United States
                       Securities and Exchange Commission
                             Washington, D.C. 20549

                                   Form 10-QSB

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

For the quarter ended: March 31, 2001

Commission file no.: 000-29197

                         UNITED SERVICE ATTENDANTS, INC.
          ------------------------------------------------------------
                 (Name of Small Business Issuer in its Charter)

         Florida                                         65-0950421
------------------------------------                  -----------------------
(State or other jurisdiction of                       (I.R.S.Employer
incorporation or organization)                        Identification No.)

4878 Ronson Ct., San Diego, CA                                92111
------------------------------------------            -----------------------
(Address of principal executive offices)              (Zip Code)

Issuer's telephone number: (858) 243-2615

Securities registered under Section 12(b) of the Act:

     Title of each class                              Name of each exchange
                                                      on which registered

         None                                         None
-----------------------------------                   -------------------------

Securities registered under Section 12(g) of the Act:

                                      None
            --------------------------------------------------------
                                (Title of class)



     Indicate by Check  whether the issuer (1) filed all reports  required to be
filed by Section 13 or 15(d) of the  Exchange  Act during the past 12 months (or
for such shorter  period that the registrant was required to file such reports),
and (2) has been subject to such filing  requirements  for the past 90 days. Yes
[X] No [_]


     As of December 31, 2004, there were 5,650,000 shares of voting stock of the
registrant issued and outstanding.




<PAGE>



                                     PART I

Item 1.           Financial Statements


                          INDEX TO FINANCIAL STATEMENTS


Balance Sheet...................................................F-2

Statement of Operations.........................................F-3

Statement of Stockholders' Equity...............................F-4

Statement of Cash Flows.........................................F-5

Notes to Financial Statement....................................F-6














                                       F-1

<PAGE>



<TABLE>
<CAPTION>
                         United Service Attendants, Inc.
                        (A Development Stage Enterprise)
                                  Balance Sheet


                                                                                     March 31,       September 30,
                                                                                        2001              2000
                                                                                ------------------ -------------------
                                                                                    (unaudited)
<S>                                                                             <C>                <C>
                                     ASSETS
CURRENT ASSETS
  Cash                                                                          $                0 $             3,080
                                                                                ------------------ -------------------

          Total current assets                                                                   0               3,080
                                                                                ------------------ -------------------

OTHER ASSETS
   Goodwill                                                                                      0                   0
                                                                                ------------------ -------------------

         Total other assets                                                                      0                   0
                                                                                ------------------ -------------------

Total Assets                                                                    $                0 $             3,080
                                                                                ================== ===================

                      LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
  Accounts payable                                                              $                0 $                 0
 Demand promissory note                                                                          0                   0
                                                                                ------------------ -------------------

          Total current liabilities                                                              0                   0
                                                                                ------------------ -------------------

Total Liabilities                                                                                0                   0
                                                                                ------------------ -------------------

STOCKHOLDERS' EQUITY
  Preferred stock, no par value, authorized 10,000,000 shares;
     0 issued and outstanding                                                                    0                   0
  Common stock, $0.0001 par value, authorized 50,000,000 shares;
      5,650,000shares  issued and outstanding                                                  565                 565
  Additional paid-in capital                                                                10,365              10,365
  Accumulated deficit                                                                      (10,930)             (7,850)
                                                                                ------------------ -------------------

          Total stockholders' equity                                                             0               3,080
                                                                                ------------------ -------------------

Total Liabilities and  Stockholders' Equity                                     $                0 $             3,080
                                                                                ================== ===================
</TABLE>

















     The accompanying notes are an integral part of the financial statements


                                       F-2

<PAGE>



<TABLE>
<CAPTION>
                         United Service Attendants, Inc.
                        (A Development Stage Enterprise)
                             Statement of Operations
                                   (Unaudited)


                                                Three Months        Three Months        Six Months        Six Months
                                                   Ended                Ended              Ended             Ended
                                               March 31, 2001      March 31, 2000        March 31,         March 31,
                                                                                           2001               2000
                                            ------------------  ------------------- ----------------- -----------------
<S>                                         <C>                 <C>                 <C>               <C>
REVENUES                                    $                0  $                 0 $               0 $               0

COST OF SALES                                                0                    0                 0                 0
                                            ------------------  ------------------- ----------------- -----------------

