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

                                   FORM 10-QSB

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

                  For the quarterly period ended June 30, 2001

[ ]    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 000-29707

                              GREENHOLD GROUP, INC.

              FLORIDA                                    650910697

 1995 E. Oakland Park Boulevard
          Suite 350
  FORT LAUDERDALE, FLORIDA                                33306

                                 (954) 564-0006

         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 [ ]

         As of August 13, 2001, there were 8,578,539 shares of the registrant's
Common Stock, $.001 par value per share, outstanding.


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                                    I N D E X

                                                                        Page
                                                                        ----

PART  I.  FINANCIAL NFORMATION.......................................  3 - 11

Item 1.   Financial Statements.......................................  3 - 10

          Condensed Balance Sheet
          June 30, 2001..............................................  3 - 4

          Condensed Statement of Operations.
          Three months ended June 30, 2001...........................  5

          Condensed Statement of Cash Flow
          Three months ended June 30, 2001...........................  6 - 7

          Notes to Financial Statements..............................  8 - 10

Item 2.   Management's Plan of Operation.............................  11


PART  II. OTHER INFORMATION

Items 1 - N/A.



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PART I. FINANCIAL INFORMATION

Item 1.  Financial Statements

                       GREENHOLD GROUP, INC & SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEET
                                  JUNE 30, 2001
                                   (Unaudited)

                                     ASSETS

CURRENT ASSETS
 Cash                                                               $   56,507
 Accounts receivable                                                    33,000
 Deposits                                                               10,100
 Other current assets                                                   15,940
                                                                    ----------
 Total Current Assets                                               $  115,547
                                                                    ----------

PROPERTY, FURNITURE AND EQUIPMENT  - NET

 OTHER ASSETS

 Subscriber lists - Net                                              2,076,995
 Goodwill - Net                                                      1,375,215
                                                                    ----------
 Total Other Assets                                                 $3,452,210
                                                                    ----------

TOTAL ASSETS                                                        $3,718,694
                                                                    ==========






                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
 Current portion of note payable                                   $     6,672
 Accounts payable and accrued expenses                                 201,514
 Deferred revenue                                                       37,481
 Notes payable - stockholders                                          328,050
                                                                   -----------
     Total Current Liabilities                                         573,717

NOTE PAYABLE, LESS CURRENT PORTION                                      11,443
                                                                   -----------
TOTAL LIABILITIES                                                  $   585,160
                                                                   -----------

MINORITY INTEREST                                                  $    45,052
                                                                   -----------

STOCKHOLDERS' EQUITY
 Common stock, $.001 par value 50,000,000
  shares authorized, 8,664,320 shares issued
  and outstanding                                                        8,664

Additional paid-in capital                                           4,108,325
 Deficit                                                            (1,028,507)
                                                                   -----------
TOTAL STOCKHOLDERS" EQUITY                                         $ 3,088,482
                                                                   -----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                         $ 3,718,694
                                                                   ===========



                Read accompanying Notes to Financial Statements.



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<PAGE>   4
                      GREENHOLD GROUP, INC. & SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>

                                               Three Months                       Six Months
                                              Ended June 30,                     Ended June 30,
                                      -----------------------------       -----------------------------
                                          2001              2000              2001             2000
                                      -----------       -----------       -----------       -----------
<S>                                   <C>               <C>                                 <C>
REVENUES                              $   202,015       $                 $   470,822       $        --

COST OF REVENUES                           85,993                --           175,796                --
                                      -----------       -----------       -----------       -----------

GROSS PROFIT                              116,022                --           295,026                --
                                      -----------       -----------       -----------       -----------

EXPENSES
 General and administrative               258,445             2,422           571,488             5,942
 Depreciation and amortization            357,120                --           715,140                --
 Interest expense                          14,315                --            23,400                --
 Minority interest in net income              552                --             1,089                --
                                      -----------       -----------       -----------       -----------

         Total Expenses                   630,432             2,422         1,311,117             5,942
                                      -----------       -----------       -----------       -----------

NET (LOSS)                            $  (514,410)      $    (2,422)      $(1,016,091)      $    (5,942)
                                      ===========       ===========       ===========       ===========

(LOSS) PER SHARE                      $      (.06)      $        --       $      (.12)      $        --
                                      ===========       ===========       ===========       ===========

WEIGHTED AVERAGE NUMBER OF
 SHARES OUTSTANDING                     8,578,539         3,000,000         8,561,882         3,000,000
                                      ===========       ===========       ===========       ===========



