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

                                    FORM 10-Q

(Mark One)

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

For Quarter Ended: March 31, 2000

                                       OR

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

For the transition period from             to
                               ----------     ------------


Commission File: 0-8447

                               DOL RESOURCES, INC.
--------------------------------------------------------------------------------
             (Exact Name of Registrant as specified in its Charter)

          Wyoming                                                 82-0219465
---------------------------------                            -------------------
  (State of other Jurisdiction                               (I.R.S. Employer
of Incorporation or Organization)                            Identification No.)


             13636 Neutron Road, Dallas, Texas         75244
--------------------------------------------------------------------------------
          (Address of Principal Executive Offices)   (Zip Code)


Registrant's Telephone Number (Area code (214) 661 5869)


Indicate by check mark whether  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 such shorter period that  Registrant was required to
file such reports and (2) has been subject to such filing  requirements  for the
past 90 days YES:   NO: X

The  number of shares  outstanding  of each of the  Issuer's  Classes  of Common
Stock, as of the close of the period covered by this report:

Common - $0.01 Par Value - 25,000,000 shares as of March 31, 2000.


<PAGE>

                               DOL RESOURCES, INC.

           Index to Form 10-Q for Fiscal Quarter ended March 31, 2000



                                                                        Page No.
PART 1 -  Financial Information

Condensed Unaudited Balance Sheet, March 31, 2000
      and December 31, 1999                                                3

Condensed Unaudited Statement of Income,
      Three Months ended March 31, 2000 and 1999                           4

Condensed Unaudited Statement of Shareholder's
      Equity Three Months ended March 31, 2000 and 1999                    5

Condensed Unaudited Statement of Changes in
      Financial Position Three-Months Ended
        March 31, 2000 and 1999                                            5

Summary of Significant Accounting Policies and
      Notes to Condensed Unaudited Financial Statements                    6 - 8

Management's Discussion and Analysis of Condensed
      Financial Condition and Results of Operations                        9

PART 11 - Other Information

      Item 6(b) - Exhibits and Reports on Form 8-K                         10

      Signature Pursuant to General Instruction E                          10

All  other  items  called  for by the  instructions  are  omitted  as  they  are
inapplicable,  not  required,  or the  information  is included in the condensed
financial statements or notes thereto.


<PAGE>

                               DOL RESOURCES, Inc.
                                  BALANCE SHEET

                                   (Unaudited)

                                     ASSETS
                                                       March 31       Dec. 31
                                                         2000           1999
                                                      ----------     ----------
CURRENT ASSETS

Cash                                                  $      -0-            -0-

Marketable securities at cost                            400,000        400,000

Due from related parties-Note 2                           76,927         11,482
Prepaid Expenses                                             -0-            -0-
                                                      ----------     ----------

     Total Current Assets                                476,927        411,482
                                                      ----------     ----------

PROPERTIES - Using full costing-
   Note 1
   Production payment                                    100,000        100,000
   Exploration, acquisition &
     development, cost, net of
     allowance for reduction of
     oil & gas assets of $137,083
     in 1985                                           1,998,262      2,057,928
                                                      ----------     ----------
           Total cost                                  2,098,262      2,157,928

Less accumulated depletion                             1,408,617      1,395,617
                                                      ----------     ----------
                                                         698,645        762,311

TOTAL ASSETS                                           1,166,572      1,173,793
                                                      ----------     ----------


Total Liabilities                                            -0-            -0-


STOCKHOLDERS' EQUITY
     Capital Stock, common,
     $.01 par value:
     Authorized 25,000,000 shares
     issued and outstanding
     25,000,000 shares at 3-31-00
     and 12-31-99                                        250,000        250,000
     Capital in excess of
        par value                                      2,526,770      2,526,770
        Accumulated deficit                           (1,610,198)    (1,602,977)
                                                      ----------     ----------

        Total Stockholders Equity                      1,166,572      1,173,793
                                                      ----------     ----------

        TOTAL lIABILITIES & EQUITY                     1,166,572      1,173,793
                                                      ----------     ----------

<PAGE>

                               DOL RESOURCES, INC.
                     CONDENSED UNAUDITED STATEMENT OF INCOME

                                                   3 Months          3 Months
                                                     Ended             Ended
                                                    3-31-00           3-31-99
                                                  -----------       -----------

Operating Revenue:
   Oil and Gas Sales                                   28,976             6,471
   Interest and other income                              -0-             1,948
                                                  -----------       -----------

                   Total                               28,976             8,419

Operating Expenses:
   Depletion,depreciation
     and amortization                                  13,000             2,797
   General and administrative                             500             1,050
   Interest                                               -0-             6,750
   Mangement fees                                       4,091               -0-
   Production Taxes                                     2,368               686
   Lease Operating Expense                             16,238             4,731
   Lease Rentals                                          -0-               -0-
                                                  -----------       -----------

      Total Operating Expenses                         36,197            16,012

Net Income (Loss) before income
    taxes                                              (7,221)           (7,593)
Provision for income taxes
(note 4)                                                  -0-               -0-
                                                  -----------       -----------
Net Income (Loss)                                      (7,221)           (7,593)



Weighted Average Number of Common
  Shares Outstanding                               25,000.000        20,783,529

Earnings (Loss) for Common Share                  $    (.0003)      $    (.0004)
                                                  -----------       -----------












The accompany notes are an integral part of this statement.

