June 30, 2000 AND 1999

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

This summary of accounting policies for Boulder Creek Financial, Inc. 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, 2000 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 June 30, 2000.  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.

Loss per Share

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

BOULDER
  CREEK FINANCIAL, INC.
       (A Development Stage Company)  
     NOTES TO FINANCIAL STATEMENTS
       FOR
  THE THREE AND NINE MONTH PERIODS ENDED June 30, 2000 AND 1999

N   OTE 1 - ORGANIZATION AND SUMMARY
  OF SIGNIFICANT ACCOUNTING POLICIES

|                                       | Loss
      (numerator) | Number of
           Shares
      (de     nominator) | Loss 
         Per
           Share | Loss
           (numerator) | Number of 
      Shares
      (denominator) | Loss
      Per
           Share
|-------------------------------------- | ---------------------- | ---------------------------------------------------- | ----------------------------------- | --------------------------- | ------------------------------------------- | -------------------------------
|Loss to Common
           Shareholders | $ -                    | 1,000,000                                            | $ -                                 | $ -                         | 1,000,000                                   | $ -                            



| | Three Months Ended
        June 30, 2000 | Three Months Ended
        June 30, 1999
| | ---------------------------------------- | ----------------------------------------

|                                    | Loss
      (numerator) | Number
      of
      Shares
      (denominator) | Loss  
         Per
        Share | Loss
        (numerator) | Number of 
      Shares 
      (denominator) | Loss
        Per
        Share
|----------------------------------- | ---------------------- | ------------------------------------------------ | --------------------------------- | ------------------------ | -------------------------------------------- | ------------------------------
|Loss to Common
        Shareholders | $      (930)           | 1,000,000                                        | $        -                        | $        -               | 1,000,000                                    | $        -                    



The effect of outstanding stock equivalents would be anti-dilutive for June 30, 2000 and
1999 and are thus not considered.

NOTE 2 - INCOME TAXES

As of June 30, 2000, the Company has a net operating loss carryforward for income tax
reporting purposes of approximately $2,000 that may be offset against future taxable income
through 2011.  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 change the carry-forwards
will expire unused.  Accordingly, the potential tax benefits of the loss carry-forwards are offset by
a valuationallowance 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 itsdevelopment stage.

NOTE 4 - COMMITMENTS

As of June 30, 2000 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 thesefacilities and there are no commitments for future use of the
facilities.

BOULDER
  CREEK FINANCIAL, INC.
    (A Development Stage Company)
    NOTES TO FINANCIAL STATEMENTS
    FOR
  THE THREE AND NINE MONTH PERIODS ENDED June 30, 2000 AND 1999

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 2000 and 1999 have been restated to reflect the stock
  split.

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 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 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 three months ended June 30, 2000 or
1999 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 June 30, 2000 or
1999 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 months period
ended December 31, 2000 or for the same period in 1999.

The Company recorded net loss of $930 for the nine months ended June 30, 2000 compared
to $0 loss for the same period in 1999.

CAPITAL RESOURCES AND LIQUIDITY

At June 30, 2000, the Company had total current assets of $0 and total assets of $0 as
compared to $0 current assets and $0 total assets at December 31, 1999.  The Company had a net
working capital deficit of $0 at June 30, 2000 and December 31, 1999.

Net stockholders' deficit in the Company was $0 as of June 30, 2000 and December 31, 1999.

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.  Exhibits required to be attached by Item 601 of Regulation S-B are listed in the
Index to Exhibits on page 12 of this Form10-QSB, and are incorporated herein by reference.

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

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 28th day of July, 2000..

Boulder Creek Financial, Inc./s/
  Daniel L. Hodges
      Daniel L. Hodges
    President/CFO and Director
    July
  28, 2000