     GROSS MARGIN                                            0                    0                 0                 0

OPERATING EXPENSES
   Salaries                                                850                2,000             3,350             6,000
   General and administrative expenses                       0                    0                 0                 0
   Depreciation                                              0                    0                 0                 0
                                            ------------------  ------------------- ----------------- -----------------

        Total expenses                                     850                2,000             3,350             6,000
                                            ------------------  ------------------- ----------------- -----------------

Loss from operations                                      (850)              (2,000)           (3,350)           (6,000)

OTHER INCOME (EXPENSE)
 Interest expense                                            0                    0                 0                 0
 Lawsuit settlement                                          0                    0                 0                 0
                                            ------------------  ------------------- ----------------- -----------------

        Total other income (expense)                         0                    0                 0                 0
                                            ------------------  ------------------- ----------------- -----------------

Net loss                                    $             (850) $            (2,000)$          (3,350)$          (6,000)
                                            ==================  =================== ================= =================

Loss per weighted average common share      $            (0.01) $             (0.01)$           (0.01)$           (0.01)
                                            ==================  =================== ================= =================

Number of weighted average common shares
outstanding                                          5,650,000            5,650,000         5,655,000         5,650,000
                                            ==================  =================== ================= =================
</TABLE>










     The accompanying notes are an integral part of the financial statements


                                       F-3

<PAGE>



<TABLE>
<CAPTION>
                         United Service Attendants, Inc.
                        (A Development Stage Enterprise)
                   Statement of Stockholders' Equity (Deficit)


                                                                                       Accumulated
                                                                                         Deficit
                                                                         Additional      During the          Total
                                              Number of      Common       Paid-In        Development     Stockholders'
                                                Shares        Stock       Capital           Stage            Equity
                                             ------------ -----------  ------------  ----------------  -----------------
<S>                                          <C>          <C>          <C>           <C>               <C>
BEGINNING BALANCE,   May 10, 1994                       0 $         0  $          0  $              0  $               0
Shares issued for services  - $0.001/sh.        4,650,000         465           465                 0                930
Net loss                                                0           0             0              (930)              (930)
                                             ------------ -----------  ------------  ----------------  -----------------
BALANCE, December 31, 1994                      4,650,000         465           465              (930)                 0
Net loss                                                0           0             0                 0                  0
                                             ------------ -----------  ------------  ----------------  -----------------
BALANCE, December 31, 1995                      4,650,000         465           465              (930)                 0
Net loss                                                0           0             0                 0                  0
                                             ------------ -----------  ------------  ----------------  -----------------
BALANCE, December 31, 1996                      4,650,000         465           465              (930)                 0
Net loss                                                0           0             0                 0                  0
                                             ------------ -----------  ------------  ----------------  -----------------
BALANCE, December 31, 1997                      4,650,000         465           465              (930)                 0
Net loss                                                0           0             0                 0                  0
                                             ------------ -----------  ------------  ----------------  -----------------
BALANCE, December 31, 1998                      4,650,000         465           465              (930)                 0
Shares issued for cash - $0.10/sh               1,000,000         100         9,900                 0             10,000
Net loss                                                0           0             0                 0                  0
                                             ------------ -----------  ------------  ----------------  -----------------
BALANCE, December 31, 1999                      5,650,000         565        10,365              (930)            10,000
Net loss                                                0           0             0            (6,650)            (6,650)
                                             ------------ -----------  ------------  ----------------  -----------------
BALANCE, September 30, 2000                     5,650,000         565        10,365            (7,580)             3,350
Net loss                                                0           0             0            (3,350)            (3,350)
                                             ------------ -----------  ------------  ----------------  -----------------
ENDING BALANCE, March 31, 2001
(unaudited)                                     5,650,000 $       565  $     10,365  $        (10,930) $               0
                                             ============ ===========  ============  ================  =================
</TABLE>








     The accompanying notes are an integral part of the financial statements


                                       F-4

<PAGE>



<TABLE>
<CAPTION>
                         United Service Attendants, Inc.
                        (A Development Stage Enterprise)
                             Statement of Cash Flows
                           Six Months Ended March 31,
                                   (Unaudited)