<PAGE>
<TABLE>
<CAPTION>

                               DOL RESOURCES, INC.
              CONDENSED UNAUDITED STATEMENT OF STOCKHOLDER'S equity
                   Three Months ended March 31, 2000 and 1999

                Capital Stock                    Capital in
                  Number of                       Excess of      Accumulated       Treasury
                    Shares          Amount        Par Value        Deficit           Stock
                -------------   -------------   -------------   -------------    -------------
<S>             <C>             <C>             <C>             <C>              <C>
Balance at
1/1/00             25,000,000         250,000       2,526,770      (1,602,977)            -0-
Net Income                -0-             -0-             -0-          (7,221)            -0-
                -------------   -------------   -------------   -------------    -------------

Balance at
3/31/00            25,000,000         250,000       2,526,770      (1,610,198)            -0-
                -------------   -------------   -------------   -------------    -------------

Balance at
1/1/99             20,783,529         207,835       1,501,618      (1,546,947)            (375)
Net Income                -0-              -0             -0-          (7,593)            -0-
                -------------   -------------   -------------   -------------    -------------

Balance at
3/31/99            20,783,529         207,835       1,501,618      (1,554,540)            (375)
                -------------   -------------   -------------   -------------    -------------
</TABLE>


                          CONDENSED UNAUDITED STATEMENT
                        OF CHANGES IN FINANCIAL POSITION
                               Three Months Ended:


                                               March 31, 2000    March 31, 1999
Financial Resources Provided
  By Operations:
  Net Income                                           (7,221)           (7,593)

  Items not requiring outlay of working Capital:
     Depletion, Deprec. and
     Amortization                                      13,000             2,797
                                                -------------     -------------

Working Capital provided by
  operations                                            5,779            (4,796)
Decrease in Properties                                 59,666               -0-
Reduction in other Assets                                 -0-               272
Increase in long term debt                                -0-               -0-
                                                -------------     -------------

     Total Resources                                   65,445            (4,524)

Financial Resources Applied to:
  Retirement of long-term debt                            -0-              (645)

Net Increase (Decrease) in
 Working Capital                                       65,445            (5,169)

 Working Capital at begin of period                   411,482            13,099

Working Capital at end of period                      476,927             7,930
                                                -------------     -------------


<PAGE>

                               DOL Resources, Inc.
                          NOTES TO FINANCIAL STATEMENTS

NOTE 1.  Summary of Significant Accounting Policies

         Organization and Operations
         ---------------------------
         The  Company  was  organized  on November 6, 1973 under the laws of the
         State of Wyoming.  Its primary  activities have been the acquisition of
         interests in various oil and gas properties,  coal properties  (Note 8)
         and exploration for oil and gas.

         Properties
         ----------
         The  Company  uses the full cost method of  accounting  for oil and gas
         acquisition,   exploration  and  development  costs.  The  Company  has
         operations only within the continental  United States and  consequently
         has only one cost center.

         All  costs  associated  with  property  acquisition,   exploration  and
         development activities are capitalized within the cost center. No costs
         related to production, general corporate overhead or similar activities
         are capitalized.

         Capitalized   costs  within  the  cost  center  are  amortized  on  the
         units-of-production  basis  using  proved  oil  and gas  reserves.  The
         carrying  value of  capitalized  cost is  limited to the sum of (A) the
         present  value of future net  revenues  from  estimated  production  of
         proved oil and gas reserves,  plus (B) the cost of properties not being
         amortized,  plus (C) the lower cost or estimated fair value of unproved
         properties  included in the costs being  amortized  less (D) income tax
         effects  related  to  differences  between  book  and tax  basis of the
         properties  involved.  For the year  ended  December  31,  1985,  total
         capitalized  costs  exceeded the cost center  ceiling by $137,083.  The
         excess was expense to current operations.






<PAGE>

                               DOL RESOURCES, INC
                      NOTES TO FINANCIAL STATEMENTS (CONT.)


NOTE 1:  Sales and  abandonments  of oil and gas properties are accounted for as
         adjustment of capitalized costs, with no gain or loss recognized.

