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

FORM 10-Q

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|[ x ]  | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarterly Period Ended June 30, 2001     
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|[    ] | 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 1-15629

IMPERIAL PARKING CORPORATION
(Exact name of registrant as specified in its charter)

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| | Delaware                                                                          |  | 31-1537375                         
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| | (State or other jurisdiction of
incorporation or organization)                    |  | (I.R.S. EmployerIdentification
No.)
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| | 601 West Cordova Street, Suite 300
  Vancouver, BC Canada                         |  | V6B 1G1                            
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| | (Address of principal executive offices)                                          |  | (Zip Code)                         
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| | Registrants telephone number, including area code:                               |  | (604) 681-7311                     
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| |                                                                                  
| | Former name, former address and former fiscal year, if changed since last report.

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  [    ]

The number of shares outstanding of each of the registrants classes of common
stock, as of August 8, 2001 was 1,812,142.

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INDEX

IMPERIAL PARKING CORPORATION

|           |  |                                                                                       |  |     
|---------- |  | ------------------------------------------------------------------------------------- |  | ----
|           |  |                                                                                       |  | Page
|           |  |                                                                                       |  |     
|PART I.    |  | FINANCIAL INFORMATION                                                                 | 
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|Item 1.    |  | Financial Statements (Unaudited)                                                     
|           |  | Overview of Financial Statements                                                      |  | 3   
|           |  | Consolidated Balance Sheets                                                           | 
|           |  | - June 30, 2001 and December 31, 2000                                                 |  | 4   
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|           |  | Consolidated Statements of Operations                                                 | 
|           |  | - three months ended June 30, 2001 and 2000                                           |  | 5   
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|           |  | Consolidated and Pro Forma Combined Statements of Operations                          | 
|           |  | - six months ended June 30, 2001 and 2000                                             |  | 6   
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|           |  | Consolidated Statement of Stockholders' Equity                                        | 
|           |  | - six months ended June 30, 2001                                                      |  | 7   
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|           |  | Consolidated Statements of Cash Flows                                                 | 
|           |  | - six months ended June 30, 2001 and 2000                                             |  | 8   
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|           |  | Notes to Consolidated Financial Statements                                            |  | 9   
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|Item 2.    |  | Management's Discussion and Analysis of Financial Condition and Results of Operations |  | 13  
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|Item 3.    |  | Quantitative and Qualitative Disclosure about Market Risk                             |  | 18  
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|PART II.   |  | OTHER INFORMATION                                                                     | 
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|Item 1.    |  | Legal Proceedings                                                                     |  | 18  
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|Item 4.    |  | Submission of Matters to a Vote of Security Holders                                   |  | 19  
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|Item 6.    |  | Exhibits and Reports on Form 8-K                                                      |  | 20  
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|Signatures |  | 21                                                                                   

2



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IMPERIAL PARKING CORPORATION
Overview of Financial Statements

Imperial Parking Corporation (Impark) is the corporation which resulted from
the combination of the Canadian parking assets and operations of First Union
Real Estate Equity and Mortgage Investments (First Union) and the parking
related business of First Union Management, Inc. (FUMI), a related company.

The businesses combined into Impark are referred to for periods prior to the
combination as follows:



| |                                                                                                                                                                                                                                                                                                                                       
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | FUR Parking Business. The FUR Parking Business, constituting the parking
assets and operations of First Union, consisted primarily of 15 owned
parking properties in Canada. From April 1997 to March 2000 subsidiaries
of First Union operated this business, including leasing the properties to
FUMI for operations and management.



| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | FUMI Parking Business. The FUMI Parking Business consisted of the parking
services and related ancillary activities that were continued into Impark.
From April 1997 to March 2000 subsidiaries of FUMI carried on these
activities. The continuing operations of FUMIs indirect subsidiaries,
Imperial Parking Limited and Impark Services Ltd., consisted of operating
and managing parking facilities in Canada and the United States and
carrying on other parking related activities.

The combination resulting in Impark was completed on March 27, 2000 following a
series of transactions pursuant to a detailed plan of organization. The final
step of the series of transactions was the distribution by First Union of
substantially all of the outstanding shares of common stock of Impark to the
shareholders of First Union. For further information regarding this detailed
plan of organization and distribution of common stock, refer to the Information
Statement on Form 10 dated March 27, 2000.

We accounted for this business combination by the purchase method with the FUR
Parking Business identified as the acquirer. We recognized the business
combination with effect from the close of business on March 31, 2000. The
unaudited pro forma combined statement of operations for the three months ended
March 31, 2000 presents the results for Impark combined with the FUMI parking
related business, as further described in note 1 (b).

3



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IMPERIAL PARKING CORPORATION
Consolidated Balance Sheets
Amounts in thousands of United States dollars, except share amounts

|                                |                                                                                                                       |                                      |        |             |        |             |        |        |        | 
|------------------------------- | --------------------------------------------------------------------------------------------------------------------- | ------------------------------------ | ------ | ----------- | ------ | ----------- | ------ | ------ | ------ | 
|                                |                                                                                                                       |                                      |        | June 30     |        | December 31
|                                |                                                                                                                       |                                      |        | 2001        |        | 2000       
|                                |                                                                                                                       |                                      |        |             |        |            
|                                |                                                                                                                       |                                      |        | (Unaudited)
|                                |                                                                                                                       | ASSETS                              
|                               
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|Current assets:                
|                               
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|                                | Cash and cash equivalents                                                                                             |                                      | $      | 13,624      |        |             | $      | 5,615  |       
|                               
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|                                | Restricted cash                                                                                                       |                                      |        | 2,270       |        |             |        | 2,688  |       
|                               
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|                                | Accounts receivable                                                                                                   |                                      |        | 3,537       |        |             |        | 3,561  |       
|                               
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|                                | Current portion of recoverable development costs                                                                      |                                      |        | 951         |        |             |        | 969    |       
|                               
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|                                | Inventory                                                                                                             |                                      |        | 778         |        |             |        | 748    |       
|                               
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|                                | Deposits and prepaid expenses                                                                                         |                                      |        | 1,586       |        |             |        | 821    |       
|                               
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|                                | Deferred income taxes                                                                                                 |                                      |        | 2,113       |        |             |        | 1,700  |       
|                                |                                                                                                                       |                                      |        |             |        |             |        |       
|                                |                                                                                                                       | Total current assets                 |        |             | 24,859 |             |        |        | 16,102 | 
|                               
|                               
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|Recoverable development costs   |                                                                                                                       |                                      | 4,272  |             |        |             | 4,614  |       
|                               
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|Fixed assets                    |                                                                                                                       |                                      | 14,343 |             |        |             | 14,299 |       
|                               
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|Management and lease agreements |                                                                                                                       |                                      | 243    |             |        |             | 416    |       
|                               
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|Other assets                    |                                                                                                                       |                                      | 2,475  |             |        |             | 2,829  |       
|                               
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|Goodwill                        |                                                                                                                       |                                      | 39,718 |             |        |             | 41,131 |       
|                                |                                                                                                                       |                                      |        |             |        |             |        |       
|                                |                                                                                                                       | $                                    | 85,910 |             |        | $           | 79,391 |       
|                                |                                                                                                                       |                                      |        |             |        |             |        |       
|                               
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|                                |                                                                                                                       | LIABILITIES AND STOCKHOLDERS EQUITY
|                               
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|Current liabilities:           
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|                                | Rents payable                                                                                                         |                                      | $      | 7,474       |        |             | $      | 6,871  |       
|                               
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|                                | Trade accounts payable and other accrued liabilities                                                                  |                                      |        | 3,331       |        |             |        | 3,889  |       
|                               
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|                                | Payable to employees and former employees                                                                             |                                      |        | 1,534       |        |             |        | 2,159  |       
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|                                | Sales tax payable                                                                                                     |                                      |        | 1,669       |        |             |        | 1,370  |       
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|                                | Current portion of long-term debt                                                                                     |                                      |        | 371         |        |             |        |       |       
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|                                | Deferred revenue                                                                                                      |                                      |        | 3,406       |        |             |        | 1,717  |       
|                                |                                                                                                                       |                                      |        |             |        |             |        |       
|                               
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|                                |                                                                                                                       | Total current liabilities            |        |             | 17,785 |             |        |        | 16,006 | 
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|Long-term debt (note 2)         |                                                                                                                       |                                      | 3,529  |             |        |             |       |       
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|Other long-term liabilities     |                                                                                                                       |                                      | 1,668  |             |        |             | 1,656  |       
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|Deferred income taxes           |                                                                                                                       |                                      | 2,719  |             |        |             | 1,700  |       
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|                                |                                                                                                                       |                                      |        |             |        |             |        |       
|                                |                                                                                                                       | Total liabilities                    |        |             | 25,701 |             |        |        | 19,362 | 
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|Stockholders equity:          
|                               
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|                                | Common stock, $.01 par value; 10,000,000 shares authorized
1,812,142 shares issued and outstanding (2000 - 1,843,000) |                                      |        | 18          |        |             |        | 18     |       
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|                                | Additional paid in capital                                                                                           |                                      |        | 60,173      |        |             |        | 59,991 |       
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|                                | Retained earnings                                                                                                     |                                      |        | 2,024       |        |             |        | 1,464  |       
|                               
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|                                | Accumulated other
comprehensive loss Foreign currency translation
adjustment                                          |                                      |        | (2,006      | )      |             |        | (1,444 | )     
|                                |                                                                                                                       |                                      |        |             |        |             |        |       
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|                                |                                                                                                                       | Total stockholders equity           |        |             | 60,209 |             |        |        | 60,029 | 
|                                |                                                                                                                       |                                      |        |             |        |             |        |       
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|                                |                                                                                                                       | $                                    | 85,910 |             |        | $           | 79,391 |       
|                                |                                                                                                                       |                                      |        |             |        |             |        |       