                                                                                      2001                2000
                                                                                ----------------   ------------------
<S>                                                                             <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss                                                                        $         (3,350)  $           (6,000)
Adjustments to reconcile net loss to net cash used by operating activities:
      Common stock issued for services                                                         0                    0
Changes in operating assets and liabilities:
   Increase (decrease) in accrued interest                                                     0                    0
                                                                                ----------------   ------------------
Net cash used by operating activities                                                     (3,350)              (6,000)
                                                                                ----------------   ------------------

CASH FLOWS FROM INVESTING ACTIVITIES:
  None                                                                                         0                    0
                                                                                ----------------   ------------------
Net cash from investment activities                                                            0                    0
                                                                                ----------------   ------------------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from issuance of common stock                                                      0                    0
   Proceeds from issuance of demand promissory note                                            0                    0
                                                                                ----------------   ------------------
Net cash provided by financing activities                                                      0                    0
                                                                                ----------------   ------------------
Net increase (decrease) in cash                                                           (3,350)              (6,000)
                                                                                ----------------   ------------------
CASH, beginning of period                                                                  3,350               10,000
                                                                                ----------------   ------------------
CASH, end of period                                                             $              0   $            4,000
                                                                                ================   ==================

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
  None                                                                          $              0   $                0
                                                                                ================   ==================
Non-Cash Financing Activities:
  None                                                                          $              0   $                0
                                                                                ================   ==================
</TABLE>









     The accompanying notes are an integral part of the financial statements


                                       F-5

<PAGE>



                         United Service Attendants, Inc.
                        (A Development Stage Enterprise)
                          Notes to Financial Statements
                   (Information with regard to the six months
                  ended March 31, 2001 and 2000 is unaudited)

(1)  Summary of Significant Accounting Principles
     The Company United  Service  Attendants,  Inc.,  (the Company) is a Florida
     chartered corporation which conducts business from its headquarters in West
     Palm Beach,  Florida.  The Company was incorporated on May 11, 1994 and had
     elected  December 31 as its fiscal year end. The Company  failed to develop
     its original  business  plan, and abandoned it in December 1994. In October
     1999, the Company was  reinstated by the State of Florida,  and the Company
     changed  its  fiscal  year  end to  September  30.  Its  then  new plan was
     abandoned  in October  2000.  In October  2002,  the Company  negotiated  a
     $10,000 loan convertible into common stock of the Company in order to allow
     it to resume its second plan,  which is to seek out and merge with a viable
     private entity. The plan was conducted very informally and without actively
     pursuing a candidate,  therefore it had virtually  non-existent  operations
     until  very  late  2004.  The  following  summarize  the  more  significant
     accounting and reporting policies and practices of the Company:

     a)  Use of  estimates  The  financial  statements  have  been  prepared  in
     conformity with generally accepted accounting principles.  In preparing the
     financial  statements,   management  is  required  to  make  estimates  and
     assumptions  that affect the reported  amounts of assets and liabilities as
     of the date of the  statements  of  financial  condition  and  revenues and
     expenses for the year then ended.  Actual results may differ  significantly
     from those estimates.

     b) Net loss per share  Basic  loss per  weighted  average  common  share is
     computed by dividing the net loss by the weighted  average number of common
     shares outstanding during the period.

     c) Stock  compensation  for services  rendered The Company issues shares of
     common stock in exchange for services  rendered.  The costs of the services
     are valued according to generally accepted  accounting  principles and have
     been charged to operations.

     d) Cash and equivalents The company  considers  investments with an initial
     maturity of three months or less as cash equivalents.

     e) Interim  financial  information  The  financial  statements  for the six
     months  ended  March 31,  2001 and 2000,  are  unaudited  and  include  all
     adjustments  which in the  opinion of  management  are  necessary  for fair
     presentation,  and such  adjustments are of a normal and recurring  nature.
     The results for the six months are not indicative of a full year results.

(2)  Stockholders'  Equity  The  Company  has  authorized  50,000,000  shares of
     $0.0001  par value  common  stock,  and  10,000,000  shares of no par value
     preferred  stock.  Rights and  privileges of the preferred  stock are to be
     determined  by the Board of Directors  prior to  issuance.  The Company had
     5,650,000  shares of common stock issued and outstanding at March 31, 2001.
     The Company had issued none of its shares of  preferred  stock at March 31,
     2001.