</TABLE>






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                      GREENHOLD GROUP, INC. & SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW
                     SIX MONTHS ENDED JUNE 30, 2001 AND 2000
                                   (Unaudited)


                                                 2001               2000
                                             -----------         -----------

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net (loss)                                 $(1,016,091)        $    (5,942)
  Adjustments to reconcile net
  loss to net cash (used in)
  operating activities:
    Depreciation and amortization                715,140                  --
    Minority interest in net income                1,089                  --
    (Increase) decrease in:
     Accounts receivable                         (11,829)                 --
     Other current assets                           (687)                 --
    Increase (decrease) in:
     Accounts payable and accrued
      expenses                                     3,220               2,422
      Deferred revenue                             4,909                  --
                                             -----------         -----------

NET CASH USED IN OPERATING ACTIVITIES           (244,249)             (3,520)
                                             -----------         -----------

CASH FLOWS FROM INVESTING ACTIVITIES
 Increase in subscriber list                      (9,483)                 --
 Purchase of furniture and equipment             (36,031)                 --
                                             -----------         -----------

NET CASH USED IN INVESTING ACTIVITIES            (45,514)                 --
                                             -----------         -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
 Proceeds from notes payable -
  stockholders                                   215,900                  --
 Repayment of notes payable                      (51,885)                 --
 Increase in amount due to affiliate                  --               1,000
 Proceeds from issuance of
   common stock                                  119,280               3,000
                                             -----------         -----------

NET CASH PROVIDED BY FINANCING
 ACTIVITIES                                      283,295               4,000
                                             -----------         -----------

NET (DECREASE) INCREASE IN CASH                   (6,468)                480

CASH - BEGINNING                                  62,975                  --
                                             -----------         -----------

CASH - ENDING                                $    56,507         $       480
                                             ===========         ===========





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                      GREENHOLD GROUP, INC. & SUBSIDIARIES
           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW (CONTINUED)
                     SIX MONTHS ENDED JUNE 30, 2001 AND 2000
                                   (Unaudited)

                                                 2001               2000
                                             -----------         -----------
SUPPLEMENTAL DISCLOSURES OF CASH
 FLOW INFORMATION:
  Cash paid during the year for:

   Interest                                  $       772         $        --
                                             ===========         ===========


SUPPLEMENTAL DISCLOSURE OF NONCASH
INVESTING AND FINANCING ACTIVITIES:

 Note payable incurred upon
 purchase of furniture and
 equipment                                   $    20,000         $        --
                                             ===========         ===========





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                      GREENHOLD GROUP, INC. & SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2001

NOTE 1. ORGANIZATION

        Greenhold Group, Inc. was incorporated on March 22, 1999 under the laws
        of the State of Florida. The Company operates as an Internet service
        provider with subscribers mainly in Southeast and Southwest Florida, and
        Illinois. The Company's headquarters is in Oakland Park, Florida.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

        BASIS OF PRESENTATION

        The accompanying condensed consolidated financial statements are
        unaudited. These statements have been prepared in accordance with the
        rules and regulations of the Securities and Exchange Commission (SEC).
        Certain information and footnote disclosures normally included in
        financial statements prepared in accordance with generally accepted
        accounting principles have been condensed or omitted pursuant to such
        rules and regulations. In the opinion of management, all adjustments
        (which include only normal recurring adjustments) considered necessary
        for a fair presentation have been included. These financial statements
        should be read in conjunction with the Company's financial statements
        and notes thereto for the eleven month period ended December 31, 2000,
        included in the Company's Form 10K-SB as filed with the SEC.

        PRINCIPLES OF CONSOLIDATION

        These consolidated financial statements include the accounts of the
        Company and its more than 50% owned subsidiaries, W5h, Inc., On Line
        Services U.S.A., Inc., Naples and Port Charlotte Pop, Inc., On Line
        Services of Miami, Inc., Nexgen Productions, Inc. and DNT (Tech), Inc.
        All significant intercompany balances and transactions have been
        eliminated in consolidation.






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                      GREENHOLD GROUP, INC. & SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2001


NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

        LOSS PER SHARE

        Loss per share is computed by dividing net loss for the period by the
        weighted average number of shares outstanding.

        USE OF ESTIMATES

        Management uses estimates and assumptions in preparing financial
        statements in accordance with generally accepted accounting principles.
        Those estimates and assumptions affect the reported amounts of assets
        and liabilities, the disclosure of contingent assets and liabilities,
        and the reported revenues and expenses. Accordingly, actual results
        could vary from the estimates that were assumed in preparing the
        financial statements.