4



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IMPERIAL PARKING CORPORATION
Consolidated Statements of Operations
(Unaudited)
Amounts in thousands of United States dollars, except per share amounts

|                               |         |                                                                  |        |                            |       |      |        |      |       | 
|------------------------------ | ------- | ---------------------------------------------------------------- | ------ | -------------------------- | ----- | ---- | ------ | ---- | ----- | 
|                               |         |                                                                  |        | Three Months Ended June 30
|                               |         |                                                                  |        |                           
|                               |         |                                                                  |        | 2001                       |       | 2000
|                               |         |                                                                  |        |                            |       |     
|Revenues                       |         | $                                                                | 22,306 |                            |       | $    | 17,861 |     
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|Direct cost                    |         |                                                                  | 16,202 |                            |       |      | 13,166 |     
|                               |         |                                                                  |        |                            |       |      |        |     
|Gross margin                   |         |                                                                  | 6,104  |                            |       |      | 4,695  |     
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|Other operating expenses:     
|                              
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|                               |         | General and administrative                                       |        |                            | 3,485 |      |        |      | 2,807 | 
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|                               |         | Depreciation and amortization of management and
lease agreements |        |                            | 583   |      |        |      | 589   | 
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|                               |         | Amortization of goodwill                                         |        |                            | 554   |      |        |      | 611   | 
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|                               |         | Equity share of limited liability
company losses                 |        |                            | 27    |      |        |      |      | 
|                               |         |                                                                  |        |                            |       |      |        |     
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|Total other operating expenses |         |                                                                  | 4,649  |                            |       |      | 4,007  |     
|                               |         |                                                                  |        |                            |       |      |        |     
|Operating income               |         |                                                                  | 1,455  |                            |       |      | 688    |     
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|Other income (expenses):      
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|                               |         | Interest income                                                  |        |                            | 158   |      |        |      | 317   | 
|                               |         |                                                                  |        |                            |       |      |        |     
|Earnings before income taxes   |         |                                                                  | 1,613  |                            |       |      | 1,005  |     
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|Income tax expense            
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|                               |         | Current                                                          |        |                            | 32    |      |        |      | 94    | 
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|                               |         | Deferred                                                         |        |                            | 645   |      |        |      |      | 
|                               |         |                                                                  |        |                            |       |      |        |     
|                               |         |                                                                  | 677    |                            |       |      | 94     |     
|                               |         |                                                                  |        |                            |       |      |        |     
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|Net earnings                   |         | $                                                                | 936    |                            |       | $    | 911    |     
|                               |         |                                                                  |        |                            |       |      |        |     
|Earnings per share:           
|                              
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|                               | Basic   |                                                                  | $      | 0.52                       |       |      | $      | 0.43 |      
|                               |         |                                                                  |        |                            |       |      |        |     
|                               | Diluted |                                                                  | $      | 0.51                       |       |      | $      | 0.43 |      
|                               |         |                                                                  |        |                            |       |      |        |     

5



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IMPERIAL PARKING CORPORATION
Consolidated and Pro Forma Combined Statements of Operations
(Unaudited)
Amounts in thousands of United States dollars, except per share amounts

|                               |         |                                                                  |        |                          |       |      |        |      |       |   |        |              |       | 
|------------------------------ | ------- | ---------------------------------------------------------------- | ------ | ------------------------ | ----- | ---- | ------ | ---- | ----- | - | ------ | ------------ | ----- | 
|                               |         |                                                                  |        | Six Months Ended June 30
|                               |         |                                                                  |        |                         
|                               |         |                                                                  |        |                          |       |      |        |      |       |   |        | Pro Forma   
|                               |         |                                                                  |        | 2001                     |       | 2000 |        | 2000
|                               |         |                                                                  |        |                          |       |      |        |     
|                               |         |                                                                  |        |                          |       |      |        |      |       |   |        | (note 1 (b))
|                               |         |                                                                  |        |                          |       |      |        |      |       |   |        |             
|Revenues                       |         | $                                                                | 40,366 |                          |       | $    | 17,988 |      |       | $ | 32,492 |             
|                              
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|Direct cost                    |         |                                                                  | 30,429 |                          |       |      | 13,166 |      |       |   | 24,036 |             
|                               |         |                                                                  |        |                          |       |      |        |      |       |   |        |             
|Gross margin                   |         |                                                                  | 9,937  |                          |       |      | 4,822  |      |       |   | 8,456  |             
|                              
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|Other operating expenses:     
|                              
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|                               |         | General and administrative                                       |        |                          | 6,671 |      |        |      | 2,897 |   |        |              | 5,564 | 
|                              
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|                               |         | Depreciation and amortization of
management and lease agreements |        |                          | 1,118 |      |        |      | 599   |   |        |              | 1,157 | 
|                              
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|                               |         | Amortization of goodwill                                         |        |                          | 1,113 |      |        |      | 611   |   |        |              | 1,104 | 
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|                               |         | Equity share of limited liability
company losses                 |        |                          | 77    |      |        |      |      |   |        |              |      | 
|                               |         |                                                                  |        |                          |       |      |        |      |       |   |        |             
|Total other operating expenses |         |                                                                  | 8,979  |                          |       |      | 4,107  |      |       |   | 7,825  |             
|                               |         |                                                                  |        |                          |       |      |        |      |       |   |        |             
|Operating income               |         |                                                                  | 958    |                          |       |      | 715    |      |       |   | 631    |             
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|Other income (expenses):      
|                              
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|                               |         | Interest income                                                  |        |                          | 304   |      |        |      | 1,352 |   |        |              | 317   | 
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|                               |         | Interest expense                                                 |        |                          |      |      |        |      | (786  | ) |        |              |      | 
|                               |         |                                                                  |        |                          |       |      |        |      |       |   |        |             
|Other income, net              |         |                                                                  | 304    |                          |       |      | 566    |      |       |   | 317    |             
|                               |         |                                                                  |        |                          |       |      |        |      |       |   |        |             
|Earnings before income taxes   |         |                                                                  | 1,262  |                          |       |      | 1,281  |      |       |   | 948    |             
|                              
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|Income tax expense            
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|                               |         | Current                                                          |        |                          | 57    |      |        |      | 94    |   |        |              | 155   | 
|                              
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|                               |         | Deferred                                                         |        |                          | 645   |      |        |      |      |   |        |              |      | 
|                               |         |                                                                  |        |                          |       |      |        |      |       |   |        |             
|                               |         |                                                                  | 702    |                          |       |      | 94     |      |       |   | 155    |             
|                               |         |                                                                  |        |                          |       |      |        |      |       |   |        |             
|Net earnings                   |         | $                                                                | 560    |                          |       | $    | 1,187  |      |       | $ | 793    |             
|                               |         |                                                                  |        |                          |       |      |        |      |       |   |        |             
|Earnings per share:           
|                              
|                              
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|                               | Basic   |                                                                  | $      | 0.31                     |       |      | $      | 0.56 |       |   | $      | 0.37         |      
|                               |         |                                                                  |        |                          |       |      |        |      |       |   |        |             
|                               | Diluted |                                                                  | $      | 0.31                     |       |      | $      | 0.56 |       |   | $      | 0.37         |      
|                               |         |                                                                  |        |                          |       |      |        |      |       |   |        |             