In   May 1994, the Company issued 930 shares of common stock to its founders for
     services  rendered in  connection  with the  organization  of the  Company,
     valued at $1.00 or $930. In November  1999,  The Company  completed a 1 for
     5,000  forward  split of its common  stock,  resulting in 4,650,000  shares
     outstanding.  In December  1999,  the Company  issued  1,000,000  shares of
     common stock for $10,000 in cash, or $0.01 per share.

(3)  Income  Taxes  Deferred  income taxes  (benefits)  are provided for certain
     income and expenses which are  recognized in different  periods for tax and
     financial   reporting   purposes.   The  Company  had  net  operating  loss
     carry-forwards


                                       F-6

<PAGE>


                         United Service Attendants, Inc.
                        (A Development Stage Enterprise)
                          Notes to Financial Statements


(3)  Income Taxes,  continued for income tax purposes of  approximately  $10,930
     expiring beginning December 31, 2009.

     The  amount  recorded  as  deferred  tax  asset  as of  March  31,  2001 is
     approximately $1,500 which represents the amount of tax benefit of the loss
     carry-forward.  The  Company has  established  a 100%  valuation  allowance
     against  this  deferred  tax  asset,  as  the  Company  has no  history  of
     profitable operations.

(4)  Convertible  note In October 2002 , the Company issued a promissory  demand
     note in exchange  for  $10,000 in cash,  to be held in an  attorneys  trust
     account.  This note carries a stated  interest rate of 8% per annum and has
     no stated  maturity  date. It is  convertible  into shares of the Company's
     common  stock at a maximum  rate of $0.002 per share,  at the option of the
     note holders.
















                                       F-7

<PAGE>



Item 2. Management's Discussion and Analysis or Plan of Operation

Results of Operations

     The Company had no  revenues  for the three and six months  ended March 31,
2001 and 2000, respectively.

     For the three and six months  ended March 31,  2001 , the  Company  accrued
interest expense of $0 and $0, respectively.

     Future  expenditure  levels are expected to be nominal,  generally  for the
purpose of maintaining the Company's stockholder records and filing requirements
to  comply  with the  Securities  Exchange  Act of 1934 and for  initiating  the
Company's current business plan, as discussed previously.

     The Company  does not expect to generate  any  meaningful  revenue or incur
operating  expenses for purposes  other than  fulfilling  the  obligations  of a
reporting  company  under The  Securities  Exchange Act of 1934 unless and until
such time that the Company's operating subsidiary begins meaningful operations.

Liquidity and Capital Resources

     At March 31, 2001 and 2000,  respectively,  the Company had working capital
of approximately $0 and $3,350.

     It is the intent of  management  and  significant  stockholders  to provide
sufficient  working  capital  necessary to support and preserve the integrity of
the  corporate  entity.  However,  there  is  no  legal  obligation  for  either
management or significant  stockholders  to provide  additional  future funding.
Should this pledge fail to provide financing, the Company has not identified any
alternative  sources.  Consequently,   there  is  substantial  doubt  about  the
Company's ability to continue as a going concern.

     The Company's need for capital may change  dramatically  as a result of the
implementation of its current business plan.

     Regardless of whether the  Company's  cash assets prove to be inadequate to
meet the  Company's  operational  needs,  the Company  might seek to  compensate
providers of services by issuances of stock in lieu of cash.



                                        9

<PAGE>



Net Operating Losses

     The Company  has net  operating  loss  carryforwards  of $10,900,  expiring
beginning  December 31, 2009.  Until the Company's  current  operations begin to
produce   earnings,   it  is  unclear  whether  the  Company  can  utilize  such
carryforwards.

Plan of Operation

     If the Company is unable to generate  sufficient revenue from operations to
implement  its  expansion  plans,  management  intends to explore all  available
alternatives  for debt and/or  equity  financing,  including  but not limited to
private and public securities offerings.

