U.S. 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, 2001

               [ ] Transition report under section 13 or 15(d) of
                                the Exchange Act.

                         COMMISSION FILE NUMBER 0-28875

                              TRANSWAVE CORPORATION
                     --------------------------------------
        (EXACT NAME OF SMALL BUSINESS ISSUER AS SPECIFIED IN ITS CHARTER)

                    DELAWARE                             95-4719023
                    --------                             ----------
         (STATE OR OTHER JURISDICTION OF              (I.R.S. EMPLOYER
          INCORPORATION OR ORGANIZATION)             IDENTIFICATION NO.)

          14724 Ventura Boulevard, Second Floor, Sherman Oaks, CA 91403
        ----------------------------------------------------------------
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

                                 (818) 971-5100
                                 --------------
                           (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  X    NO
                             ---      ---

     As of June 30, 2001, there were 1,018,400  shares of Common Stock,  $0.001
par value, of the issuer outstanding.

            Transitional Small Business Disclosure Format (check one)

                         YES       NO  X
                             ---      ---




<PAGE>



                              TRANSWAVE CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                                  FORM 10-QSB

                                      INDEX

         PART I. FINANCIAL INFORMATION                            PAGE NUMBER

           Item 1. Financial Statements (unaudited)

             BALANCE SHEET AS OF JUNE 30, 2001                           2

             STATEMENTS OF OPERATIONS FOR THE THREE MONTHS
             ENDED JUNE 30, 2001 AND 2000                                3


             STATEMENTS OF OPERATIONS FOR THE SIX MONTHS
             ENDED JUNE 30, 2001 AND 2000 AND FOR THE PERIOD FROM
             OCTOBER 27, 1998 (INCEPTION) TO JUNE 30, 2001               4

             STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS
             ENDED JUNE 30, 2001 AND 2000 AND FOR THE PERIOD FROM
             OCTOBER 27, 1998 (INCEPTION) TO JUNE 30, 2001               5

             NOTES TO FINANCIAL STATEMENTS                               6-8


           Item 2. Management's Discussion and Analysis of
                    Financial Condition and Results of Operations         9

         PART II. OTHER INFORMATION

         Item 1. Legal Proceedings                                        9

         Item 2. Change in Securities and Use of Proceeds                 9

         Item 3. Defaults Upon Senior Securities                          9

         Item 4. Submission of Matters to a Vote of Security Holders     10

         Item 5. Other Information                                       10

         Item 6. Exhibits and Reports filed on Form 8-K                  10

                        Signatures                                       11


                                       1


<PAGE>

PART I.    FINANCIAL INFORMATION

Item 1.   Financial Statements


                              TRANSWAVE CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                                  BALANCE SHEET

                                               June 30,
                                                 2001             December 31,
                                              (unaudited)            2000
                                              -------------     ---------------

                                     ASSETS

TOTAL ASSETS                                 $       -         $         -
------------
                                              =============     ===============


                      LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES                                  $        -        $           -

                                              -------------     ---------------

STOCKHOLDERS' EQUITY

  Preferred stock, $0.001 par
   value, 8,000,000 shares
   authorized, none issued and
   outstanding                                        -                   -
  Common stock, $0.001 par
   value, 100,000,000 shares
   authorized, 1,018,400 issued
   and outstanding                                  1,018               1,018
  Additional paid-in capital                       41,995              29,195
  Accumulated deficit during
   development stage                              (43,013)            (30,213)
                                              -------------     ---------------

TOTAL STOCKHOLDERS' EQUITY                          -                 -
                                              -------------     ---------------

TOTAL LIABILITIES AND
----------------------
STOCKHOLDERS' EQUITY                         $       -         $          -
-----------------------                       =============     ===============



                 See accompanying notes to financial statements

                                       2
<PAGE>

<TABLE>
<CAPTION>
                              TRANSWAVE CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                            STATEMENTS OF OPERATIONS
                                   (UNAUDITED)