6



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IMPERIAL PARKING CORPORATION
Consolidated Statement of Stockholders Equity
Amounts in Thousands of United States dollars, except number of common shares

|                                                       |  |              |           |            |  |          |    |             |  |            |        |       |  |               |       |  |  |         |        |   |  |   |        |   |  |   |      |  
|------------------------------------------------------ |  | ------------ | --------- | ---------- |  | -------- | -- | ----------- |  | ---------- | ------ | ----- |  | ------------- | ----- |  |  | ------- | ------ | - |  | - | ------ | - |  | - | ---- | -
|                                                       |  |              |           |            |  |          |    |             |  |            |        |       |  |               |       |  |  | Foreign
|                                                       |  | Common stock |           | Additional |  |          |    | currency    |  |            |        |       |  |              
|                                                       |  |              |           | paid-in    |  | Retained |    | translation |  |            |        |       |  | Comprehensive
|                                                       |  | Number       |           | Par value  |  | capital  |    | earnings    |  | adjustment |        | Total |  | loss         
|                                                       |  |              |           |            |  |          |    |             |  |            |        |       |  |               |      
|Balance, December 31, 2000                             |  |              | 1,843,000 |            |  | $        | 18 |             |  | $          | 59,991 |       |  | $             | 1,464 |  |  | $       | (1,444 | ) |  | $ | 60,029 |  
|                                                      
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|Net earnings for the period                            |  |              |          |            |  |          |   |             |  |            |       |       |  |               | 560   |  |  |         |       |   |  |   | 560    |   |  |   | 560  |  
|                                                      
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|Foreign currency translation adjustment
inperiod       |  |              |          |            |  |          |   |             |  |            |       |       |  |               |      |  |  |         | (562   | ) |  |   | (562   | ) |  |   | (562 | )
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|Stock-based compensation                               |  |              |          |            |  |          |   |             |  |            | 725    |       |  |               |      |  |  |         |       |   |  |   | 725    |  
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|                                                      
|                                                      
|                                                      
|Shares repurchased                                     |  |              | (30,858   | )          |  |          |   |             |  |            | (543   | )     |  |               |      |  |  |         |       |   |  |   | (543   | )
|                                                       |  |              |           |            |  |          |    |             |  |            |        |       |  |               |       |  |  |         |        |   |  |   |        |  
|Total stockholders equity at
June 30, 2001(unaudited) |  |              | 1,812,142 |            |  | $        | 18 |             |  | $          | 60,173 |       |  | $             | 2,024 |  |  | $       | (2,006 | ) |  | $ | 60,209 |  
|                                                       |  |              |           |            |  |          |    |             |  |            |        |       |  |               |       |  |  |         |        |   |  |   |        |  
|                                                      
|                                                      
|                                                      
|                                                      
|Comprehensive loss (unaudited)                         |  |              |           |            |  |          |    |             |  |            |        |       |  |               |       |  |  |         |        |   |  |   |        |   |  | $ | (2   | )

7



---



IMPERIAL PARKING CORPORATION
Consolidated Statement of Cash Flows
(Unaudited)
Amounts in thousands of United States dollars

|                                                                                       |                                                                                      |                                                 |                                                              |        |                          |        |        |         |     |         |  
|-------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------ | ----------------------------------------------- | ------------------------------------------------------------ | ------ | ------------------------ | ------ | ------ | ------- | --- | ------- | -
|                                                                                       |                                                                                      |                                                 |                                                              |        | Six Months Ended June 30
|                                                                                       |                                                                                      |                                                 |                                                              |        |                         
|                                                                                       |                                                                                      |                                                 |                                                              |        | 2001                     |        | 2000  
|                                                                                       |                                                                                      |                                                 |                                                              |        |                          |        |       
|Cash flows from operating activities:                                                 
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|Net earnings                                                                           |                                                                                      | $                                               | 560                                                          |        |                          | $      | 1,187  |        
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|Adjustments to reconcile net earnings (loss) to cash provided by operating activities:
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Depreciation and amortization of management and lease agreements                     |                                                 |                                                              | 1,118  |                          |        |        | 599     |    
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Amortization of goodwill                                                             |                                                 |                                                              | 1,113  |                          |        |        | 611     |    
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Recovery of recoverable development costs                                            |                                                 |                                                              | 536    |                          |        |        | 291     |    
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Equity share of limited liability company losses                                     |                                                 |                                                              | 77     |                          |        |        |        |    
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Deferred income taxes                                                                |                                                 |                                                              | 645    |                          |        |        |        |    
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Stock-based compensation                                                             |                                                 |                                                              | 389    |                          |        |        | 114     |    
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Interest income capitalized to note receivable                                       |                                                 |                                                              |       |                          |        |        | (697    | )  
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Interest expense capitalized to note payable to First Union                          |                                                 |                                                              |       |                          |        |        | 786     |    
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Changes in non-cash working capital items, excluding acquisitions:                  
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       |                                                                                      |                                                 | Restricted cash                                              |        |                          | 418    |        |         |     |        |  
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       |                                                                                      |                                                 | Accounts receivable                                          |        |                          | (2     | )      |         |     | (129    | )
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       |                                                                                      |                                                 | Inventory                                                    |        |                          | (38    | )      |         |     | (1      | )
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       |                                                                                      |                                                 | Deposits and prepaid expenses                                |        |                          | (762   | )      |         |     | (5      | )
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       |                                                                                      |                                                 | Rents payable                                                |        |                          | 657    |        |         |     | (586    | )
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       |                                                                                      |                                                 | Trade accounts payable and other accrued liabilities         |        |                          | (101   | )      |         |     | (1,146  | )
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       |                                                                                      |                                                 | Payable to employees and former employees                    |        |                          | (637   | )      |         |     | (476    | )
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       |                                                                                      |                                                 | Sales tax payable                                            |        |                          | 290    |        |         |     | 155     |  
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       |                                                                                      |                                                 | Deferred revenue                                             |        |                          | 1,704  |        |         |     | (1,787  | )
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       |                                                                                      |                                                 | Interest receivable on notes receivable from related parties |        |                          |       |        |         |     | 8       |  
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       |                                                                                      |                                                 | Receivables from related parties                             |        |                          |       |        |         |     | (127    | )
|                                                                                       |                                                                                      |                                                 |                                                              |        |                          |        |        |        
|                                                                                       |                                                                                      |                                                 | Net cash provided by (used in) operating activities          |        |                          | 5,967  |        |         |     | (1,203  | )
|                                                                                       |                                                                                      |                                                 |                                                              |        |                          |        |        |        
|Cash flows from investing activities:                                                 
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Purchase of fixed assets                                                             |                                                 |                                                              | (1,110 | )                        |        |        | (393    | )  
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Acquisition of minority interests in FUMI parking related business                   |                                                 |                                                              |       |                          |        |        | (453    | )  
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Repayment of outstanding credit facilities                                           |                                                 |                                                              |       |                          |        |        | (26,369 | )  
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Cash position of business acquired                                                   |                                                 |                                                              |       |                          |        |        | 8,123   |    
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Increase in recoverable development costs                                            |                                                 |                                                              | (147   | )                        |        |        |        |    
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Change in other assets                                                               |                                                 |                                                              | 96     |                          |        |        | 1,074   |    
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Acquisition of parking business                                                      |                                                 |                                                              |       |                          |        |        | (1,219  | )  
|                                                                                       |                                                                                      |                                                 |                                                              |        |                          |        |        |        
|                                                                                       |                                                                                      |                                                 | Net cash used in investing activities                        |        |                          | (1,161 | )      |         |     | (19,237 | )
|                                                                                       |                                                                                      |                                                 |                                                              |        |                          |        |        |        
|Cash flows from financing activities:                                                 
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Purchase of common shares                                                            |                                                 |                                                              | (543   | )                        |        |        | (24     | )  
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Cash contributions, including $26,369 to repay assumed outstanding credit
facilities |                                                 |                                                              |       |                          |        |        | 32,701  |    
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Increase in long-term debt                                                           |                                                 |                                                              | 3,900  |                          |        |        |        |    
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Change in other liabilities                                                          |                                                 |                                                              | (39    | )                        |        |        |        |    
|                                                                                       |                                                                                      |                                                 |                                                              |        |                          |        |        |        
|                                                                                       |                                                                                      |                                                 | Net cash provided by financing activities                    |        |                          | 3,318  |        |         |     | 32,677  |  
|                                                                                       |                                                                                      |                                                 |                                                              |        |                          |        |        |        
|Effect of exchange rate changes on cash and cash equivalents                           |                                                                                      |                                                 | (115                                                         | )      |                          |        | (182   | )      
|                                                                                       |                                                                                      |                                                 |                                                              |        |                          |        |        |        
|Increase in cash and cash equivalents                                                  |                                                                                      |                                                 | 8,009                                                        |        |                          |        | 12,055 |        
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|Cash and cash equivalents, beginning of period                                         |                                                                                      |                                                 | 5,615                                                        |        |                          |        | 1,984  |        
|                                                                                       |                                                                                      |                                                 |                                                              |        |                          |        |        |        
|Cash and cash equivalents, end of period                                               |                                                                                      | $                                               | 13,624                                                       |        |                          | $      | 14,039 |        
|                                                                                       |                                                                                      |                                                 |                                                              |        |                          |        |        |        
|Supplementary information:                                                            
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       | Income taxes paid                                                                    |                                                 | $                                                            | 95     |                          |        | $      | 354     |    
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|Non-cash transactions:                                                                
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       |                                                                                      | Interest income capitalized to notes receivable |                                                              |        |                         |        |        |         | 697 |        
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                       |                                                                                      | Interest expense capitalized to notes payable   |                                                              |        |                         |        |        |         | 786 |        

8



---



IMPERIAL PARKING CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

1.   ORGANIZATION AND BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements of Imperial
Parking Corporation (Impark) do not include all of the information and
footnotes required by generally accepted accounting principles for a complete
set of annual financial statements. In the opinion of management, all
adjustments (consisting solely of normal recurring adjustments) considered
necessary for a fair presentation of the financial position, results from
operations and cash flows as at June 30, 2001, and for all periods presented,
have been included. These financial statements should be read in conjunction
with the financial statements, and notes thereto, included in Imparks annual
report on Form 10-K for the fiscal year ended December 31, 2000. Operating
results for the six months ended June 30, 2001 are not necessarily indicative
of the results that may by expected for the fiscal year ending December 31,
2001.

