FORM 10-QSB

                  U.S. SECURITIES AND EXCHANGE COMMISSION

                          Washington, D.C. 20549
                          ______________________

             Quarterly Report Under Section 13 or 15(d) of the
                      Securities Exchange Act of 1934

               For the Quarterly Period Ended March 31, 2001

                    Commission File Number 33-55254-41

                              BIOETHICS, LTD.
          (Exact name of registrant as specified in its charter)


            Nevada                          87-0485312
(State or other jurisdiction of    (IRS Employer Identification
incorporation or organization)                 No.)


             8092 South Juniper Court, South Weber, Utah 84405
                 (Address of principal executive offices)
                                (Zip Code)

                              (801) 476-8110
           (Registrant's telephone number, including area code)

     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.

                          _X__  Yes        ___  No

     State the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.

             Class                Outstanding as of May 10, 2001
             -----                ------------------------------
         Common Stock                       11,000,000



<PAGE>



                      PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.



                              BIOETHICS, LTD.
                       [A Development Stage Company]




                                 CONTENTS

                                                            PAGE

 -- Unaudited Condensed Balance Sheet, March 31,
      2001                                                     3


 -- Unaudited Condensed Statements of Operations,
      for the three months ended March 31, 2001 and
      2000 and for the period from inception on July 26,
      1990 through March 31, 2001                              4


 -- Unaudited Condensed Statements of Cash Flows,
      for the three months ended March 31, 2001 and
      2000 and for the period from inception on July 26,
      1990 through March 31, 2001                              5


 -- Notes to Unaudited Condensed Financial Statements      6 - 9







<PAGE>

                              BIOETHICS, LTD.
                       [A Development Stage Company]

                          CONDENSED BALANCE SHEET

                                [Unaudited]

                                  ASSETS


                                                       March 31,
                                                          2001
                                                      ___________
CURRENT ASSETS:
  Cash in bank                                         $   21,733
                                                      ___________
        Total Current Assets                               21,733
                                                      ___________
                                                       $   21,733
                                                     ____________


                   LIABILITIES AND STOCKHOLDERS' EQUITY


CURRENT LIABILITIES:
  Accounts payable                                     $        -
                                                      ___________
        Total Current Liabilities                               -
                                                      ___________

STOCKHOLDERS' EQUITY:
  Preferred stock, $.001 par value,
   5,000,000 shares authorized,
   no shares issued and outstanding                             -
  Common stock, $.001 par value,
   20,000,000 shares authorized,
   11,000,000 shares issued and
   outstanding                                             11,000
  Capital in excess of par value                           30,000
  Deficit accumulated during the
    development stage                                    (19,267)
                                                      ___________
        Total Stockholders' Equity                         21,733
                                                      ___________
                                                       $   21,733
                                                     ____________







  The accompanying notes are an integral part of this unaudited condensed
                           financial statement.


                                  -3-

<PAGE>


                              BIOETHICS, LTD.
                       [A Development Stage Company]


                    CONDENSED STATEMENTS OF OPERATIONS

                                [Unaudited]


                                       For the Three   From Inception
                                        Months Ended    on July 26,
                                         March 31,      1990 Through
                                   ______________________ March 31,
                                        2001      2000      2001
                                   __________ _________ _________

REVENUE                              $      -  $      -  $      -

EXPENSES:
  General and Administrative          (1,135)   (3,117)  (19,267)
                                   __________ _________ _________

LOSS BEFORE INCOME TAXES              (1,135)   (3,117)  (19,267)

CURRENT TAX EXPENSE                         -         -         -

DEFERRED TAX EXPENSE                        -         -         -
                                   __________ _________ _________

NET LOSS                             $(1,135)  $(3,117) $(19,267)
                                   __________ _________ _________

LOSS PER COMMON SHARE                $  (.00)  $  (.00) $   (.01)
                                   __________ _________ _________



















 The accompanying notes are an integral part of these unaudited condensed
                           financial statements.



