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

                                  FORM - 10QSB

[X] QUARTERLY REPORT UNDER SECTION 13 0R 15(d) OF THE SECURITIES EXCHANGE ACT
    OF  1934

For  the  quarterly  period  ended  March  31,  2001

[ ] 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:  1-15277

                           Rampart Capital Corporation
             (Exact Name of Registrant as specified in its charter)


            TEXAS                        6159                      76-0427502
(State or other jurisdiction   (Primary Standard Industrial     (I.R.S. Employer
of incorporation or             Classification Code Number)      Identification
organization)                                                        Number)


                                  700 Louisiana
                                   Suite 2510
                                 Houston, Texas
                     (Address of Principal Executive Office)


                                      77002
                                   (Zip Code)


                                  713-223-4610
                         (Registrant's Telephone Number)


Check  whether the issuer: (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 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   [ ]

State the number of shares outstanding of each of the issuer's classes of common
equity  as  of  the  latest  practicable  date:

     As  of  May  9,  2001,  the registrant had 2,905,143 shares of common stock
outstanding  after  deduction  of  144,857  shares  of  treasury  stock.

Transitional  Small  Business  Disclosure  Format  (check  one):
          Yes  [ ]
          No   [x]


<PAGE>
                                      INDEX

PART  I.  FINANCIAL  INFORMATION

Item  1.  Financial  Statements                                         Page No.
          Consolidated  Balance Sheets at March 31, 2001
          (unaudited) and December 31, 2000  (audited). . . . . . . . . .      1
          Unaudited  Consolidated Statements of Operations
          for the Three Months ended March 31, 2001 and 2000. . . . . . .      2
          Unaudited  Consolidated Statements of Cash Flows
          for the Three Months ended March 31, 2001 and 2000. . . . . . .      3
          Notes to the Unaudited Consolidated Financial Statements. . . .      4

Item  2.  Management's  Discussion and Analysis or Plan of Operation. . .      6

PART  II.  OTHER  INFORMATION

Item  2.  Changes  in  Securities  and  Use  of  Proceeds . . . . . . . .      8

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

Signatures  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      8


<PAGE>
<TABLE>
<CAPTION>
                          PART I. FINANCIAL INFORMATION

ITEM  1.  FINANCIAL  STATEMENTS

                          RAMPART CAPITAL CORPORATION

                          CONSOLIDATED BALANCE SHEETS


                                              MARCH 31, 2001    DECEMBER 31, 2000
                                             ----------------  -------------------
                                               (UNAUDITED)          (AUDITED)
<S>                                          <C>               <C>
                                     ASSETS

Cash                                         $       292,656   $          174,223
Purchased asset pools, net                         2,041,066            2,156,214
Commercial ventures, net                           8,020,717            8,237,288
Investment real estate                             2,511,815            2,286,667
Notes receivable from related parties                502,780              489,901
Notes receivable other                             7,540,160            3,502,622
Property and equipment, net                          494,067              518,861
Other assets                                         448,554              256,300
Minority interest                                    177,092               83,298
                                             ----------------  -------------------
     Total assets                            $    22,028,907   $       17,705,374
                                             ----------------  -------------------


                      LIABILITIES AND STOCKHOLDERS' EQUITY

Notes payable                                $    11,253,918   $        7,259,332
Accounts payable and accrued expenses                868,733            1,048,254
Deferred tax liability                               254,000              279,000
                                             ----------------  -------------------
      Total liabilities                           12,376,651            8,586,586
                                             ----------------  -------------------

Commitments and contingencies

Stockholders' equity
Preferred Stock, 0.01 par value; 10,000,000
   shares authorized; none issued.

Common stock, $.01 par value; 10,000,000
   shares authorized; 3,050,000 shares
   issued.                                            30,500               30,500
Additional paid-in-capital                         6,194,255            6,194,255
Retained earnings                                  3,806,000            3,272,532
Treasury stock, 144,857 shares, at cost             (378,499)            (378,499)
                                             ----------------  -------------------
      Total stockholders' equity                   9,652,256            9,118,788
                                             ----------------  -------------------

Total liabilities and stockholders' equity   $    22,028,907   $       17,705,374
                                             ----------------  -------------------
</TABLE>