Forward-Looking Statements

     This Form 10-QSB includes  "forward-looking  statements" within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities  Exchange  Act of  1934,  as  amended.  All  statements,  other  than
statements of historical  facts,  included or  incorporated by reference in this
Form 10-QSB which address  activities,  events or developments which the Company
expects or anticipates will or may occur in the future, including such things as
future capital expenditures  (including the amount and nature thereof),  finding
suitable merger or acquisition candidates, expansion and growth of the Company's
business and operations, and other such matters are forward-looking  statements.
These  statements  are based on certain  assumptions  and  analyses  made by the
Company in light of its  experience  and its  perception of  historical  trends,
current conditions and expected future  developments as well as other factors it
believes are appropriate in the circumstances.  However,  whether actual results
or developments will conform with the Company's  expectations and predictions is
subject  to a number of risks and  uncertainties,  general  economic  market and
business  conditions;  the business  opportunities (or lack thereof) that may be
presented  to and pursued by the  Company;  changes in laws or  regulation;  and
other   factors,   most  of  which  are  beyond  the  control  of  the  Company.
Consequently, all of the forward-looking statements made in this Form 10-QSB are
qualified by these cautionary  statements and there can be no assurance that the
actual results or  developments  anticipated by the Company will be realized or,
even if substantially  realized, that they will have the expected consequence to
or effects on the Company or its business or operations.  The Company assumes no
obligations to update any such forward-looking statements.

Item 3.           Controls and Procedures

     As required by Rule 13a-15 under the Exchange Act, within the 90 days prior
to the filing date of this report,  the Company carried out an evaluation of the
effectiveness of the design and operation of the Company's  disclosure  controls
and  procedures.  This evaluation was carried out under the supervision and with
the  participation  of  the  Company's   management,   including  the  Company's
President,  Chief Executive Officer and Chief Financial Officer. Based upon that
evaluation, the Company's President, Chief Executive Officer and Chief Financial
Officer  concluded  that the Company's  disclosure  controls and  procedures are
effective. There have been no significant

                                       10

<PAGE>



changes in the  Company's  internal  controls or in other  factors,  which could
significantly  affect  internal  controls  subsequent  to the date  the  Company
carried out its evaluation.

     Disclosure  controls and procedures are controls and other  procedures that
are  designed to ensure that  information  required to be  disclosed  in Company
reports  filed or  submitted  under the  Exchange  Act is  recorded,  processed,
summarized and reported, within the time periods specified in the Securities and
Exchange  Commission's  rules and  forms.  Disclosure  controls  and  procedures
include,  without  limitation,  controls and procedures  designed to ensure that
information required to be disclosed in Company reports filed under the Exchange
Act is accumulated and communicated to management, including the Company's Chief
Executive  Officer and Chief Financial  Officer as appropriate,  to allow timely
decisions regarding required disclosure.



                                     PART II


Item 1. Legal Proceedings.

     The  Company  knows  of no legal  proceedings  to which it is a party or to
which any of its  property  is the  subject  which are  pending,  threatened  or
contemplated or any unsatisfied judgments against the Company.


Item 2. Changes in Securities and Use of Proceeds

         None


Item 3. Defaults in Senior Securities

         None


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

     No matter was submitted  during the quarter ending March 31, 2001,  covered
by this report to a vote of the Company's shareholders, through the solicitation
of proxies or otherwise.


Item 5. Other Information

         None





                                       11

<PAGE>



Item 6. Exhibits and Reports on Form 8-K

     (a) The exhibits  required to be filed  herewith by Item 601 of  Regulation
S-B, as described in the following index of exhibits, are incorporated herein by
reference, as follows:

Exhibit No.             Description
----------------------------------------------------------------------

31.1  *     Certification pursuant to Section 302 of Sarbanes-Oxley Act of 2002.

32.1  *     Certification pursuant to Section 906 of Sarbanes-Oxley Act of 2002.
------------
* Filed herewith




                                   SIGNATURES


     In  accord  with  Section  13 or 15(d) of the  Securities  Act of 1933,  as
amended,  the  Company  caused  this  report to be  signed on its  behalf by the
undersigned, thereto duly authorized.


                         UNITED SERVICE ATTENDANTS, INC.


Dated: January 14, 2005

                             By: /s/Roger E. Pawson
                                ---------------------------
                                Roger E. Pawson
                                Chief Executive Officer,
                                Chief Financial Officer


     In accordance  with the Securities  Exchange Act of 1934, as amended,  this
report has been signed below by the  following  persons on behalf of the Company
and in the capacities and on the date as indicated.


Dated: January 14, 2005

                             By: /s/Roger E. Pawson
                                ---------------------------
                                Roger E. Pawson
                                Chief Executive Officer,
                                Chief Financial Officer


                                       12