NOTE 3. ACQUISITIONS

        On December 21, 2000, effective December 31, 2000, the Company acquired
        all the outstanding common shares of W5h, Inc., Naples and Port
        Charlotte Pop, Inc., On Line Services of Miami, Inc. and Nexgen
        Productions, Inc. and 72% of the outstanding common shares of On Line
        Services U.S.A., Inc., and DNT (Tech), Inc.

        The following pro forma consolidated financial information gives effect
        to the acquisition as if it had occurred at the beginning of the
        respective period presented. The pro forma consolidated financial
        information is not necessarily indicative of the consolidated results
        that would have occurred, nor is it necessarily indicative of results
        that may occur in the future.

                         SIX MONTHS ENDED MARCH 31, 2000

        Revenues                                                    $  323,978
                                                                    ==========
        Net (loss)                                                  $ (644,964)
                                                                    ==========
        Loss per share                                                    (.07)
                                                                    ==========
        Weighted average shares outstanding                         $8,525,040
                                                                    ==========



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                      GREENHOLD GROUP, INC. & SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2001

NOTE 3. RELATED PARTY TRANSACTIONS

        NOTE PAYABLE

        The note payable was issued to a stockholder in payment of furniture and
        equipment purchased and is payable in 36 monthly installments of $664
        including interest at 12%. The note is secured by furniture and
        equipment.

        NOTES PAYABLE - STOCKHOLDERS

        Notes payable - stockholders consist of unsecured notes bearing interest
        at 18% per annum for working capital purposes. The advances are due
        within 60 days of the date of the advance but are automatically
        renewable. Interest of $22,628 has been accrued and is included in
        accounts payable and accrued expenses.

NOTE 4. CAPITAL STOCK

        On May 18, 2001, the Company received approval from the SEC for the sale
        to the public of up to one million common shares at $1 per share. The
        offering expires in 180 days but can be extended for an additional 180
        days at the discretion of the Company. As of June 30, 2001, 119,280
        common shares were sold.

NOTE 5. SUBSEQUENT EVENTS

        On July 5, 2001, the Company purchased the assets of Lineshark
        Communications, Inc. an Internet service provider for $290,000. The
        purchase price was paid in cash, the assumption of debt and the issuance
        of 25,000 shares of common stock at $1 per share.

        On July 19, 2001, the Company acquired all the outstanding common shares
        of De Funiak Springs Internet, Inc. an Internet service provider for
        $150,000. The purchase price was paid $30,000 in cash and the issuance
        of a note payable in 24 monthly installments of $3,500 including
        interest at 7% with a balloon payment of approximately $48,000 on the
        25th month.



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PART  I. FINANCIAL INFORMATION

Item 2. Management's Plan of Operation

Greenhold Group, Inc., ("Company"), completed its acquisitions as previously
reported as of December 31st, 2000. The income and expenses reflected in this
quarterly report for the three-month period and six-month period ended June 30,
2001 reflect activity of the acquired subsidiaries. Pro forma consolidated
information for the three months ended March 31, 2000, assuming the acquisitions
occurred at the beginning of 2000, is reflected in Note 3 to the Condensed
Consolidated.

The company continues to pursue its objective to become a Proprietary Content
Provider.

The company completed negotiations to acquire from Lineshark Communications,
Inc. approximately 1,100 subscribers located in Fort Lauderdale, Florida, and a
wireless operation located in Key West Florida, which acquisition was completed
during July 2001. In addition, the company negotiated during the quarter to
acquire the outstanding common shares of DeFuniak Springs Internet, Inc., with
approximately 1,200 subscribers, and completed the purchase during July 2001.

The company is currently involved in a number of negotiations to acquire both
dial-up and web-hosting subscribers.

 The Company has filed (in May 2001) a Form SB-2 Registration Statement with the
Securities and Exchange Commission to register an offering of 1,000,000 shares
of common stock at $1.00 per share. The Company intends to use the proceeds of
the offering to carry out its operations and to make additional acquisitions of
subscribers. The Company will allocate approximately 79% of the proceeds to
acquisitions, 20% to day-to-day operations, and 1% for offering costs. At
completion of the offering, the Company anticipates it will have sufficient
funds to operate for the next twelve months.

PART II. OTHER INFORMATION

Items 1 - N/A.





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                                   SIGNATURES

         In accordance with the requirements of the Exchange Act, the registrant
has duly caused this report to be signed on its behalf by the undersigned.

                                       GREENHOLD GROUP, INC.
                                       (Registrant)





DATE:   August 13, 2001.               By: /s/ John D. Harris
                                           -------------------------------------
                                           JOHN D. HARRIS
                                           President and
                                           Chief Executive Officer





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