                                        1
<PAGE>
<TABLE>
<CAPTION>
                          RAMPART CAPITAL CORPORATION

                      CONSOLIDATED STATEMENTS OF OPERATIONS

                                  (UNAUDITED)


                                            THREE MONTHS ENDED MARCH 31,
                                              ------------------------
                                                 2001         2000
                                              -----------  -----------
<S>                                           <C>          <C>
Net gain on collections on asset pools        $  327,721   $  233,504
Investment real estate income                  1,179,500       12,800
Commercial ventures income                       732,940      359,759
Project financing income, net                    106,128       18,647
Other income                                         183       25,932
                                              -----------  -----------
     Total revenue                             2,346,472      650,642

Costs of real estate sales                       803,615            -
Operating and other costs                        407,871      424,252
General and administrative expenses              604,181      572,380
Interest expense                                 116,133       11,191
Minority interests                               (93,796)           -
                                              -----------  -----------
Total operating expense                        1,838,004    1,007,823
                                              -----------  -----------
Income (loss) before income tax benefit          508,468     (357,181)
Income tax benefit                                25,000       23,000
                                              -----------  -----------
Net income (loss)                             $  533,468   $ (334,181)
                                              -----------  -----------
Basic net income (loss) per common share      $     0.18       ($0.11)
                                              -----------  -----------
Diluted net income (loss)  per common share   $     0.18       ($0.11)
                                              -----------  -----------
Average common shares outstanding              2,905,143    3,043,169
                                              -----------  -----------
</TABLE>


                                        2
<PAGE>
<TABLE>
<CAPTION>
                          RAMPART CAPITAL CORPORATION

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                  (UNAUDITED)

                                                                 THREE MONTHS
                                                                ENDED MARCH 31,
                                                          --------------------------
                                                              2001          2000
                                                          ------------  ------------
<S>                                                       <C>           <C>
Cash flows from operating activities:
Net income (loss)                                         $   533,468   $  (334,181)
Adjustments to reconcile net income (loss)  to net cash
  provided (used) by operating activities
   Depreciation                                                50,215        36,538
   Accrued interest income                                    (26,541)       (5,879)
   Asset pool costs deducted in net gain on collections       118,337        97,731
   Change in loan loss reserve                                 (3,063)      (41,789)
   Cost of real estate                                        803,615             -
   Minority interests                                         (93,796)            -
Changes in operating assets and liabilities
  Other assets                                               (192,254)      (33,774)
  Accounts payable and accrued expenses                      (126,771)      (95,062)
  Accounts payable to related parties                         (52,750)            -
  Deferred tax liability                                      (25,000)
                                                          ------------  ------------
     Net cash provided (used) by operating activities         985,460      (376,416)
                                                          ------------  ------------

Cash flows from investing activities:
  Purchase of commercial real estate                          (23,770)   (3,425,709)
  Purchase of investment real estate                         (810,723)      (45,723)
  Proceeds from notes receivable from related parties             840           700
  Purchase of notes receivable other                       (4,077,500)            -
  Proceeds from notes receivable other                         52,784         9,934
  Purchase of treasury stock                                        -       (83,606)
  Purchase of asset pools                                        (423)            -
  Proceeds from purchased assessments                             297         7,750
  Purchase of property and equipment                           (3,118)      (51,056)
                                                          ------------  ------------
    Net cash used by investing activities                  (4,861,613)   (3,587,710)
                                                          ------------  ------------

Cash flows from financing activities
  Proceeds from notes payable                               5,028,233     2,210,665
  Payments on notes payable                                (1,033,647)      (90,840)
                                                          ------------  ------------
    Net cash provided by financing activities               3,994,586     2,119,825
                                                          ------------  ------------

Net increase (decrease) in cash                               118,433    (1,844,301)

Cash at beginning of period                                   174,223     2,741,787
                                                          ------------  ------------

Cash at end of period                                     $   292,656   $   897,486
                                                          ------------  ------------
</TABLE>


                                        3
<PAGE>
                           RAMPART CAPITAL CORPORATION

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                 MARCH 31, 2001

                                   (UNAUDITED)