(a)   Organization



| |                                                                                                                                                                                                                                                                                                                                                                                 
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Impark is the corporation which resulted from the combination of the Canadian
parking facilities of First Union Real Estate Equity and Mortgage Investments
(the FUR Parking Business) and the parking related businesses of First Union
Management, Inc. (the FUMI Parking Business). We have set out below a
brief description of the operations of each business combined.



| |                                                                                                                                                                                                                                                                                                                                                                         
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | FUR Parking Business The FUR Parking Business, constituting the parking
assets and operations of First Union, consisted primarily of 15 owned parking
properties in Canada. From April 1997 to March 2000, subsidiaries of First
Union operated this business, including leasing the properties to First Union
Management, Inc. (FUMI) for operations and management.



| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | FUMI Parking Business The FUMI Parking Business consisted of the parking
services and related ancillary activities that have been continued into
Impark. From April 1997 to March 2000, subsidiaries of FUMI carried on these
activities. The continuing operations of FUMIs indirect subsidiaries,
Imperial Parking Limited and Impark Services Ltd., consisted of operating and
managing parking facilities in Canada and the United States and carrying on
other parking related activities.



| |                                                                                                                                                                                                                                                                                                                                                              
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | The accompanying unaudited consolidated financial statements include the
accounts of Impark and its wholly owned subsidiaries and reflect Imparks
acquisition of the FUMI Parking Business which has been accounted for with
effect from the close of business on March 31, 2000. All material
inter-company transactions and balances have been eliminated.

9



---



(b)   Pro forma



| |                                                                                                                                  
| | ---------------------------------------------------------------------------------------------------------------------------------
| | The pro forma statement of operations for the six months ended June 30, 2000
has been compiled from financial information in the:



| |                                                                                                                                                              
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (i)    unaudited combined financial statements of Impark, including
its predecessor the FUR Parking
        Business, for the six months ended June 30, 2000;



| |                                                                                                                                     
| | ------------------------------------------------------------------------------------------------------------------------------------
| | (ii)    unaudited combined financial statements of the FUMI Parking
Business for the three months ended
         March 31, 2000; and



| |                                                    
| | ---------------------------------------------------
| | (iii)   the additional information presented below.



| |                                                                                                                                                                                 
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | The pro forma combined statement of operations reflects the combination
of Impark and the FUMI Parking Business with effect from January 1, 2000
and the following transactions:



| |                                                                       
| | ----------------------------------------------------------------------
| | (a)     the elimination of inter-entity lease fees and interest
costs;



| |                                                                                                                                                                                                                                                                                                                                
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (b)     the elimination of an asset management fee earned by the
FUMI Parking Business during the
          period January 1, 2000 to March
31, 2000 for managing the United States parking properties of
          First
Union. The fee agreement was cancelled on the acquisition of the
FUMI Parking Business;
          and



| |                                                                                                                                                                
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (c)     the elimination of interest expense on long-term debt
repaid and the note payable capitalized on the
         acquisition of
the FUMI Parking Business.



| |                                                                                                                                         
| | ----------------------------------------------------------------------------------------------------------------------------------------
| | For purposes of the pro forma combined statements of operations, no
adjustments have been made for interest on additional cash balances.

These pro forma combined statements of operations are not necessarily
indicative of the results of operations that would have been achieved had the
transactions actually taken place on January 1, 2000 and do not purport to be
indicative of the effects that may be expected to occur in the future.

2.   LONG-TERM DEBT

On September 13, 2000, the Company established a credit facility (the
Credit Facility) providing for borrowings of up to $20 million, consisting of
a $12.5 million non-revolving loan; a $5 million revolving credit facility; and
$2.5 million for standby letters of credit. The non-revolving loan facility
bears interest at LIBOR plus 1.625% per annum. The revolving credit facility
bears interest at the lending banks prime rate. The amount outstanding under
the Companys Credit Facility as of June 30, 2001 was $3.9 million with a
weighted average interest rate of 5.4%. This is solely comprised of amounts
drawn under the non-revolving loan facility and will be repaid in blended
monthly payments of principal and interest of $63,563 through October 2007.
The Credit Facility contains covenants including those that require the Company
to maintain certain financial ratios and restrict further indebtedness. The
remaining amount available under the Credit Facility was $15.5 million at June
30, 2001.

10



---



3.   EARNINGS PER SHARE

Basic earnings per share is computed by dividing income available to
common shareholders by the weighted-average number of common shares outstanding
for the period. The weighted average number of shares outstanding for the six
months ended June 30, 2000 gives retroactive effect to the shares issued on the
formation of Impark. Diluted earnings per share reflects the potential dilution
that would occur if securities or other contracts to issue common stock were
exercised or converted into common stock or resulted in the issuance of common
stock, or if restricted shares of common stock were to become fully vested,
that then shared in the earnings of Impark.

The following tables set forth the computation of basic and diluted earnings
per share:

|                                      |                   |   |                            |     |          |  |           |       |           |   |         |       |           |   |     |     |  |  |       |       |  |   |      |      | 
|------------------------------------- | ----------------- | - | -------------------------- | --- | -------- |  | --------- | ----- | --------- | - | ------- | ----- | --------- | - | --- | --- |  |  | ----- | ----- |  | - | ---- | ---- | 
|                                      |                   |   | Three Months Ended June 30
|                                      |                   |   |                           
|                                      |                   |   | 2001                       |     | 2000    
|                                      |                   |   |                            |     |         
|                                      |                   |   | Income                     |     | Common   |  | Per Share |       | Income    |   | Common  |       | Per Share
|                                      |                   |   | available                  |     | shares   |  | amount    |       | available |   | shares  |       | amount   
|                                      |                   |   | ($000's)                   |     | ($000's) |  |           |       | ($000's)  |   | (000's) |      
|                                     
|                                     
|                                     
|                                     
|                                     
|                                     
|                                     
|                                     
|Basic earnings per share             
|                                      | Net earnings      |   | $                          | 936 |          |  |           | 1,812 |           |   | $       | 0.52  |           |   | $   | 911 |  |  |       | 2,128 |  |   | $    | 0.43 | 
|                                     
|                                     
|                                     
|                                     
|Effect of dilutive stock and options:
|                                     
|                                     
|                                     
|                                     
|                                      | Stock option plan |   |                            |    |          |  |           | 31    |           |   |         | (0.01 | )         |   |     |    |  |  |       |      |  |   |      |     | 
|                                      |                   |   |                            |     |          |  |           |       |           |   |         |       |           |   |     |     |  |  |       |       |  |   |      |     
|Diluted earnings per share            |                   | $ | 936                        |     |          |  | 1,843     |       |           | $ | 0.51    |       |           | $ | 911 |     |  |  | 2,128 |       |  | $ | 0.43 |     
|                                      |                   |   |                            |     |          |  |           |       |           |   |         |       |           |   |     |     |  |  |       |       |  |   |      |     

