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

                                   FORM 10-QSB


COMMISSION FILE NO. 1-2714

 (Mark One)

(X)  Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act
     of 1934 For the quarterly period ended June 30, 2001 or
( )  Transition Report Under Section 13 or 15(d) of the Securities Exchange
     Act of 1934 For the transition period from _________ to ________

                               ATLAS MINERALS INC.
                               -------------------
                          (Formerly Atlas Corporation)
        (Exact name of small business issuer as specified in its charter)

           COLORADO                                               84-1533604
-------------------------------                              -------------------
(State or other jurisdiction of                              (I. R. S. Employer
incorporation or organization)                               Identification No.)

                 2323 S. Troy St. Suite 5-210, Aurora, CO 80014
                 ----------------------------------------------
                    (Address of principal executive offices)
                                   (Zip Code)

                                  303-306-0823
                                  ------------
                           (Issuer's telephone number)

     Check whether the issuer (1) has 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
                                    ---    ---

Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court.

                                 Yes X   No
                                    ---    ---

As of August __, 2001, 6,063,858 shares of Common Stock, par value $0.01 per
share, were issued and outstanding.

Transitional Small Business Disclosure Format (Check one):

Yes     No X
   ---    ---

                                  Page 1 of 13
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Independent Accountants' Report



The Board of Directors and Stockholders
Atlas Minerals Inc.


We have reviewed the accompanying consolidated balance sheet of Atlas Minerals
Inc. and subsidiaries as of June 30, 2001 and the related consolidated
statements of operations for the three-month and six-month periods ended June
30, 2001 and 2000 and cash flows for the six-month periods ended June 30, 2001
and 2000. These consolidated financial statements are the responsibility of the
Company's management.

We conducted our reviews in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial statements consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statements taken as a
whole. Accordingly, we do not express such an opinion.

Based on our reviews, we are not aware of any material modifications that should
be made to the accompanying consolidated financial statements for them to be in
conformity with generally accepted accounting principles.

We have previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet as of December 31, 2000, and the
related consolidated statements of operations, stockholders' equity and cash
flows (not presented herein) for the periods described in our report dated May
9, 2001, we expressed an unqualified opinion on those consolidated financial
statements. In our opinion, the information set forth in the accompanying
consolidated balance sheet as of December 31, 2000, is fairly stated in all
material respects, in relation to the consolidated balance sheet from which it
has been derived.


/s/ HORWATH GELFOND HOCHSTADT PANGBURN, P.C.
--------------------------------------------
HORWATH GELFOND HOCHSTADT PANGBURN, P.C.


Denver, Colorado
August 8, 2001


                                     2 of 13
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<CAPTION>

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements.
-----------------------------

                               Atlas Minerals Inc.
                          (Formerly Atlas Corporation)
                           Consolidated Balance Sheets
                                 (in Thousands)

                                                              June 30,  December 31,
                                                                2001        2000
                                                               -------    -------
                                                             (Unaudited)
<S>                                                            <C>        <C>
ASSETS
  Current assets:
      Cash and cash equivalents                                $   166    $   119
      Accounts receivable - trade                                 --        1,310
      Accounts receivable - other                                 --          328
      Assets held for sale                                         300        300
      Inventories                                                 --          870
      Prepaid expenses and other current assets                    659        661
                                                               -------    -------
        Total current assets                                     1,125      3,588
                                                               -------    -------
  Property, plant and equipment                                      5      4,348
  Less: accumulated depreciation, depletion and amortization        (3)      (744)
                                                               -------    -------
                                                                     2      3,604
  Assets held for sale                                           1,283      1,260
  Other assets                                                     340        782
                                                               -------    -------
                                                               $ 2,750    $ 9,234
                                                               =======    =======

LIABILITIES
  Current liabilities:
      Trade accounts payable                                   $    80    $   761
      Accrued liabilities                                           36      1,021
      Short-term debt                                             --        4,226
      Estimated reorganization liabilities                         182        189
                                                               -------    -------
        Total current liabilities                                  298      6,197
                                                               -------    -------

  Estimated reorganization liabilities                           1,082      1,125
  Other liabilities, long-term                                     150        588
                                                               -------    -------
        Total long-term liabilities                              1,232      1,713
                                                               -------    -------
        Total liabilities                                        1,530      7,910
                                                               -------    -------

Commitments and contingencies

STOCKHOLDERS' EQUITY
  Preferred stock, par $1 per share; authorized
     1,000,000; no shares issued and outstanding                  --         --
  Common stock, par value $0.01 per share;
     authorized 100,000,000; issued and
     outstanding, 6,063,858 at June 30, 2001 and
     December 31, 2000                                              61         61
  Capital in excess of par value                                 2,999      2,999
  Deficit                                                       (1,840)    (1,736)
                                                               -------    -------
        Total stockholders' equity                               1,220      1,324
                                                               -------    -------
                                                               $ 2,750    $ 9,234
                                                               =======    =======

See notes to consolidated financial statements.