NOTE 1 - SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

     Interim  financial  information
     -------------------------------

          The  accompanying  unaudited  financial  statements have been prepared
          without  audit  in  accordance  with  accounting  standards  generally
          accepted  in  the  United  States  of  America  for  interim financial
          information on a basis consistent with the annual audited consolidated
          financial  statements  and  with  the  instructions to Form 10-QSB and
          Article  10 of Regulation S-X. Accordingly, they do not include all of
          the  information  and  footnotes  required  by  generally  accepted
          accounting  principles  for complete financial statements. The results
          of  operations  of  interim  periods are not necessarily indicative of
          results  to  be  expected  for  an  entire  year.  In  the  opinion of
          management,  all adjustments (consisting of normal recurring accruals)
          and  disclosures  considered  necessary for a fair presentation of the
          results  of  operations  and cash flows for the periods presented have
          been included. The consolidated financial statements should be read in
          conjunction  with  the  Company's  audited  consolidated  financial
          statements  included in the Company's Annual Report on Form 10-KSB for
          the  year  ended  December  31,  2000.

     Principles  of  Consolidation
     -----------------------------

          The  consolidated  financial  statements include the assets of Rampart
          Capital  Corporation  and  its  wholly owned subsidiaries. The Company
          owns  a  51% interest in a partnership that is reported using the full
          consolidation  method.  The  consolidated  financial statements of the
          Company  include 100% of the assets and liabilities of the partnership
          and  the  ownership interests of minority participants are recorded as
          minority  interest.  In  March  of  2001  the  company sold a one-half
          ownership  interest  in  a  portion of the residential lots within the
          Newport  project to a Canadian development and investment company. The
          project  is  being reported as a joint venture between Rampart and the
          Canadian  company  using the equity method of accounting. All material
          intercompany  balances  have  been  eliminated.

     Project  Financing
     ------------------

          Revenues  from  project financing are reported net of direct financing
          costs,  primarily  interest expenses, associated with the financing of
          each project. The gross project financing revenues and financing costs
          for  the  three  months ending March 31, 2001 and 2000 are as follows:

                                                   Three Months Ended
                                                        March 31
                                                   ------------------
                                                     2001      2000

                 Gross project financing revenues  $201,326   $18,647
                         Less: Financing costs      (95,198)        -
                                                   ---------  -------
                   Project financing income, net   $106,128   $18,647
                                                   ---------  -------

     Other  income
     -------------

          Other  income  is  comprised  of  investment  income and miscellaneous
          revenue.  Revenue  is  recognized  as  earned.

     Reclassifications
     -----------------

          Certain  reclassifications  have  been  made  to  the  2000  financial
          statements  to  conform  to  the  2001  presentation.  These
          reclassifications  had no effect on the 2000 net loss or stockholders'
          equity.


                                        4
<PAGE>
                           RAMPART CAPITAL CORPORATION

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                 MARCH 31, 2001

                                  (UNAUDITED)

NOTE 2 -  NET  INCOME  (LOSS)  PER  COMMON  SHARE

          Net  income  (loss) per common share has been computed for all periods
          presented  and  is  based  on the weighted average number of shares of
          common  stock  and  common  stock  equivalents outstanding during each
          period.  There are no common stock equivalents resulting from dilutive
          stock  purchase  warrants  or  options.

NOTE 3 -  ACQUISITIONS

          On  January  7,  2000  the  Company finalized the acquisition of a 51%
          interest in Greater Houston Gulf Partners, LTD (the "Partnership). The
          Partnership  was  formed  to  acquire,  own,  and manage a condominium
          redevelopment  project  (the  "Project").  In  connection  with  the
          Project's  initial  acquisition,  the  Company  made  a  loan  to  the
          Partnership  for $1.1 million to provide financing for the acquisition
          of  the  Project.  The  balance  of  the  Project  purchase price, and
          developmental funds were provided to the partnership by a bank loan in
          the  amount  of  $2.9  million and additional loans of $700,000 by the
          partners.