|                                      |                    |   |                          |     |          |  |           |       |           |   |         |      |           |   |       |       |  |  |       |       |  |   |      |      | 
|------------------------------------- | ------------------ | - | ------------------------ | --- | -------- |  | --------- | ----- | --------- | - | ------- | ---- | --------- | - | ----- | ----- |  |  | ----- | ----- |  | - | ---- | ---- | 
|                                      |                    |   | Six Months Ended June 30
|                                      |                    |   |                         
|                                      |                    |   | 2001                     |     | 2000    
|                                      |                    |   |                          |     |         
|                                      |                    |   | Income                   |     | Common   |  | Per Share |       | Income    |   | Common  |      | Per Share
|                                      |                    |   | available                |     | shares   |  | amount    |       | available |   | shares  |      | amount   
|                                      |                    |   | ($000's)                 |     | ($000's) |  |           |       | ($000's)  |   | (000's) |     
|                                     
|                                     
|                                     
|                                     
|                                     
|                                     
|                                     
|                                     
|Basic earnings per share             
|                                      | Net earnings       |   | $                        | 560 |          |  |           | 1,817 |           |   | $       | 0.31 |           |   | $     | 1,187 |  |  |       | 2,128 |  |   | $    | 0.56 | 
|                                     
|                                     
|                                     
|                                     
|Effect of dilutive stock and options:
|                                     
|                                     
|                                     
|                                     
|                                      | Stock option plan  |   |                          |    |          |  |           | 16    |           |   |         |     |           |   |       |      |  |  |       |      |  |   |      |     | 
|                                      |                    |   |                          |     |          |  |           |       |           |   |         |      |           |   |       |       |  |  |       |       |  |   |      |     
|Diluted earnings per share            |                    | $ | 560                      |     |          |  | 1,833     |       |           | $ | 0.31    |      |           | $ | 1,187 |       |  |  | 2,128 |       |  | $ | 0.56 |     
|                                      |                    |   |                          |     |          |  |           |       |           |   |         |      |           |   |       |       |  |  |       |       |  |   |      |     
|Basic pro forma earnings per share   
|                                      | Pro forma earnings |   |                          | n/a |          |  |           | n/a   |           |   |         | n/a  |           |   | $     | 793   |  |  |       | 2,128 |  |   | $    | 0.37 | 
|                                     
|                                     
|                                     
|                                     
|Effect of dilutive stock and options:
|                                     
|                                     
|                                     
|                                     
|                                      | Stock option plan  |   |                          |    |          |  |           |      |           |   |         |     |           |   |       |      |  |  |       |      |  |   |      |     | 
|                                      |                    |   |                          |     |          |  |           |       |           |   |         |      |           |   |       |       |  |  |       |       |  |   |      |     
|Diluted pro forma earnings per share  |                    |   | n/a                      |     |          |  | n/a       |       |           |   | n/a     |      |           | $ | 793   |       |  |  | 2,128 |       |  | $ | 0.37 |     
|                                      |                    |   |                          |     |          |  |           |       |           |   |         |      |           |   |       |       |  |  |       |       |  |   |      |     

4.   STOCK OPTIONS

In May 2001, the stockholders of the Company approved a stock option
incentive plan allowing the Company to grant stock options to executives and
management. The plan includes variable stock options whereby the exercise
price of the options increases during the term of the options. Any change in
the intrinsic value of the options is reflected as compensation expense. For
accounting purposes, the date of stockholder approval is considered to be the
date on which the measurement of any compensatory effect occurs. At June 30,
2001, the Company had the following stock options outstanding:

|                      |  |                |                   |                            |  |                                 
|--------------------- |  | -------------- | ----------------- | -------------------------- |  | --------------------------------
|# of options          |  | Exercise price |                   | Remaining contractual life
|                      |  |                |                   |                           
|79,777
116,875
47,250 |  |                | 14.43
14.27
14.20 |                            |  | 104 months
106 months
106 months

11



---



5.   BUSINESS SEGMENTS

Senior management of the Company reviews the revenue and overall results
of operations by geographic regions. The following table summarizes the
revenue, operating results and assets for these geographic regions.

|                              |  |                            |        |      |  |       |        |        |  |      |        |       |  |   |        |  |  |   |        |  |  |   |        | 
|----------------------------- |  | -------------------------- | ------ | ---- |  | ----- | ------ | ------ |  | ---- | ------ | ----- |  | - | ------ |  |  | - | ------ |  |  | - | ------ | 
|                              |  | Three Months Ended June 30
|                              |  |                           
|                              |  | 2001                       |        | 2000
|                              |  |                            |        |     
|                              |  | Canada                     |        | U.S. |  | Total |        | Canada |  | U.S. |        | Total
|                              |  |                            |        |      |  |       |        |        |  |      |        |      
|Revenue                       |  | $                          | 13,980 |      |  | $     | 8,326  |        |  | $    | 22,306 |       |  | $ | 12,604 |  |  | $ | 5,257  |  |  | $ | 17,861 | 
|                             
|                             
|                             
|                             
|Depreciation and amortization |  |                            | 934    |      |  |       | 203    |        |  |      | 1,137  |       |  |   | 1,049  |  |  |   | 151    |  |  |   | 1,200  | 
|                             
|                             
|                             
|                             
|Operating income              |  |                            | 1,315  |      |  |       | 140    |        |  |      | 1,455  |       |  |   | 440    |  |  |   | 248    |  |  |   | 688    | 
|                             
|                             
|                             
|                             
|Income tax expense            |  |                            | 1,107  |      |  |       | (430   | )      |  |      | 677    |       |  |   | 88     |  |  |   | 6      |  |  |   | 94     | 
|                             
|                             
|                             
|                             
|Long-lived assets             |  |                            | 50,760 |      |  |       | 6,019  |        |  |      | 56,779 |       |  |   | 56,042 |  |  |   | 5,773  |  |  |   | 61,815 | 
|                             
|                             
|                             
|                             
|Total assets                  |  |                            | 64,679 |      |  |       | 21,231 |        |  |      | 85,910 |       |  |   | 70,200 |  |  |   | 16,361 |  |  |   | 86,561 | 

|                              |  |                          |        |          |  |       |        |        |  |      |        |       |  |   |        |  |  |   |        |  |  |   |        | 
|----------------------------- |  | ------------------------ | ------ | -------- |  | ----- | ------ | ------ |  | ---- | ------ | ----- |  | - | ------ |  |  | - | ------ |  |  | - | ------ | 
|                              |  | Six Months Ended June 30
|                              |  |                         
|                              |  |                          |        |          |  |       |        |        |  |      |        |       | 
|                              |  | 2001                     |        | 2000 (1)
|                              |  |                          |        |         
|                              |  | Canada                   |        | U.S.     |  | Total |        | Canada |  | U.S. |        | Total
|                              |  |                          |        |          |  |       |        |        |  |      |        |      
|Revenue                       |  | $                        | 27,159 |          |  | $     | 13,207 |        |  | $    | 40,366 |       |  | $ | 24,961 |  |  | $ | 7,531  |  |  | $ | 32,492 | 
|                             
|                             
|                             
|                             
|Depreciation and amortization |  |                          | 1,853  |          |  |       | 378    |        |  |      | 2,231  |       |  |   | 2,081  |  |  |   | 180    |  |  |   | 2,261  | 
|                             
|                             
|                             
|                             
|Operating income (loss)       |  |                          | 2,149  |          |  |       | (1,191 | )      |  |      | 958    |       |  |   | 477    |  |  |   | 154    |  |  |   | 631    | 
|                             
|                             
|                             
|                             
|Income tax expense            |  |                          | 1,128  |          |  |       | (426   | )      |  |      | 702    |       |  |   | 140    |  |  |   | 15     |  |  |   | 155    | 
|                             
|                             
|                             
|                             
|Long-lived assets             |  |                          | 50,760 |          |  |       | 6,019  |        |  |      | 56,779 |       |  |   | 56,042 |  |  |   | 5,773  |  |  |   | 61,815 | 
|                             
|                             
|                             
|                             
|Total assets                  |  |                          | 64,679 |          |  |       | 21,231 |        |  |      | 85,910 |       |  |   | 70,200 |  |  |   | 16,361 |  |  |   | 86,561 | 



|(1): |  | pro forma, except asset figures.
|---- |  | --------------------------------

6.   SUBSEQUENT EVENT

Effective July 1, 2001, Imperial Parking (U.S.), Inc., a wholly owned
subsidiary of the Company, purchased all of the issued and outstanding shares
of DLC Management Group, Inc. (DLC). This acquisition will be accounted for
by the purchase method with the results from operations of DLC included in the
Companys consolidated results from operations with effect from July 1, 2001.
Consideration for the purchase was $3.9 million, plus approximately $0.75
million for working capital, payable in cash at closing. In addition, the
Company will be required to make additional payments to DLCs shareholders over
a five-year period based on the earnings (as defined in the purchase agreement)
of DLC.

7.   CONTINGENCIES

Imperial Parking Canada Corporation, a wholly owned subsidiary of the Company,
is a defendant in a lawsuit filed by Sterling Parking Ltd. (Sterling) in
April 2001, in the Queens Bench of Alberta. The suit involves an alleged
breach by Imperial Parking Canada Corporation of a confidentiality agreement
entered into with Sterling in October 2000 relating to the potential management
of certain Sterling lots in Calgary. The proposed transaction with Sterling
was not completed and Sterling claims in the lawsuit that Imperial Parking
Canada Corporation wrongfully bid on certain lots and improperly used Sterling
confidential information, all in breach of the confidentiality agreement. The
total damages claimed by Sterling are approximately $6.3 million (CDN $10
million). The Company believes that Sterlings allegations are largely without
merit and that the amount of damages claimed is far in excess of the actual
damages suffered by Sterling, if any. The parties are currently negotiating a
settlement.

12



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If a settlement is not reached, the Company intends to defend itself
vigorously. The Company expects that any damages awarded against Imperial
Parking Canada Corporation will not have a material effect on its financial
position or results of operations.

8.   RECENT ACCOUNTING PROUNCEMENTS

During the six months ended June 20, 2001, the Financial Accounting
Standards Board announced new rules related to the accounting for goodwill.
Financial Accounting Statement No. 14, Business Combinations (SFAS 141)
eliminates the pooling method of accounting for business combinations and is
effective for all transactions initiated after June 30, 2001. The Company will
adopt SFAS 141 effective July 1, 2001, but this has no impact on the Companys
financial statements as the acquisition subsequent to June 30, 2001 will be
accounted for using the purchase method.