                                    -4-
<PAGE>


                              BIOETHICS, LTD.
                       [A Development Stage Company]

                    CONDENSED STATEMENTS OF CASH FLOWS

                                [Unaudited]

                                        For the Three   From Inception
                                         Months Ended    on July 26,
                                          March 31,      1990 Through
                                   _______________________ March 31,
                                       2001      2000        2001
                                   __________  ________  ____________
Cash Flows From Operating
  Activities:
 Net loss                          $  (1,135) $ (3,117)  $(19,267)
 Adjustments to reconcile net
   loss to net cash used by
   operating activities:
  Changes in assets and
    liabilities:
     Increase (decrease)
       in accounts payable              (650)     1,090          -
                                   __________  _________  __________
     Net Cash (Used) by
       Operating Activities           (1,785)   (2,027)   (19,267)
                                   __________  _________  __________
Cash Flows From Investing
  Activities:                               -         -          -
                                   __________  _________  __________
     Net Cash Provided by
       Investing Activities                 -         -          -
                                   __________  _________  __________
Cash Flows From Financing
  Activities:
 Proceeds from issuance of
   common stock                             -         -     41,000
                                   __________  _________  __________
     Net Cash Provided by
       Financing Activities                 -         -     41,000
                                   __________  _________  __________
Net Increase (Decrease)  in Cash      (1,785)   (2,027)     21,733

Cash at Beginning of Period            23,518    29,804          -
                                   __________  _________  __________
Cash at End of Period                $ 21,733  $ 27,777   $ 21,733
                                   __________  _________  __________

Supplemental Disclosures of Cash Flow
  Information:

 Cash paid during the period for:
   Interest                          $      -  $      -  $      -
   Income taxes                      $      -  $      -  $      -

Supplemental Schedule of Noncash Investing and Financing Activities:
  For the periods ended March 31, 2001 and 2000:
     None





 The accompanying notes are an integral part of these unaudited condensed
                           financial statements.



                                    -5-

<PAGE>

                              BIOETHICS, LTD.
                       [A Development Stage Company]

             NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  Organization - Bioethics, Ltd. (the Company) was organized under  the  laws
  of the State of Nevada on July 26, 1990.  The Company has not yet generated
  significant  revenues  from  its  planned  principal  operations   and   is
  considered  a  development stage company as defined in  SFAS  No.  7.   The
  Company was organized to provide a vehicle for participating in potentially
  profitable  business  ventures  which  may  become  available  through  the
  personal  contacts  of, and at the complete discretion  of,  the  Company's
  officers and directors.  The Company has, at the present time, not paid any
  dividends and any dividends that may be paid in the future will depend upon
  the financial requirements of the Company and other relevant factors.

  Condensed Financial Statements - The accompanying financial statements have
  been  prepared by the Company without audit.  In the opinion of management,
  all adjustments (which include only normal recurring adjustments) necessary
  to  present fairly the financial position, results of operations  and  cash
  flows  at March 31, 2001 and 2000 and for the periods then ended have  been
  made.

  Certain information and footnote disclosures normally included in financial
  statements  prepared  in  accordance  with  generally  accepted  accounting
  principles  have  been  condensed or omitted.  It is suggested  that  these
  condensed  financial statements be read in conjunction with  the  financial
  statements  and notes thereto included in the Company's December  31,  2000
  audited  financial statements.  the results of operations for  the  periods
  ended  March  31,  2001  are not necessarily indicative  of  the  operating
  results for the full year.

  Loss Per Share - The computation of loss per share is based on the weighted
  average  number  of  shares  outstanding during  the  period  presented  in
  accordance  with  statement of Financial Standard No.  128,  "Earnings  Per
  Share" [See Note 6].

  Cash  and  Cash Equivalents - For purposes of the statement of cash  flows,
  the  Company considers all highly liquid debt investments purchased with  a
  maturity of three months or less to be cash equivalents.

  Accounting   Estimates  -  The  preparation  of  financial  statements   in
  conformity   with   generally  accepted  accounting   principles   requires
  management  to  make  estimates and assumptions that  affect  the  reported
  amounts of assets and liabilities, the disclosures of contingent assets and
  liabilities  at  the  date of the financial statements,  and  the  reported
  amount of revenues and expenses during the reported period.  Actual results
  could differ from those estimated.

  Recently  Enacted Accounting Standards - Statement of Financial  Accounting
  Standards  (SFAS)  No.  136,  "Transfers of Assets  to  a  not  for  profit
  organization  or  charitable trust that raises or holds  contributions  for
  others",  SFAS No. 137, "Accounting for Derivative Instruments and  Hedging
  Activities - deferral of the effective date of FASB Statement No.  133  (an
  amendment of FASB Statement No. 133)", SFAS No. 138 "Accounting for Certain
  Derivative  Instruments and Certain Hedging Activities - and  Amendment  of
  SFAS  No.  133", SFAS No. 139, "Recission of SFAS No. 53 and  Amendment  to
  SFAS  No.  63,  89 and 21", and SFAS No. 140, "Accounting to  Transfer  and
  Servicing  of  Financial Assets and Extinguishment  of  Liabilities",  were
  recently  issued.   SFAS No. 136, 137, 138, 139 and  140  have  no  current
  applicability  to  the Company or their effect on the financial  statements
  would not have been significant.