NOTE 4 -  SEGMENT  REPORTING

          The  Company  operates  in four business segments: (i) purchased asset
          pools,  (ii)  commercial  ventures,  (iii) investment real estate, and
          (iv) project financing. The purchased asset pools segment involves the
          acquisition,  management,  servicing  and  realization  of income from
          collections on or sales of portfolios of undervalued financial assets,
          and  in  some instances real estate the Company may acquire as part of
          an  asset pool or foreclosing on the collateral underlying an acquired
          real  estate  debt.  The  commercial ventures segment involves holding
          foreclosed  and acquired improved real estate for appreciation and the
          production  of  income.  The  investment  real estate segment involves
          holding  foreclosed  and  acquired  unimproved  real estate for future
          appreciation  and acquiring unimproved real estate in conjunction with
          short-term  funding  for  developers. The project financing segment is
          comprised  of  short-term  financing of real estate at high yields and
          real  estate  notes  held  by  the  Company from financing the sale of
          Company  assets.  The  notes are fully secured by real estate or other
          collateral.  "Unallocated"  represents  activities  that  are  general
          corporate in nature and do not relate specifically to any one segment.
          Unallocated segment assets are comprised of cash, a related party note
          receivable,  prepaid  assets  and  property and equipment. Unallocated
          revenue is comprised of interest income generated from overnight money
          market  invested  funds  and  miscellaneous  other  income.  Financial
          information  by  reportable  operating  segment  is  as  follows:

<TABLE>
<CAPTION>
                                        As of and for the three months ended March 31, 2001
                                ------------------------------------------------------------------
                                 Purchased     Commercial   Investment   Project
                                Asset Pools    Ventures    Real Estate   Financing    Unallocated     Totals
                                ------------  -----------  ------------  ----------  -------------  -----------
<S>                             <C>           <C>          <C>           <C>         <C>            <C>

Revenue                         $    327,721  $  732,940   $  1,179,500  $  106,128  $        183   $ 2,346,472
Segment profit (loss)                197,304    (159,169)       447,132     100,089       (76,888)      508,468
Segment assets                     2,041,066   8,020,717      2,511,815   8,040,276     1,415,033    22,028,907
Depreciation and amortization              -      22,617              -           -        27,598        50,215
Capital expenditures                     423      23,770        810,723   4,077,500         3,118     4,915,534
Interest expense                           -      81,555         15,538           -        19,040       116,133
</TABLE>

<TABLE>
<CAPTION>
                                        As of and for the three months ended March 31, 2000
                                ------------------------------------------------------------------
                                 Purchased     Commercial    Investment    Project
                                Asset Pools    Ventures     Real Estate   Financing    Unallocated      Totals
                                ------------  -----------  -------------  ----------  -------------  ------------
<S>                             <C>           <C>          <C>            <C>         <C>            <C>
Revenue                         $    233,504  $  359,759   $     12,800   $   18,647  $     25,932   $   650,642
Segment profit (loss)                 46,521    (284,214)       (34,416)      13,088       (98,160)     (357,181)
Segment assets                     2,384,858   7,066,583      1,451,612    1,298,338     1,403,286    13,604,677
Depreciation and amortization              -      16,548              -            -        19,990        36,538
Capital expenditures                       -   3,425,709         45,723            -        51,056     3,522,488
Interest expense                           -       2,664          7,067            -         1,460        11,191
</TABLE>


                                        5
<PAGE>
ITEM  2.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF  OPERATION

RESULTS  OF  OPERATIONS

THREE  MONTHS ENDED MARCH 31, 2001 COMPARED TO THREE MONTHS ENDED MARCH 31, 2000

Revenues  increased $1,695,830 from $650,642 during the quarter ending March 31,
2000  to  $2,346,472 during the first quarter of 2001.  The increase in revenues
consisted  of  growth in commercial ventures revenues of $373,181, in investment
real  estate  revenues  of $1,166,700, in project financing revenues of $87,481,
and  in  net gain on collections on asset pools of $94,217, offset by a decrease
in unallocated revenues of $25,749.  The increase in commercial ventures revenue
was primarily due to increases of approximately $46,000 at the Newport Golf Club
and  Conference  Center  ("Newport")  operations,  of  approximately  $35,000 in
rentals from our Dallas retail center, and an increase of approximately $288,000
in  residential  unit  sales  from  the  condominium redevelopment project.  The
increase  in investment real estate revenues of $1,166,700 was mainly due to the
sale  of  a  50%  ownership  interest in 431 residential lots within the Newport
project  to a Canadian development and investment company and 12 additional lots
to a local real estate developer, for which there were no corresponding sales in
the  first  quarter  of 2000.  The increase in revenues for project financing of
$87,481  was  due  to  increased  lending  activity combined with a wider spread
between  our  cost  of  capital and our lending rates on financing projects.  On
March  31,  2001  we  had  $8,040,276 in project loans compared to $1,298,338 on
March  31, 2000.  Revenues from net gain on collections on asset pools increased
by  $94,217  in  the  first  quarter of 2001 compared to the same period in 2000
because  of  higher  collections  activity  in  that  segment.