Financial Accounting Statement NO. 142, goodwill and other intangible
assets (SFAS142) will require that goodwill no longer be amortized, but the
carrying value of goodwill will be subject to a regular impairment test. SFAS
142 will be effective for the first fiscal quarter beginning after December 15,
2001. The effect on the financial statements of the Company is that
amortization of existing goodwill will cease as of December 31, 2001. Any
goodwill resulting from the acquisition described in note 6 will not be
amortized in fiscal 2001. The Companys goodwill amounts at December 31, 2001
will be subject to the impairment test commencing with the Companys first
quarter ended March 31, 2002.

ITEM 2.

MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

FORWARD-LOOKING STATEMENTS MAY PROVE INACCURATE

This report includes various forward-looking statements regarding the
Company that are subject to risks and uncertainties, including, without
limitation, the factors set forth below. Forward-looking statements include,
but are not limited to, discussions regarding the Companys operating strategy,
growth strategy, acquisition strategy, cost savings initiatives, industry,
economic conditions, financial condition, liquidity and capital resources and
results of operations. Such statements include, but are not limited to,
statements preceded by, followed by or that otherwise include the words
believes, expects, anticipates, intends, estimates or similar
expressions. For those statements, the Company claims the protection of the
safe harbor for forward-looking statements contained in the Private Securities
Litigation Reform Act of 1995.

The following important factors, in addition to those discussed elsewhere
in this report, and the documents which are incorporated herein by reference,
could affect the future financial results of the Company and could cause actual
results to differ materially from those expressed in forward-looking statements
contained or incorporated by reference in this document:



| |  | successfully integrating past and future acquisitions in light of challenges in retaining key employees, synchronizing
business processes and efficiently integrating facilities, marketing, and operations;
|- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | successful implementation of the Companys operating and growth strategy, including possible strategic acquisitions;                                                                                        

13



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| |  | fluctuations in quarterly operating results caused by a variety of factors including the timing of gains on sales of owned
facilities, pre-opening costs, changes in the Companys cost of borrowing, effect of weather on travel and transportation
patterns, player strikes or other events affecting major league sports and local, national and international economic
conditions;
|- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | the ability of the Company to form and maintain its strategic relationships with certain large real estate owners and
operators;                                                                                                                                                                                                                                                      
| 
| |  | global and/or regional economic factors;                                                                                                                                                                                                                                                                                                                                              
| 
| |  | compliance with laws and regulations, including, without limitation, tax, environmental, antitrust and consumer protection
laws and regulations at the federal, state, local and international levels.                                                                                                                                                                                

OVERVIEW

On March 27, 2000, Impark completed a series of transactions which
resulted in the combination of the Canadian parking facilities of First Union
and the parking and ancillary services of the FUMI Parking Business. The
following discussion includes a review of the operating results of the combined
businesses for the six months ended June 30, 2000 on a pro forma basis as if
the combination had been in place on January 1, 2000.

The Company operates parking facilities under three types of arrangements:
leases, fee ownership and management contracts. Revenues consist of parking
revenues from leased and owned facilities, and revenues earned in accordance
with the terms of management contracts. Direct costs relate typically to leased
and owned facilities and include rent, payroll and related benefits,
maintenance, insurance, and general operating expenses. Direct costs also
include expenses associated with management contracts that are not recoverable
from the property owner.

Revenue earned from each type of arrangement for the quarter and the
number of facilities operated as at the end of each quarter, are as follows:

|        |  |                |       |                            |  |                          |       |      |  |         |        |      |  |   |        |  |  |   |        |  |  |   |        | 
|------- |  | -------------- | ----- | -------------------------- |  | ------------------------ | ----- | ---- |  | ------- | ------ | ---- |  | - | ------ |  |  | - | ------ |  |  | - | ------ | 
|        |  |                |       |                            |  |                          |       |      |  | Revenue
|        |  | # of Locations |       |                           
|        |  | at June 30     |       | Three Months Ended June 30 |  | Six Months Ended June 30
|        |  |                |       |                            |  |                         
|        |  | 2001           |       | 2000                       |  | 2001                     |       | 2000 |  | 2001    |        | 2000
|        |  |                |       |                            |  |                          |       |      |  |         |        |     
|Leased  |  |                | 525   |                            |  |                          | 503   |      |  | $       | 19,712 |      |  | $ | 15,223 |  |  | $ | 35,277 |  |  | $ | 27,359 | 
|       
|       
|       
|       
|Managed |  |                | 961   |                            |  |                          | 903   |      |  |         | 2,180  |      |  |   | 2,217  |  |  |   | 4,276  |  |  |   | 4,313  | 
|       
|       
|       
|       
|Owned   |  |                | 15    |                            |  |                          | 15    |      |  |         | 414    |      |  |   | 421    |  |  |   | 813    |  |  |   | 820    | 
|        |  |                |       |                            |  |                          |       |      |  |         |        |      |  |   |        |  |  |   |        |  |  |   |        | 
|        |  |                | 1,501 |                            |  |                          | 1,421 |      |  | $       | 22,306 |      |  | $ | 17,861 |  |  | $ | 40,366 |  |  | $ | 32,492 | 
|        |  |                |       |                            |  |                          |       |      |  |         |        |      |  |   |        |  |  |   |        |  |  |   |        | 

THREE MONTHS ENDED JUNE 30, 2001 COMPARED TO THREE MONTHS ENDED JUNE 30, 2000

Total revenue for the second quarter of fiscal 2001 increased by $4.4 million,
or 24.9%, to $22.3 million from $17.9 million for the second quarter of fiscal
2000. This increase was due entirely to an increase in revenue from leased
facilities.

Revenues from leased facilities for the second quarter of fiscal 2001 increased
to $19.7 million from $15.2 million in the second quarter of fiscal 2000, an
increase of $4.5 million, or 29.5%. $2.9 million of this increase was in the
United States and resulted from opening in Cleveland (September 2000) and
expanding start-up operations in San Francisco, Cincinnati and Seattle. The
increase of $1.6 million in leased revenue in Canada included a positive change
of $0.5 million in amounts related to our dispute over taxes on parking
violation revenue. The second quarter of fiscal 2000 included a charge against
revenue of $0.3 million based on estimates of our tax liability at the time.
We were ultimately successful in recovering $0.2 million in the second quarter
of fiscal 2001 of the amount previously provided. We do not expect any further
benefits in the future from settling this tax liability. The remaining
increase in Canada of $1.1 million was due in part to parking rate increases.

14



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Management contract revenues for the second quarter remained stable at $2.2
million for both the three month periods ended June 30, 2000 and 2001.

Direct costs in the second quarter of 2001 increased to $16.2 million from
$13.2 million in the second quarter of 2000, an increase of $3.0 million, or
23.1%. All of this increase was attributable to higher rent expense. Rent
expense increased $3.0 million, or 33.3%, from $9.0 million for the second
quarter of 2000 to $12.0 million for the second quarter of 2001. Rent as a
percentage of revenues, increased to 53.8% in the second quarter of 2001 from
50.3% in the same quarter of 2000. This increase is principally due to the
leases in our new U.S. operations being in the early phase of their terms. As
we continue to operate these leased facilities, we would expect revenue growth
to exceed any growth in rent and, therefore, rent as a percentage of revenue
would decline. Direct costs as a percentage of revenues decreased to 72.6% in
the second quarter of fiscal 2001 from 73.7% in the second quarter of fiscal
2000.

General and administrative expenses increased $0.7 million, or 24.2%, from $2.8
million for the second quarter of fiscal 2000 to $3.5 million for the second
quarter of fiscal 2001. The increase in general and administrative expenses is
due to expansion since last year in the United States, including $0.1 million
for operations in San Francisco, Cincinnati and Cleveland, and $0.2 million to
establish a regional management infrastructure in the United States. We also
incurred $0.1 million of additional expense related to being a public company
and $0.2 million of increased stock compensation expense, as discussed below.
General and administrative expenses, as a percentage of total revenues
decreased to 15.6 % for the second quarter of fiscal 2001 compared to 15.7 %
for the second quarter of fiscal 2000.

Included in general and administrative expense is stock-based compensation
expense for the second quarter of fiscal 2001 of $0.2 million which includes an
allocation of both senior managements compensation related to our stock
performance and directors annual stock entitlement for fees for services
rendered. In the second quarter of fiscal 2000 there was no stock compensation
expense for either directors or senior management. The allocation for senior
managements compensation is based on the 2000 Stock Incentive Plan which was
approved by the stockholders at our 2001 Annual General Meeting. For
accounting purposes, the date of stockholder approval is considered to be the
date on which the measurement of the compensatory effect occurs. The plan
includes variable stock options whereby the exercise price of the options
increases during the term of the options. Accordingly, any change in the
intrinsic value of the options is reflected in compensation expense on a
quarterly basis.