         Drilling in  progress  is  included  in the cost center with  depletion
         being calculated on all costs with cost center.

         Earnings per Common Share
         -------------------------

         Earnings per common share were computed by dividing the net loss by the
         weighted average number of common shares outstanding during the year.



NOTE 2.  Related Party Transactions
         --------------------------

         The Company ended 1999 with accounts receivable from Glauber Management
         Corp.  (of  $11,482.  The balance of this account on March 31, 2000 was
         $76,927.

NOTE 3.  Income Taxes
         ------------

         The Company as of December  31,  1999 had a net  operating  income loss
         carryover  for income  tax  purposes  of  approximately  $557,000.  The
         carryover  is available  to offset  taxable  income of future years and
         expires as follows:

                                   2000      109,000
                                   2001       40,000
                                   2002       48,000
                                   2003        3,000
                                   2004       34,000
                                   2007       14,000
                                   2008       19,000
                                   2009        1,000
                                   2011      217,000
                                   2012       57,000
                                   2013       15,000
                                           ---------
                                             557,000

<PAGE>

         For financial reporting purposes,  the net operating loss has been used
         to offset  prior  deferred  income  taxes.  To the extend  that the net
         operating  loss  carryovers  are  utilized  for income tax  purposes in
         future  years,  the deferred  income taxes  eliminated  to give credits
         related to timing differences of the current year not recorded, will be
         reinstated.

         Because  of  timing  differences   related  principally  to  intangible
         drilling  costs,  cumulative  losses for income tax reporting  purposes
         exceed  those  reported  by  approximately  $576,000.  Because  of  the
         uncertainly as to realization, no future tax benefits are recognized at
         December 31, 1999.















<PAGE>

                  MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE
                    CONDENSED UNAUDITED STATEMENT OF INCOME

         The  following  is  Management's  discussion  and  analysis  of certain
significant factors which have affected the Company's earnings during the period
included in the accompanying Condensed Unaudited Statement of Income.

         A summary  of the  period  to period  changes  in the  principal  items
included in the Condensed Unaudited Statement of Income is as shown below:

                                      Three Months
                                     ending March 31,
                                      2000 and 1999
                                     ----------------

Net Sales                                22,505
Interest and Other Income                (1,948)
General and Administrative                 (550)
Depletion, Depreciation
  and Amortization                       10,203
Consulting & Management Fees              4,091
Interest Expense                         (6,750)
Net Income (Loss)                           372

         Oil and gas sales  increased  as  compared to the same period last year
due primarily to the  contribution  of Oklahoma oil producing  properties by the
Glauber Management and some increase in oil prices.

         The  recurring  cash  flow  for the  first  three  months  of 2000  was
approximately  $31,400 per month. General and Administrative  expenses increased
due to the payment $1,000.00 per month to Glauber  Management  Company effective
7-1-99.  Interest  expense  decreased  due to assumption of bank debt by Glauber
Management.  General  and  Administrative  expenses  decreased  due to  lack  of
insurance and transfer fees.

         Management  expects a upward  trend in oil and gas  prices to level off
and hold steady at around  $25.00 per  Bbl.through  most of 2000.  This not only
increasea  revenues  and cash flow but also  enhances  our ability to raise much
needed funds for drilling and reworking  wells.  It is the opinion of management
that a minimum  of $25.00 per Bbl.  oil is needed in order to expand  operations
and replace  depleted  reserves.  A continuing  effort is being made to increase
production,   and   consequently   revenues  by  seeking  out  and   negotiating
joint-venture recompletion projects where positive reserve information exists.

         Management  is also seeking out possible  merger  opportunities.  There
have been several  negotiations with private companies desiring to go public. In
preparation for am impending  merger Glauber  Management,  by an agreement dated
June 30, 1999  assumed all  liabilities  and  selected  assets of the company in
exchange for contributed capital.  Also, Oklahoma oil properties held by Glauber
Management were contributed to the Company.


<PAGE>

                    Review of Independent Public Accountants:
                    -----------------------------------------

         The information  contained in  substantially  all financial  statements
accompanying  this report were supplied by internal  accountant  of  registrant.
Although such statements have not been reviewed by registrant's certified public
accountant they are available for review.


                               Office Information
                               ------------------

         No  reports on Form 8-K were filed by the  Company in the  quarter  for
which this report is filed.


                                   SIGNATURES
                                   ----------

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned there unto duly authorized.

                               DOL RESOURCES, INC.


                           /s/  Fred M. Updegraff
                          ------------------------------
                          Fred M. Updegraff
                          Vice President, Treasurer and
                          Principal Accounting Officer

Date: May 2, 2000