                                          For the Three Months Ended
                                        June 30, 2001     June 30, 2000
                                        --------------     --------------

<S>                                     <C>                <C>
REVENUES                                $         -        $      -
                                        --------------     --------------

EXPENSES

  Accounting fees                       $     1,400        $       2,000
  Bank charges                                  -                    -
  Consulting fees                               -                    -
  Legal fees                                  2,300                3,000
  Office and postage expense                    700                  750
  Rent                                        2,000                2,400
                                        --------------     --------------

NET LOSS                                $    (6,400)       $      (8,150)
--------                                ============       ==============


  Net loss per share - basic and
  diluted                               $     (0.01)       $       (0.01)
                                        ============       ==============

  Weighted average number of
  shares outstanding  during the
  period - basic and diluted              1,018,400            1,018,400
                                        ============       ==============
</TABLE>







          See accompanying notes to financial statements

                                       3

<PAGE>

<TABLE>
<CAPTION>
                              TRANSWAVE CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                            STATEMENTS OF OPERATIONS
                                   (UNAUDITED)


                                                                              October 27,
                                                                                  1998
                                             For the Six Months Ended        (Inception) to
                                        June 30, 2001     June 30, 2000      June 30, 2001
                                        -------------     -------------      --------------

<S>                                     <C>                <C>               <C>
REVENUES                                $         -        $      -          $       -
                                        --------------     --------------    --------------

EXPENSES

  Accounting fees                       $     2,800        $       4,000     $      10,100
  Bank charges                                  -                    -                  95
  Consulting fees                               -                    -                  18
  Legal fees                                  4,600                6,000            15,700
  Office and postage expense                  1,400                1,500             4,300
  Rent                                        4,000                4,800            12,800
                                        --------------     --------------    --------------

NET LOSS                                $   (12,800)       $     (16,300)    $     (43,013)
--------                                ============       ==============    ==============


  Net loss per share - basic and
  diluted                               $     (0.01)       $       (0.02)    $       (0.05)
                                        ============       ==============    ==============

  Weighted average number of
  shares outstanding  during the
  period - basic and diluted              1,018,400            1,018,400           851,733
                                        ============       ==============    ==============
</TABLE>







          See accompanying notes to financial statements

                                       4

<PAGE>
<TABLE>
<CAPTION>
                              TRANSWAVE CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                            STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

                                                                              October 27,
                                                                                 1998
                                             For the Six Months Ended        (Inception) to
                                        June 30, 2001      June 30, 2000     June 30, 2001
                                        --------------     --------------    --------------
<S>                                     <C>                <C>               <C>
Cash flows from operating
activities
  Net loss                              $   (12,800)       $     (16,300)    $     (43,013)
  Adjustments to reconcile net
   loss to net cash used in
   operating activities:
  Common stock issued for services              -                 -                     18
  Contribution of expenses by a
    Stockholder                              12,800               -                 12,800
                                        --------------     --------------    --------------
  Net cash provided by (used in)
   operating activities                         -                (16,300)          (30,195)

                                        --------------     --------------    --------------
Cash flows from financing
activities
  Proceeds from issuance of
   common stock                                 -                 -                  1,000
  Loan payable - stockholder                    -                 16,300            29,195
                                        --------------     --------------    --------------

  Net cash provided by
  financing activities                          -                 16,300            30,195
                                        --------------     --------------    --------------
NET INCREASE IN CASH                            -                 -                  -

CASH AND CASH EQUIVALENTS -
  BEGINNING                                     -                 -                  -
                                        --------------     --------------    --------------
CASH AND CASH EQUIVALENTS -
----------------------------
  ENDING                                $       -          $       -         $       -
  ------                                ==============     ==============    ==============

NON-CASH FINANCING ACTIVITIES:
------------------------------
Conversion of loan payable - stockholder
     into additional paid-in capital                                         $      29,195
                                                                             ==============
</TABLE>


          See accompanying notes to financial statements

                                       4
<PAGE>


                              TRANSWAVE CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                              AS OF JUNE 30, 2001


NOTE  1    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

           (A) Organization and Description of Business

              Transwave   Corporation   (a   development   stage  company)  (the
              "Company")  was  incorporated  in the State of Delaware on October
              27,  1998 to engage in an  internet-based  business.  At June 30,
              2001,  the Company had not yet  commenced  any  revenue-generating
              operations,  and all  activity  to date  relates to the  Company's
              formation, proposed fund raising, and business plan development.