The equity share in the limited liability company (LLC) losses represents our
50% share in nine LLCs which each operate a parking facility in New York, New
York. The LLCs started operating these facilities in the first six months of
2001.

Interest income of $0.2 million was earned in the second quarter of fiscal
2001, a decrease of $0.1 million from the $0.3 million earned in the second
quarter of fiscal 2000. The decrease is due to lower interest rates and lower
cash balances during 2001 compared to 2000.

Income tax expense for the second quarter of fiscal 2001 includes our current
tax liability for capital and state taxes, and a deferred tax expense as we
utilize our net operating losses for tax purposes in Canada. There was no
corresponding deferred tax expense in the second quarter of fiscal 2000, as we
had not utilized the Canadian tax losses.

Net earnings for the second quarter of 2001 were $0.9 million the same as
second quarter earnings in 2000. The primary changes between the second
quarter of fiscal 2001 and the second quarter of fiscal 2000 were a higher
gross margin of $1.4 million, which includes the positive effect of $0.5
million related to taxes on parking violation revenue; offset by higher general
and administrative expenses of $0.7 million; lower interest income of $0.1
million; and higher income tax expense of $0.6 million.

15



---



SIX MONTHS ENDED JUNE 30, 2001 COMPARED TO SIX MONTHS ENDED JUNE 30, 2000

Total revenues for the first six months of fiscal 2001 increased $7.9 million,
or 24.2%, to $40.4 million from $32.5 million for the first six months of
fiscal 2000. The increase was comprised solely of an increase in revenue on
leased facilities.

Revenues from leased facilities for the first six months of fiscal 2001
increased to $35.3 million from $27.4 million in the first six months of fiscal
2000, an increase of $7.9 million or 28.9%. $5.5 million of this increase was
in the United States and resulted from starting operations in San Francisco
(April 2000) and Cleveland (September 2000) and the acquisition of E-Z Park in
Cincinnati (April 2000). The increase of $2.4 million in leased revenue in
Canada included a positive change of $0.5 million related to our dispute over
taxes on parking violation revenue. The first six months of fiscal 2000
included a charge against revenue of $0.3 million based on estimates of our tax
liability at the time. We were ultimately successful in recovering $0.2
million during the first six months of fiscal 2001 of the amount previously
provided. We do not expect any further benefits in the future from settling
this tax liability. The remainder of the increase in Canada of $1.9 million
was due in part, to parking rate increases and a public transit strike in
Calgary, Alberta and Vancouver, B.C.

Management contract revenues for the first six months remained stable at $4.3
million for both the 2000 and the 2001 six month periods.

Direct costs in the first six months of 2001 increased to $30.4 million from
$24.0 million in the first six months of 2000, an increase of $6.4 million or
26.6%. Of this increase, $5.6 million was attributable to higher rent expense
and $0.8 million to other directs costs. Rent expense increased $5.6 million,
or 33.7%, from $16.6 million for the first six months of 2000 to $22.2 million
for the first six months of 2001. Rent as a percentage of revenues, increased
to 55.0% in the first six months of 2001 from 51.2% in the same six months of
2000. This increase is principally due to the leases in our new U.S.
operations being in the early phase of their terms. As we continue to operate
these leased facilities, we would expect revenue growth to exceed any growth in
rent and, therefore, rent as a percentage of revenue would decline. The
increase in other direct costs of $0.8 million, or 10.8%, from $7.4 million to
$8.2 million, is due to the general increase in revenues. Direct costs as a
percentage of revenues increased to 75.4% in the first six months of fiscal
2001 from 74.0% in the first six months of fiscal 2000.

General and administrative expenses increased $1.1 million, or 19.9%, from $5.6
million for the first six months of fiscal 2000 to $6.7 million for the first
six months fiscal 2001. The increase in general and administrative expenses is
due to expansion since last year in the United States, including $0.2 million
for operations in San Francisco, Cincinnati and Cleveland, and $0.3 million to
establish a regional management infrastructure in the United States. We also
incurred $0.2 million of additional expense related to being a public company
and $0.3 million of increased stock compensation expense, as discussed below.
General and administrative expenses, as a percentage of total revenues
decreased to 16.5 % for the first six months of fiscal 2001 compared to 17.1 %
for the first six months of fiscal 2000.

Included in general and administrative expense is stock-based compensation
expense for the first six months of fiscal 2001 of $0.4 million which includes
an allocation of both senior managements compensation related to our stock
performance and directors annual stock entitlement for fees for services
rendered. In the first six months of fiscal 2000 there was $0.1 million of
stock awarded to directors, but no stock compensation expense for senior
management. The allocation for senior managements compensation is based on
the 2000 Stock Incentive Plan which was approved by the stockholders at our
2001 Annual General Meeting. The plan includes variable stock options whereby
the exercise price of the options increases during the term of the options.
Accordingly, any change in the intrinsic value of the options is reflected in
compensation expense on a quarterly basis.

The equity share in the limited liability company (LLC) losses represents our
50% share in nine LLCs which each operate a parking facility in New York, New
York. The LLCs started operating these facilities in the first six months of
2001.

16



---



Interest income of $0.3 million was earned in the first six months of both
fiscal 2001 and 2000. Although the interest income in 2000 was earned during
only a period of three months from the combination in March 2000, interest
rates in 2000 were higher by approximately 1.5%.

Income tax expense for the first six months of fiscal 2001 includes our current
tax liability for capital and state taxes, and a deferred tax expense as we
utilize our net operating losses for tax purposes in Canada. Also included in
the deferred tax expense is a deferred tax recovery for operating losses in the
U.S. for the first six months of fiscal 2001. The effect of offsetting losses
in the U.S. at lower tax rates against profits in Canada at higher tax rates is
to increase the effective tax rate for accounting purposes to 56% on a
consolidated basis for the first six months of fiscal 2001. There was no
corresponding deferred tax expense in the first six months of fiscal 2000, as
we had not then recognized the Canadian tax losses for accounting purposes.

Net earnings for the first six months of 2001 were $0.6 million a decrease of
$0.2 million from the first six months pro forma earnings in 2000 of $0.8
million. This decrease is primarily due higher general and administrative
expenses of $1.1 million; equity losses of $0.1 million in the LLC; and higher
income tax expense of $0.5 million; offset by a higher gross margin of $1.5
million.

LIQUIDITY AND CAPITAL RESOURCES

As at June 30, 2001, we had cash and cash equivalents of $13.6 million.
This represents an increase of $8.0 million for the first six months of fiscal
2001. The increase resulted from $5.9 million of cash generated from
operations and $3.9 million of funds drawn under our Credit Facility to finance
the acquisition of DLC in July 2001. These cash inflows were offset by $1.2
million used in investing activities, $0.5 million used to repurchase our stock
and $0.1 million of changes in exchange rates on cash balances. $1.7 million
of the cash from operations was generated from prepaid parking revenue from season
ticket holders of the San Francisco Giants. This amount has been included in
deferred revenue at June 30, 2001 and will be recognized over the course of the
regular baseball season.

Included in the cash balances at June 30, 2001 are $3.9 million of funds
drawn on our Credit Facility. These funds were used in July 2001 to purchase
all of the issued and outstanding shares of DLC. We are also required to make
a payment of $0.75 million for the working capital of DLC. We will use
existing cash balances to fund the working capital payment.

We are negotiating final costs with the contractor of the San Francisco
Giants development. We estimate that up to approximately $1.0 million will be
required to complete our share of funding of the development costs. An accrual
has been recorded at June 30, 2001 for the estimated settlement costs. We have
$2.3 million of cash on short-term deposit at June 30, 2001, which has been
restricted, to support a lien bond issued in conjunction with the negotiations
of final costs. This amount will be released to us on settlement.

At June 30, 2001 we had $3.9 million of long-term bank debt outstanding.
After borrowing these funds and using $0.6 million for outstanding letters of
credit, we have $15.5 million remaining of a $20.0 million credit facility with
HSBC Bank Canada to fund working capital requirements, acquisitions and other
capital investment opportunities.

In the next 12 months, we anticipate the working capital necessary to
satisfy current obligations will be generated from operations, available cash,
and our bank facility.

In the future, if we identify investment opportunities requiring cash in
excess of operating cash flows and credit facilities, we may seek additional
sources of capital, including the sale or issuance of our common stock or a
rights offering, or amending our credit facility to obtain additional
indebtedness. No assurances can be given that such increases would be
available at the time needed to complete any such transaction.

17



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ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

Interest Rates

Our primary exposure to market risk consists of changes in interest rates
on cash invested in short-term deposits, which as of June 30, 2001 totaled
approximately $2.3 million. Our market risk also consists of changes in
interest rates on variable rate borrowings. As of June 30, 2001, we had $3.9
million of variable rate debt outstanding under the Credit Facility priced at
LIBOR plus 162.5 basis points. Changes in interest rates could impact our
anticipated interest income or expense.