                                     3 of 13
<PAGE>


                                    Atlas Minerals Inc
                               (Formerly Atlas Corporation)
                           Consolidated Statements of Operations
                     (In Thousands, Except Per Share Data, Unaudited)

                                                  Three Months Ended      Six Months Ended
                                                        June 30,              June 30,
                                                   ------------------    ------------------
                                                     2001       2000       2001       2000
                                                   -------    -------    -------    -------

Mining revenue                                     $  --      $   851    $  --      $ 1,669
Costs and expenses:
   Production costs                                   --          684       --        1,535
   Depreciation, depletion and amortization           --          177       --          355
   Impairment of mineral property                     --          683       --          683
   General and administrative expenses                  59        110        109        239
                                                   -------    -------    -------    -------

     Gross operating loss                              (59)      (803)      (109)    (1,143)

Other (income) and expense:
   Interest expense                                      1        108          1        209
   Interest income                                      (2)      --           (5)        (2)
   Other                                                (1)       (15)        (1)       (21)
                                                   -------    -------    -------    -------

     Loss before income taxes                          (57)      (896)      (104)    (1,329)

Provision for income taxes                            --         --         --         --
                                                   -------    -------    -------    -------

   Net loss                                        $   (57)   $  (896)   $  (104)   $(1,329)
                                                   =======    =======    =======    =======

Basic and diluted loss per share of common stock   $ (0.01)   $ (0.15)   $ (0.02)   $ (0.22)
                                                   =======    =======    =======    =======

Weighted average number of common
   shares outstanding                                6,064      6,064      6,064      6,064
                                                   =======    =======    =======    =======


See notes to consolidated financial statements.

                                          4 of 13
<PAGE>


                                 Atlas Minerals Inc.
                            (Formerly Atlas Corporation)
                        Consolidated Statements of Cash Flows
                              (In Thousands, Unaudited)

                                                                   Six Months Ended
                                                                         June 30,
                                                                   ------------------
                                                                     2001       2000
                                                                   -------    -------

Operating activities:
     Net loss                                                      $  (104)   $(1,329)
     Add (deduct) non-cash items:
        Depreciation, depletion and amortization                         1        356
        Impairment of mineral property                                --          683
     Net change in non-cash items
       Related to operations (Note 3)                                 (198)       (77)
                                                                   -------    -------
        Cash used in operating activities                             (301)      (367)
                                                                   -------    -------

Investing activities:
     Additions to property, plant and equipment                       --         (166)
     Reduction in cash resulting from abandonment of Arisur             (6)      --
     Investment in assets held for sale and other assets               (55)       (63)
     Proceeds from sale of assets held for sale and other assets       459        186
                                                                   -------    -------
        Cash provided by (used in) investing activities                398        (43)
                                                                   -------    -------

Financing activities:
     Net borrowings of short-term debt                                --          238
     Payments of estimated reorganization liabilities                  (50)        (5)
                                                                   -------    -------
        Cash provided by (used in) financing activities                (50)       233
                                                                   -------    -------

Increase (decrease) in cash and cash equivalents                        47       (177)

Cash and cash equivalents:
     Beginning of period                                               119        202
                                                                   -------    -------

     End of period                                                 $   166    $    25
                                                                   =======    =======


See notes to consolidated financial statements.

                                        5 of 13
</TABLE>
<PAGE>


                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.   The accompanying consolidated financial statements have been prepared in
     accordance with generally accepted accounting principles for interim
     financial information and with the instructions to Form 10-QSB and Item
     310(b) of Regulation S-B. Accordingly, they do not include all of the
     information and footnotes required by generally accepted accounting
     principles for complete financial statements. There has not been any change
     in the significant accounting policies of Atlas Minerals Inc. (the
     "Company") for the periods presented.

     In the opinion of Management, all adjustments (consisting of normal
     recurring accruals) considered necessary for a fair presentation have been
     included. The results for these interim periods are not necessarily
     indicative of results for the entire year. These statements should be read
     in conjunction with the consolidated financial statements and notes thereto
     included in the Company's Annual Report on Form 10-KSB for the fiscal year
     ended December 31, 2000.

2.   The accompanying consolidated financial statements include the accounts of
     Atlas Minerals Inc. ("Atlas") (formerly Atlas Corporation) and its
     wholly-owned subsidiary, Arisur Inc. ("Arisur") and its approximately 85%
     ownership of Atlas Precious Metals Inc. ("APMI"), which in turn owns
     approximately 63% of Atlas Gold Mining Inc. ("AGMI") (collectively the
     "Company" or "Reorganized Company").