              The Company's ability to commence revenue-generating operations is
              contingent  upon its ability to implement  its  business  plan and
              raise the additional  capital it will require through the issuance
              of  equity  securities,  debt  securities,  bank  borrowings  or a
              combination thereof.

           (B) Basis of Presentation

              The  accompanying   unaudited  financial   statements  have   been
              prepared  in  accordance  with  accounting  principles   generally
              accepted  in the  United  States  of  America  and  the  rules and
              regulations of the Securities and Exchange  Commission for interim
              financial information.  Accordingly,  they  do not include all the
              information   necessary  for  a   comprehensive   presentation  of
              financial position and results of operations.

              It is management's opinion,  however that all material adjustments
              (consisting of normal recurring  adjustments) have been made which
              are necessary for a fair financial  statements  presentation.  The
              results for the interim period are not  necessarily  indicative of
              the results to be expected for the year.

              For further  information,  refer to the financial  statements  and
              footnotes included in the Company's form 10-KSB for the year ended
              December 31, 2000.


                                       5

<PAGE>

                              TRANSWAVE CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                              AS OF JUNE 30, 2001

           (C) Use of Estimates

              In preparing  financial  statements in conformity  with accounting
              principles  generally  accepted in the United  States of  America,
              management  is required to make  estimates  and  assumptions  that
              affect the  reported  amounts of assets and  liabilities  and  the
              disclosure of  contingent  assets and  liabilities  at the date of
              the  financial  statements  and revenues and expenses  during  the
              reported   period.   Actual   results  could  differ  from   those
              estimates.


           (D) Cash and Cash Equivalents

              For purposes of the cash flow  statements,  the Company  considers
              all highly liquid  investments  with original  maturities of three
              months or less at time of purchase to be cash equivalents.

           (E) Income Taxes

              The  Company   accounts  for  income  taxes  under  the  Financial
              Accounting  Standards  Board  Statement  of  Financial  Accounting
              Standards  No.  109.  "Accounting  for Income  Taxes"  ("Statement
              No.109").  Under  Statement  No.  109,  deferred  tax  assets  and
              liabilities  are  recognized  for  the  future  tax   consequences
              attributable  to  differences   between  the  financial  statement
              carrying  amounts of  existing  assets and  liabilities  and their
              respective  tax basis.  Deferred  tax assets and  liabilities  are
              measured  using  enacted  tax rates  expected  to apply to taxable
              income  in the  years in which  those  temporary  differences  are
              expected to be  recovered  or settled.  Under  Statement  109, the
              effect on deferred tax assets and  liabilities  of a change in tax
              rates is  recognized  in income in the period  that  includes  the
              enactment  date.  There was no  current  or  deferred  income  tax
              expense or benefits  due to the  Company  not having any  material
              operations for the period ended June 30, 2001.

           (F) Loss Per Share

              Net loss per common  share for  the six months ended June 30, 2001
              and for the  period from October 27, 1998  (inception) to June 30,
              2001  is computed  based upon the weighted  average  common shares
              outstanding as defined by  Financial  Accounting Standards No. 128
              "Earnings  Per  Share".  There were  no common  stock  equivalents
              outstanding at June 30, 2001.