Foreign Currency Exposure

We operate wholly owned subsidiaries in Canada. Total revenues from
Canadian operations amounted to $14.0 million and $12.6 million for the three
months ended June 30, 2001 and 2000, respectively and $27.2 million and $25.0
million (pro forma) for the six months ended June 30, 2001 and 2000,
respectively. We intend to continue to invest in Canadian leased or owned
facilities, and may identify expansion opportunities in other foreign
countries. Our exposure to foreign currency fluctuations is limited as the
Canadian dollar revenues to date have been significantly offset by Canadian
dollar operating costs. In limited circumstances we have denominated Canadian
contracts in U.S. dollars to limit currency exposure. Presently, we have no
formal hedging programs and have no outstanding derivative contracts. We
anticipate implementing a hedging program if such risk materially increases.

PART II OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

LITIGATION

The provision of services to the public entails an inherent risk of
liability. We are engaged from time to time in routine litigation incidental
to our business. Other than cases involving Eau Claire Market in Calgary,
Alberta and Sterling Parking Ltd. described below, there is no legal proceeding
to which we are a party which, if decided adversely could materially harm our
financial condition. We attempt to disclaim liability for personal injury in
facilities we operate. We also carry liability insurance that we believe meets
or exceeds industry standards as determined by our landlords. We can provide
no assurances, however, that any future legal proceedings (including any
related judgements, settlements or costs) will not have a material adverse
effect on our financial condition, liquidity or results of operations.

The Eau Claire Market litigation was filed in the Queens Bench of Alberta
on August 20, 1998. It involves a claim against a property in which we are the
lessee. The plaintiff asserts that it is entitled to priority over our lease
and to possession of the property. We believe that this claim is without
merit. If, however, we do not prevail in the litigation, we may be forced to
renegotiate the lease with the landlord, in which case the rent could be
substantially increased and may materially impact our results.

Imperial Parking Canada Corporation (Impark Canada), a subsidiary of
Impark, is a defendant in a lawsuit brought by Newcourt Financial Ltd.
(Newcourt) as the assignee of Oracle Corporation Canada Inc. (Oracle). The
suit was filed in Ontario Superior Court on June 11, 1999. It alleges that
Impark Canada and FUMI owe approximately $825,000 under a software licence and
services agreement. We believe the claim is without merit. In response to the
claim, Impark Canada and FUMI have commenced their own action in British
Columbia, seeking a declaration that no amounts are owing to either Newcourt or
Oracle under the license and services agreement.

18



---



The Ontario lawsuit has been
stayed pending the resolution of the B.C. action. First Union has agreed in
writing to assume all liability with respect to this claim.

Impark Canada is a defendant in a lawsuit brought by Sterling Parking
Ltd., which was filed April 3, 2001 in the Queens Bench of Alberta. The suit
involves an alleged breach by Impark Canada of a confidentiality agreement
entered into with Sterling in October 2000 relating to the potential management
by Impark Canada of certain Sterling lots in Calgary. The agreement prohibited
Impark Canada from bidding on any Sterling lots while negotiations of such
transaction were underway. During negotiations, Impark Canada successfully bid
on two Sterling lots. The proposed transaction with Sterling was not
completed. Sterling claims in the lawsuit that Impark Canada wrongfully bid on
the two lots and an additional three lots, as well as improperly used Sterling
confidential information, all in breach of the confidentiality agreement. The
total damages claimed by Sterling are approximately $6.3 million
(CDN$10,000,000). We believe that Sterlings allegations are largely without
merit and that the amount of damages claimed is far in excess of the actual
damages suffered by Sterling, if any. The parties are currently negotiating a
settlement. If a settlement is not reached, we intend to defend ourselves
vigorously. We believe that any damages awarded against Impark Canada will not
have a material effect on our results.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS

Our Annual Meeting of Stockholders was held at the New York Helmsley Hotel, 212
East 42nd Street, New York, New York, on May 18, 2001. The following matters
were submitted to a vote:

1.    The stockholders elected each of the following nominees as a Class I
director to hold office until the Annual
       Meeting of Stockholders in
2004, or until their respective successors are duly elected
       and qualified.

|                |  |           |  |  |         |  |  |           |  |  |  | 
|--------------- |  | --------- |  |  | ------- |  |  | --------- |  |  |  | 
|                |  | For       |  |  | Against |  |  | Abstained
|                |  |           |  |  |         |  |  |          
|Mary Ann Tighe  |  | 1,673,262 |  |  |        |  |  | 7,984    
|Armand E. Lasky |  | 1,673,262 |  |  |        |  |  | 7,984    

2.    The stockholders approved the adoption of the Companys 2000 Stock
Incentive Plan (with 1,003,291 votes in
       favour, 136,577 votes against, and
541,378 votes abstained).

3.    The stockholders ratified the appointment of KPMG, LLP as the Companys
independent public accountants
       for the fiscal year ending December 31,
2001 (with 1,678,603 votes in favour, 1,306 votes against,
       and 1,337 votes
abstained).

19



---



ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K



| |                        
| | -----------------------
| | (a)    List of Exhibits



| |                                                                                                                                                                                                                                                                                        
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Each exhibit listed below in the Index to Exhibits is filed as a part of
this report. Exhibits not incorporated by reference to a prior filing are
designated by an asterisk (*); all exhibits not so designated are
incorporated herein by reference to a prior filing as indicated.



| |                  
| | -----------------
| | Index to Exhibits

|            |  |                                                                                                                                                                                                                                                                                                            |  |  |  | 
|----------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  |  |  | 
|Exhibit No. |  | Description                                                                                                                                                                                                                                                                                               
|            |  |                                                                                                                                                                                                                                                                                                           
|2.1         |  | Form of Memorandum of Understanding regarding the Distribution
between First Union Real Estate Equity and Mortgage Investments
(First Union) and the Registrant (Incorporated by reference to
Exhibit 2.1 to the Companys Registration Statement No. 001-15629 on
Form 10/A as filed on March 2, 2000).
|           
|           
|           
|           
|3.1         |  | Form of Amended and Restated Certificate of Incorporation of
the Registrant (Incorporated by reference to Exhibit 3.1 to the
Companys Registration Statement No. 001-15629 on Form 10/A as filed
on March 2, 2000).                                                                                      
|           
|           
|           
|           
|3.2         |  | Form of Amended and Restated By-Laws of the Registrant
(Incorporated by reference to Exhibit 3.2 to the Companys
Registration Statement No. 001-15629 on Form 10/A as filed on March
2, 2000).                                                                                                           
|           
|           
|           
|           
|4.1         |  | Specimen certificate for shares of common stock of the
Registrant (Incorporated by reference to Exhibit 4.1 to the Companys
Registration Statement No. 001-15629 on Form 10/A as filed on March
2, 2000).                                                                                                
|           
|           
|           
|           
|10.1        |  | Form of 2000 Stock Incentive Plan of the Registrant
(Incorporated by reference to Exhibit 10.1 to the Companys
Registration Statement No. 001-15629 on Form 10/A as filed on March
2, 2000).                                                                                                             
|           
|           
|           
|           
|10.4        |  | Form of Indemnification Agreement (Incorporated by reference to
Exhibit 10.4 to the Companys Registration Statement No. 001-15629 on
Form 10/A as filed on March 2, 2000).                                                                                                                               
|           
|           
|           
|           
|10.6        |  | Form of Huntzinger Employment Agreement (Incorporated by
reference to Exhibit 10.6 to the Companys Registration Statement No.
001-15629 on Form 10/A as filed on March 21, 2000).                                                                                                                        
|           
|           
|           
|           
|10.7        |  | Form of Wallner Employment Agreement (Incorporated by reference
to Exhibit 10.7 to the Companys Registration Statement No. 001-15629
on Form 10/A as filed on March 21, 2000).                                                                                                                           
|           
|           
|           
|           
|10.8        |  | Newsome Employment Agreement (Incorporated by reference to
Exhibit 10.8 to the Companys Registration Statement No. 001-15629 on
Form 10/A as filed on March 2, 2000).                                                                                                                                    
|           
|           
|           
|           
|10.10       |  | Form of $20.0 million Credit Facility (Incorporated by
reference to Exhibit 10.10 to the Companys Annual Report on Form 10K
as filed on March 28, 2001).                                                                                                                                                 
|           
|           
|           
|           
|21.1        |  | Subsidiaries of the Registrant (Incorporated by reference to
Exhibit 21.1 to the Companys Annual Report on Form 10K as filed on
March 28, 2001).                                                                                                                                                         



| |                           
| | --------------------------
| | (b)    Reports on Form 8-K



| |                                                                                         
| | ----------------------------------------------------------------------------------------
| | The Company did not file any reports on Form 8-K during the quarter ended June 30, 2001.

20



---



SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

|                        |  |                                                                            
|----------------------- |  | ---------------------------------------------------------------------------
|                        |  | IMPERIAL PARKING CORPORATION                                               
|                       
|Date: August 8, 2001    |  | By: /s/ J. Bruce Newsome                                                   
|                       
|_______________________ |  | _________________________________.
J. Bruce Newsome
Chief Financial Officer

21