3.   The components of the net change in items other than cash related to
     operating activities as reflected in the Consolidated Statements of Cash
     Flows are as follows:

                                                           Six Months Ended
                                                               June 30,
                                                            --------------
           (in thousands)                                   2001      2000
           --------------                                   ----      ----
     Add (deduct) items other than cash:
           Accounts receivable                              $--      $(337)
           Inventories                                       --        (18)
           Prepaid expenses and other current assets           (9)      (4)
           Other assets                                      --          1
           Trade accounts payable                            (148)     174
           Accrued liabilities                                (34)      93
           Other liabilities, long-term                        (7)      19
                                                            -----    -----
                                                            $(198)   $ (77)
                                                            =====    =====

     Net cash used for operating activities reflects cash payments for interest
     and income taxes as follows:

                                                          Six Months Ended
                                                              June 30,
                                                        --------------------
           (in thousands)                               2001            2000
           --------------                               ----            ----
     Interest                                           $ 1             $54
     Income taxes                                        --              --


                                     6 of 13
<PAGE>


     During the period ended June 30, 2001, the Company abandoned its investment
     in Arisur (Note 4).

     Assets abandoned:                                             (thousands)
           Current assets, net of cash and cash equivalents          $2,517
           Property plant and equipment, net                          3,601
           Long-lived assets                                             17
                                                                     ------
                                                                      6,135
                                                                     ------

     Liabilities abandoned:
           Current liabilities                                        5,710
           Long-term liabilities                                        431
                                                                     ------
                                                                      6,141
                                                                     ------

           Cash and cash equivalents abandoned                       $    6
                                                                     ======


4.   On May 9, 1999, Arisur defaulted on a payment of $478,000 due under its
     loan agreement with Corporacion Andina de Fomento ("CAF"). Subsequently CAF
     agreed to restructure the remaining balance of the debt under the condition
     that Arisur demonstrate that it had a minimum of four years of proven
     reserves at a production rate of 400 tonnes per day at Arisur's Andacaba
     mine. In April 2000, Latinamerican Investment Advisory Group ("LIAG"), an
     independent Latin American engineering firm retained by CAF, confirmed the
     required amount of reserves and recommended additional investment in the
     operation in order to assure a sustainable production rate of 400 tonnes
     per day. Despite this report, the Company and CAF were unable to negotiate
     a restructuring of the loan. The Company investigated all feasible actions
     to continue the Arisur operations. These actions included investigating
     alternative sources of debt and equity financing in order to provide
     additional investment to Arisur, and consideration of possible
     restructuring of the Arisur operations. These actions continued into the
     first quarter of 2001 and ultimately proved unsuccessful due to weakness in
     mineral prices, continuing losses from Arisur's operations, and the
     inability to identify alternative sources of debt or equity financing at
     costs acceptable to management. During the first quarter of 2001, CAF began
     foreclosure proceedings against Arisur and the Company's participation in
     Arisur's operation was terminated. Therefor the investment in Arisur was
     effectively abandoned as of January 1, 2001. The Company has decided to
     concentrate its remaining resources on other opportunities. During the year
     ended December 31, 2000, the Company recorded an impairment charge of
     $683,000 related to the Andacaba mine. The impairment charge was measured
     based on the amount by which the carrying value of the property exceeded
     its estimated fair value. Atlas Minerals, Inc. and its other subsidiaries
     have not guaranteed any liabilities of Arisur. All assets, liabilities,
     revenues and expenses of Arisur have been eliminated from the accounts of
     the Company effective January 1, 2001.

5.   In June 1998, the Financial Accounting Standards Board issued SFAS No. 133,
     Accounting for Derivative Instruments and Hedging Activities. This
     statement, as amended, is effective for fiscal years beginning after June
     15, 2000. Currently, the Company does not have any derivative financial
     instruments and does not participate in hedging activities. Therefore,
     management believes that SFAS No. 133 will not have an impact on its
     financial position or results of operations.

                                     7 of 13
<PAGE>


     In December 1999, the staff of the Securities and Exchange Commission
     issued Staff Accounting Bulletin ("SAB") No. 101, Revenue Recognition in
     Financial Statements. SAB No. 101, as amended by SAB No. 101A and SAB No.
     101B, is effective no later than the fourth fiscal quarter of fiscal years
     beginning after December 15, 1999. SAB No. 101 provides the Staff's views
     in applying generally accepted accounting principles to selected revenue
     recognition issues. The Company believes that it complies with the
     accounting and disclosure described in SAB No. 101; therefore, management
     believes that SAB No. 101 will not impact the Company's financial
     statements.