                                  -6-

<PAGE>

                              BIOETHICS, LTD.
                       [A Development Stage Company]

             NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 2 - COMMON STOCK

  During  July 1990, in connection with its organization, the Company  issued
  1,000,000  shares of its previously authorized, but unissued common  stock.
  Total  proceeds  from the sale of stock amounted to $1,000  (or  $.001  per
  share).

  During  May  1998, the Company issued 10,000,000 shares of  its  previously
  authorized,  but unissued common stock.  Total proceeds from  the  sale  of
  stock  amounted  to $40,000 (or $.004 per share).  The issuance  of  common
  stock resulted in a change in control of the Company [See Note 5].

NOTE 3 - INCOME TAXES

  The  Company  accounts  for income taxes in accordance  with  Statement  of
  Financial Accounting Standards No. 109 "Accounting for Income Taxes".  FASB
  109  requires  the  Company to provide a net deferred  tax  asset/liability
  equal  to  the  expected future tax benefit/expense of temporary  reporting
  differences  between  book  and tax accounting methods  and  any  available
  operating loss or tax credit carryforwards.  At March 31, 2001, the Company
  has available unused operating loss carryforwards of approximately $19,000,
  which may be applied against future taxable income and which expire in 2005
  through 2021.

  The  amount of and ultimate realization of the benefits from the  operating
  loss carryforwards for income tax purposes is dependent, in part, upon  the
  tax  laws  in effect, the future earnings of the Company, and other  future
  events,  the  effects  of  which  cannot be  determined.   Because  of  the
  uncertainty  surrounding  the realization of  the  loss  carryforwards  the
  Company  has established a valuation allowance equal to the tax  effect  of
  the  loss  carryforwards and, therefore, no deferred  tax  asset  has  been
  recognized  for  the loss carryforwards.  The net deferred tax  assets  are
  approximately  $6,500  as of March 31, 2001, with an  offsetting  valuation
  allowance  at each period end of the same amount resulting in a  change  in
  the valuation allowance of approximately $400 during the three months ended
  March 31, 2001.

NOTE 4 - RELATED PARTY TRANSACTIONS

  Management Compensation - The Company has not paid any compensation to  its
  officers and directors.

  Office  Space  - The Company has not had a need to rent office  space.   An
  officer/shareholder of the Company is allowing the Company to use his  home
  as a mailing address, as needed, at no expense to the Company.

NOTE 5 - CHANGES IN CONTROL

  During  May 1998, the Company raised $40,000 through the sale of 10,000,000
  shares  of common stock.   The shares sold represent approximately  ninety-
  one  percent (91%) of the outstanding shares of common stock of the Company
  resulting  in  a change in control of the Company.  The proceeds  from  the
  stock  sale  will  be  used to pay for legal and accounting  fees  and  for
  management  to  search  for  possible business opportunities.   The  former
  officers  and  directors of the Company resigned and an individual  holding
  approximately 23% of the outstanding common stock was appointed as the sole
  member  of  the Board of Directors of the Company and as the new President,
  Chief  Executive  Officer, Chief Financial Officer, and Secretary/Treasurer
  of the Company.



                                   -7-

<PAGE>


                              BIOETHICS, LTD.
                       [A Development Stage Company]

             NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 6 - EARNINGS (LOSS) PER SHARE

  The  following  data show the amounts used in computing income  (loss)  per
  share and the effect on income and the weighted average number of shares of
  dilutive potential common stock for the periods presented:

                                       For the Three    From Inception
                                        Months Ended     on July 26,
                                         March 31,      1990 Through
                                   _____________________  March 31,
                                      2001      2000        2001
                                   __________ ___________ __________
    Income (loss) available to
      common stockholders used
      in income (loss) per share
      (Numerator)                   $(1,135)    $(3,117)  $ (19,267)
                                   __________ ___________ __________
    Weighted average number of
      common shares outstanding
      used in earnings per share
      during the period
      (Denominator)               11,000,000  11,000,000   3,730,069
                                   __________ ___________ __________

  Dilutive earnings per share was not presented, as the Company had no common
  equivalent  shares  for  all  periods  presented  that  would  effect   the
  computation of diluted earnings (loss) per share.