                                       6

<PAGE>

                              TRANSWAVE CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                              AS OF JUNE 30, 2001


NOTE  2    STOCKHOLDERS' EQUITY

           The Company was  originally  authorized  to issue  100,000  shares of
           preferred   stock  at  $.01  par  value,   with  such   designations,
           preferences,  limitations  and relative  rights as may be  determined
           from time to time by the Board of Directors.  It was also  originally
           authorized  to issue  10,000,000  shares of common stock at $.001 par
           value.  The Company  issued  909,200 and 109,200  shares to AppleTree
           Investment  Company,  Ltd.  and PageOne  Business  Productions,  LLC,
           respectively. No preferred shares were issued as of June 30, 2001.

           Management  filed a restated  certificate of  incorporation  with the
           State of Delaware  which  increased the number of  authorized  common
           shares to 100,000,000,  increased the number of authorized  preferred
           shares to  8,000,000  and  decreased  the par value of the  preferred
           shares to $.001 per share.

           The financial  statements at June 30, 2001 give effect to common and
           preferred  stock  amounts and par values  enumerated  in the restated
           certificate of incorporation.

          The  Company's  Board of  Directors  authorized  the  conversion  of a
          $29,195   non-interest   bearing  loan  payable  to  PageOne  Business
          Productions, LLC, which arose from funds advanced to the Company, into
          additional paid-in capital.

NOTE  3    GOING CONCERN

           As reflected in the accompanying  financial  statements,  the Company
           has had  accumulated  losses of $43,013  since  inception and has not
           generated any revenues since it has not yet  implemented its business
           plan.  The ability of the  Company to continue as a going  concern is
           dependent on the Company's  ability to raise  additional  capital and
           implement its business plan. The financial  statements do not include
           any  adjustments  that might be necessary if the Company is unable to
           continue as a going concern.

           The Company  intends to implement  its  business  plan and is seeking
           funding  through  the  private   placement  of  its  equity  or  debt
           securities or may seek a  combination  with another  company  already
           engaged in its proposed  business.  Management  believes that actions
           presently  being  taken  provide the  opportunity  for the Company to
           continue as a going concern.

                                       7

<PAGE>


Item 2.   Management's Discussion and Analysis of Financial Condition
          and Results of Operations


RESULTS OF OPERATIONS

     The following  discussion  and analysis below should be read in conjunction
with the financial statements,  including the notes thereto, appearing elsewhere
in this  report.  For the period since inception (October 27, 1998) through June
31, 2001,  during the Company's  development  stage, the Company has a zero cash
balance and has generated a net loss of $43,013.


FINANCIAL CONDITION AND LIQUIDITY

     The Company has limited  liquidity  and has an ongoing  need to finance its
activities. To date, the Company currently has funded these cash requirements by
offering and selling 1,000,000 shares of Common Stock for net proceeds of $1,000
and the contribution to additional  paid-in capital of a loan payable of $29,195
from a  stockholder.  Operating  costs for the quarter ended June 30, 2001 were
paid by a  stockholder  and  treated as a  contribution  to  additional  paid-in
capital.

     The Company expects to fund its immediate needs through private  placements
of its securities and is seeking a suitable business combination.



PART II   OTHER INFORMATION


Item 1. Legal Proceedings

                  None


Item 2. Change in Securities and Use of Proceeds

                  None


Item 3. Defaults Upon Senior Securities

                  None

                                       8

<PAGE>


Item 4. Submission of Matters to a Vote of Security Holders

                  Not applicable


Item 5. Other Information

                  None


Item 6. Exhibits and Reports filed on Form 8-K

       (a)      Exhibits

                  None

       (b)      Reports on Form 8-K

                  None.





                                        9




<PAGE>





                                   SIGNATURES
                                   ----------

     In accordance with the requirements of the Securities Exchange Act of 1934,
the registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

                                        TRANSWAVE CORPORATION
                                        ---------------------
                                        Registrant


January 31, 2002                      By:  /s/ James P. Walters
----------------                         --------------------------------
                                           James P. Walters
                                           Chief Financial Officer
                                           (Principal Financial Officer)





                                        10