Costs of real estate sales were $803,615 higher in the current period because of
sales  of both commercial and investment real estate in the quarter ending March
31,  2001  as  compared to no sales activities in the same quarter of 2000.  The
cost  of  commercial  real estate sold was $218,037, which came from the sale of
residential  units  in  the  condominium  redevelopment  project.  The  cost  of
investment real estate sold was $585,578, which was the cost of the lots sold in
the  Newport  project.

Operating and other costs decreased by $16,381 from $424,252 incurred during the
quarter  ending  March  31, 2000 to $407,871 for the same period in 2001.  These
costs  relate  to  the  costs of operations at Newport.  Even though the Newport
revenues  increased  $45,645  in the first quarter of 2001 compared to the first
quarter  of  2000,  the  direct costs of the Newport operations decreased due to
improved  cost  controls  effected  by  management.

General  and  administrative expenses ("G&A") increased $31,801 from $572,380 in
the  first  quarter of 2000 to $604,181 in the same period of 2001.  The primary
reason for the increase in G&A expenses was due to the condominium redevelopment
project  being  marketed  in  2001  as  opposed  to  redevelopment in 2000.  G&A
expenses  of the condominium redevelopment project were up approximately $97,000
in  the first quarter of 2001 compared to the same period in 2000.  G&A expenses
at  Newport  were  higher  by  $15,000.  However,  the  general, unallocated G&A
expenses  were  lower  by  approximately  $80,000,  primarily due to significant
decreases  in  several G&A expense categories including lower accounting fees by
approximately  $32,000, lower SEC compliance costs by approximately $22,000, and
lower  franchise  taxes  by  approximately  $18,000.

Minority  interests  expense reduced total operating expenses by $93,796 for the
three  months  ended  March  31,  2001  with  no  such  amount  reported for the
comparable period last year.  Minority interests expense represents the minority
partners'  share  of  the  condominium  redevelopment  project's  revenues  and
expenses.  The  decrease  in  minority  interests  expense  from the condominium
redevelopment  project  almost  completely offset the increased G&A expense from
the  same  project.

Interest expense increased $104,942 from $11,191 in the first quarter of 2000 to
$116,133  for the same period in 2001.  The majority of the increase in interest
expense  was  attributable  to the commercial ventures segment, which reported a
total  interest  increase of approximately $79,000.  The largest portion of this
increased interest expense was from the condominium redevelopment project, which
contributed  approximately  $63,000.  This  increased interest was the result of
financing  the construction costs of the project's residential units, which were
completed  in September 2000.  The Newport project also reported higher interest
expense  of  approximately  $16,000 due to financing of improvements to the Golf
Course  and  Convention  Center.  We  incurred  approximately  $26,000  more  in
interest  charges  during  the  quarter ending March 31, 2001 as compared to the
same  period  in 2000, approximately $8,500 of which was for acquisitions in our
investment real estate segment and approximately $17,500 for general operations.

Our  net income before income taxes increased $865,649 from a loss of $(357,181)
during  the  first  quarter of 2000 to a gain of $508,468 for the same period in
2001.  The  increased  income  consisted  of  $125,045 from commercial ventures,
$481,548 from investment real estate, $87,001 from project financing activities,
and  $150,783  from  net  gain  on  collections  on  asset  pools.  There was an
additional  increase  of $21,272 in net income before income taxes from revenues
and  expenses  not  allocated in any specific segment.  Higher net income before
income taxes in the commercial venture segment primarily resulted from a smaller
loss  from  the  Newport  project  of approximately $137,000.  The increase from
investment  real estate was due primarily to increased sales of residential lots
from  the Newport project, resulting in higher net income before income taxes of
approximately $504,000.  Project financing reported higher net income because of
more loan activity.  The increase in net income from net gains on collections of
purchased  asset  pools  was  due  to  increased collection activities and lower
allocated  costs  charged  to  expense  for  asset  pools  collected.