                                -8-

<PAGE>


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

     The following discussion and analysis provides information which
management believes is relevant to an assessment and understanding of the
Company's consolidated results of operations and financial condition. The
discussion should be read in conjunction with the consolidated financial
statements and notes thereto.

Plan of Operation

     The Company has no business operations, and very limited assets or
capital resources. The Company's business plan is to seek one or more
potential business ventures that, in the opinion of management, may warrant
involvement by the Company. The Company recognizes that because of its
limited financial, managerial and other resources, the type of suitable
potential business ventures which may be available to it will be extremely
limited. The Company's principal business objective will be to seek long-
term growth potential in the business venture in which it participates
rather than to seek immediate, short-term earnings. In seeking to attain
the Company's business objective, it will not restrict its search to any
particular business or industry, but may participate in business ventures
of essentially any kind or nature. It is emphasized that the business
objectives discussed are extremely general and are not intended to be
restrictive upon the discretion of management.

     The Company will not restrict its search for any specific kind of
firms, but may participate in a venture in its preliminary or development
stage, may participate in a business that is already in operation or in a
business in various stages of its corporate existence. It is impossible to
predict at this stage the status of any venture in which the Company may
participate, in that the venture may need additional capital, may merely
desire to have its shares publicly traded, or may seek other perceived
advantages which the Company may offer. In some instances, the business
endeavors may involve the acquisition of or merger with a corporation which
does not need substantial additional cash but which desires to establish a
public trading market for its common stock.

     The Company does not have sufficient funding to meet its anticipated
cash needs. The current sole officer and director has expressed his intent
to borrow funds to the extent possible, to fund the costs of operating the
Company until a suitable business venture can be completed. Management does
not anticipate raising funds during the next twelve months through the sale
of securities. There is no assurance that the Company will be able to
successfully identify and/or negotiate a suitable potential business
venture or raise additional funding.

     The Company has experienced net losses during the development stage
(July 3, 1990 to present) and has had no significant revenues during such
period. During the past two fiscal years the Company has had no business
operations. In light of these circumstances, the ability of the Company to
continue as a going concern is significantly in doubt. The attached
financial statements do not include any adjustments that might result from
the outcome of this uncertainty.

Forward-Looking Statements

     When used in this Form 10-QSB or other filings by the Company with the
Securities and Exchange Commission, in the Company's press releases or
other public or shareholder communications, or in oral statements made with
the approval of an authorized officer of the Company's executive officers,
the words or phrases "would be", "will allow", "intends to", "will likely
result", "are expected to", "will continue", "is anticipated", "estimate",
"project", or similar expressions are intended to identify "forward-looking
statements" within the meaning of the Private Securities Litigation Reform
Act of 1995.

       The Company cautions readers not to place undue reliance on any
forward-looking statements, which speak only as of the date made, and
advises readers that forward-looking statements involve various risks and
uncertainties. The Company does not undertake, and specifically disclaims
any obligation to update any forward-looking statements to reflect
occurrences or unanticipated events or circumstances after the date of such
statement.




                                   -9-
<PAGE>


                        PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

     None.

Item 2. Changes in Securities and Use of Proceeds.

     None.

Item 3. Defaults Upon Senior Securities.

     None.

Item 4. Submission of Matters to Vote of Securityholders.

     None.

Item 5. Other Information.

     None.

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

     (a)
                             INDEX TO EXHIBITS

 EXHIBIT                   DESCRIPTION OF EXHIBIT
   NO.
   3(i).1   Articles of Incorporation of the Company
            (Incorporated by reference to Exhibit 3(i).1 of the
            Company's Form 10-Q, dated June 30, 1998).
   3(ii).   Bylaws of the Company (Incorporated by reference to
1           Exhibit 3(ii).1 of the Company's Form 10-Q, dated
            June 30, 1998).

     (b)  Reports on Form 8-K:

     None.

                                SIGNATURES

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

                                 BIOETHICS, LTD.




Date: May 8, 2001              By  /s/ Mark J. Cowan

                                     Mark J. Cowan
                                     President, Chief Executive
                                     Officer, Chief Financial
                                     Officer and Director


                                  -10-
<PAGE>