                                        6
<PAGE>
Income  tax  benefit  was  $23,000 in 2000 compared to $25,000 in 2001.  We have
available  a  significant  net  operating  loss carryforward which was primarily
generated  from  the acquisition of certain corporate subsidiaries and assets of
MCorp Trusts.   Due to the availability of net operating loss carry forwards and
other net deferred tax assets, we offset our taxable income during 2000 and 2001
and  adjusted  its  valuation  allowance  accordingly.

LIQUIDITY  AND  CAPITAL  RESOURCES

We  had  cash  and  cash  equivalents  of $292,656 at March 31, 2001 compared to
$174,223  at  December  31,  2000.

The  amount  of  investment in Newport and the condominium redevelopment project
decreased from $3,425,709 during the first quarter of 2000 to $23,770 during the
same  period in 2001.  We invested $810,723 into the purchase of investment real
estate,  one-half of which was immediately resold to the Canadian investment and
development company.  We also invested $4,077,500 in new project financing loans
during  the  first  quarter  of  2001, compared to no investment in this segment
during  the  same  period  in  2000.

Due  to  the  capital-intensive nature of our business, we have experienced, and
expect  to continue to experience substantial working capital needs.  Washington
Mutual Bank has provided financing for two of our project financing loans and is
currently  evaluating  several  others.  During the period ended March 31, 2001,
Washington  Mutual  provided  us  with $2,800,000 in financing for new financing
projects  secured  by  first mortgage liens on real estate.  Additional funds of
$700,000  were  provided  through  our  revolving  credit  facility.  Additional
project  financing activities are planned for the remainder of 2001.  At present
there are more candidates for project financing than we have resources available
to  fund.

We  renewed our $5,000,000 revolving promissory note to mature on June 29, 2001.
This revolving credit facility is secured by notes receivable and real estate in
the  purchased  asset  pools,  commercial  and  investment  real  estate,  notes
receivable  from  project  financing,  and  equipment.  Principal  is payable at
maturity  with  interest  payable monthly at the bank's prime rate plus 1.0% per
annum (10.5% and 9.0% as of December 31, 2000 and March 31, 2001, respectively).
During  the first quarter of 2001, we borrowed an additional $1,820,000 and paid
back  $500,000  under  our  revolving credit facility.  The additional borrowing
consisted  of  $700,000  for  the  project  financing  segment, $720,000 for the
investment  real  estate  segment,  and  $400,000  for  general operating needs.
Management  is  negotiating  with several financial institutions to increase the
availability  under  our  credit  facilities.  Our  revolving  credit  facility
provides  for  certain  financial  covenants.  As  of  the  filing  date of this
quarterly  report,  we  are  in  compliance  with  the  covenants.

STOCK  REPURCHASE  PLAN

On  January  11,  2000,  the Board of Directors approved a stock repurchase plan
under rule 10b-18 of the Securities Exchange Act of 1934, for the purchase of up
to  $2.0  million  worth  of  our  outstanding  common  stock  in  open  market
transactions.  Acquired  shares  will  be  held  as  treasury stock, and will be
available for future acquisitions, financing or awards as granted under our 1998
Stock Compensation Plan.  As of March 31, 2000, we had acquired 21,974 shares at
a  total  cost  of  $83,606  or $3.80 per share.  At March 31, 2001 our treasury
share  holdings  were  144,857 shares at a cost of $378,499, or $2.61 per share.
We  intend  to  continue  repurchasing  shares  subject  to  SEC  restrictions.

FORWARD  LOOKING  STATEMENTS

This  quarterly  report  on  Form  10-QSB  contains "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 in this report including,
without  limitation,  statements  regarding  our  business  strategy,  plans,
objectives,  expectations,  intent,  and  beliefs  of  management  for  future
operations are forward-looking statements.  Such statements are based on certain
assumptions and analyses made by our management in light of their experience and
their  perception  of  historical  trends,  current  conditions, expected future
developments  and  other  factors  they  believe  to  be  appropriate.  The
forward-looking  statements included in this report are also subject to a number
of  material risks and uncertainties.  Important factors that could cause actual
results to differ materially from our expectations include (1) tightening of the
credit  markets,  (2)  volatility in the real estate markets and interest rates,
(3) emerging competition, (4) changes in regulations in the industries we serve,
and  (5)  general economic declines, particularly within the regions in which we
operate.  Forward-looking  statements  are  not guarantees of future performance
and  actual  results,  developments and business decisions may differ from those
contemplated  by  such  forward-looking  statements.


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                           PART II. OTHER INFORMATION

ITEM  2.  CHANGES  IN  SECURITIES  AND  USE  OF  PROCEEDS

On March 15, 2001, we extended the expiration date of our publicly traded common
stock  purchase  warrants  from  March  21,  2001  to  June  30,  2002.

ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

(a)  Exhibits - See "Index of Exhibits" below which lists the documents filed as
     exhibits  herewith.
(b)  Reports on Form 8-K - registrant was not required to file a Form 8-K during
     the  quarter  ended  March  31,  2001.


                                   Signatures


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

Rampart  Capital  Corporation

By:  /s/  C.  W.  JANKE                                         May  10,  2001
     C.  W.  Janke
     Chairman  of  the  Board
     Chief  Executive  Officer
     (Principal  Executive  Officer)

By:  /s/  J.  H.  CARPENTER                                     May  10,  2001
     J.  H.  Carpenter
     President
     Chief  Operating  Officer

By:  /s/  CHARLES  F.  PRESLEY                                  May  10,  2001
     Charles  F.  Presley
     Vice-President
     Chief  Financial  Officer
     Treasurer
     (Principal  Financial  Officer)


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                           RAMPART CAPITAL CORPORATION
                             EXHIBITS TO FORM 10-QSB
                      FOR THE QUARTER ENDED MARCH 31, 2001

                                INDEX OF EXHIBITS


EXHIBIT
  NO.                                  DESCRIPTION
  ---                                  -----------
3.1       Restated  Articles  of  Incorporation  (Exhibit  3.1  to  Rampart's
          Registration  Statement  on  Form  SB-2  (Reg.  No.  333-71089)  and
          incorporated  herein  by  reference).
3.2       Bylaws  (Exhibit  3.2 to Rampart's Registration Statement on Form SB-2
          (Reg.  No.  333-71089)  and  incorporated  herein  by  reference).
4.1       Form  of Warrant Agreement Between Rampart and American Stock Transfer
          and  Trust Company (Exhibit 4.1 to Rampart's Registration Statement on
          Form  SB-2 (Reg. No. 333-71089) and incorporated herein by reference).
4.2       First  Amendment  of  Warrant Agreement (Exhibit 4.1 to Rampart's Form
          8-K filed April 12, 2001 (File No. 1-15277) and incorporated herein by
          reference).
10.1      1998  Stock compensation Plan - Revised June 24, 1999 (Exhibit 10.1 to
          Ramparts  Form  10-KSB  for  the  year  ended  December  31,  1999 and
          incorporated  herein  by  reference).
10.2      Share  Transfer  Restriction  Agreement  (Exhibit  10.2  to  Rampart's
          Registration  Statement  on  Form  SB-2  (Reg.  No.  333-71089)  and
          incorporated  herein  by  reference).
*10.3     Tenth Amendment to Loan Agreement with Southwest Bank of Texas N. A.,
          amended  April  30,  2000.
10.4      Purchase  and  Sale  Agreement  for  Newport  Assets  (Exhibit 10.8 to
          Rampart's Registration Statement on Form SB-2 (Reg. No. 333-71089) and
          incorporated  herein  by  reference).
10.5      Janke  Family  Partnership,  Ltd.  Note  for  Newport  assets purchase
          (Exhibit  10.9  to Rampart's Registration Statement on Form SB-2 (Reg.
          No.  333-71089)  and  incorporated  herein  by  reference).
10.6      Purchase  Agreement  for  Newport  Assets  (Exhibit 10.10 to Rampart's
          Registration  Statement  on  Form  SB-2  (Reg.  No.  333-71089)  and
          incorporated  herein  by  reference).
10.7      Loan  Agreement  between  IGBAF, Inc. and Bank United (Exhibit 10.7 to
          Rampart's  Form  10-KSB  for  the  year  ended  December  31, 2000 and
          incorporated  herein  by  reference).
21.1      Subsidiaries  of Registrant (Exhibit 21.1 to Rampart's Form 10-KSB for
          the  year  ended  December  31,  2000  and  incorporated  herein  by
          reference).

___________________________________
   *   Filed  herewith.


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