                                     8 of 13
<PAGE>


Item 2. Management's Discussion and Analysis
--------------------------------------------

"SAFE HARBOR" STATEMENT UNDER THE UNITED STATES PRIVATE SECURITIES LITIGATION
REFORM ACT OF 1995.

Statements which are not historical facts contained in this Form 10-QSB are
forward looking statements that involve risks and uncertainties that could cause
actual results to differ from projected results. Factors that could cause actual
results to differ materially include, among others: general economic conditions,
metal and mineral prices, political events in foreign countries, the risks
associated with foreign operations generally, the timing of receipt of necessary
governmental permits, climatic conditions, labor relations, availability and
cost of material and equipment, the actual configuration of ore bodies, delays
in anticipated start-up dates, environmental risks, the results of financing
efforts and other risk factors detailed in the Company's Form 10-KSB for the
year ended December 31, 2000 filed with the Securities and Exchange Commission.

RECENT EVENTS

In September 1998, the Predecessor Entity filed a petition for relief under
Chapter 11 of the federal bankruptcy laws in the United States Bankruptcy Court
of the District of Colorado (the "Court"). On January 26, 1999, APMI and AGMI
also filed for relief under Chapter 11. The Company's other subsidiary, Arisur
did not file for Chapter 11 protection. Under a plan of reorganization approved
by the Court on December 11, 1999 (the "Reorganization Plan"), primarily all of
Atlas', APMI, and AGMI's liabilities were discharged for consideration of stock
in the Reorganized Company and contingent cash distributions to be made upon the
sale/realization of certain assets of the Reorganized Company. Arisur's
liabilities were not affected by the reorganization.

On May 9, 1999, Arisur defaulted on a payment of $478,000 due under its loan
agreement with Corporacion Andina de Fomento ("CAF"). Subsequently CAF agreed to
restructure the remaining balance of the debt under the condition that Arisur
demonstrate that it had a minimum of four years of proven reserves at a
production rate of 400 tonnes per day at Arisur's Andacaba mine. In April 2000,
Latinamerican Investment Advisory Group ("LIAG"), an independent Latin American
engineering firm retained by CAF, confirmed the required amount of reserves and
recommended additional investment in the operation in order to assure a
sustainable production rate of 400 tonnes per day. Despite this report, the
Company and CAF were unable to negotiate a restructuring of the loan. The
Company investigated all feasible actions to continue the Arisur operations.
These actions included investigating alternative sources of debt and equity
financing in order to provide additional investment to Arisur, and consideration
of possible restructuring of the Arisur operations. These actions continued into
the first quarter of 2001 and ultimately proved unsuccessful due to weakness in
mineral prices, continuing losses from Arisur's operations, and the inability to
identify alternative sources of debt or equity financing at costs acceptable to
management. During the first quarter of 2001, CAF began foreclosure proceedings
against Arisur and the Company's participation in Arisur's operation was
terminated. Therefor the investment in Arisur was effectively abandoned as of
January 1, 2001. The Company has decided to concentrate its remaining resources
on other opportunities. During the year ended December 31, 2000, the Company
recorded an impairment charge of $683,000 related to the Andacaba mine. Atlas
Minerals, Inc. and its other subsidiaries have not guaranteed any liabilities of
Arisur.

                                     9 of 13
<PAGE>


CAPITAL RESOURCE REQUIREMENTS

Liquidity

As of June 30, 2001, the Company's working capital was $827,000, compared to a
deficit of $2,609,000 as of December 31, 2000. The Company's current ratio at
June 30, 2001 was 3.78 to 1, compared to .58 to 1 at December 31, 2000. The
deficit position at December 31, 2000 was a result of the inclusion of the
Arisur balance sheet figures, which have been eliminated at June 30, 2001 as
described above under "Recent Events." Without the Arisur figures, working
capital would have been $578,000 with a current ratio of 2.19 to 1 at December
31, 2000. The increase was primarily a result of the receipt of several
insurance settlements netting to $431,000 during the period ended June 30, 2001.
This amount was offset by operating costs of $100,000, expenses for the sale of
assets held for sale of $24,000 and the reclassification of estimated
reorganization liabilities from long-term to short-term of approximately
$43,000.

As described under "Recent Events", the Company has effectively abandoned its
investment in Arisur in the first quarter of 2001 and is continuing its efforts
for the sale/realization of its North American assets. These assets include the
salvaging of its Gold Bar mill, sale of the Grassy Mountain property and the
pursuit of general liability insurance claims against various insurance carriers
for costs incurred to reclaim the Moab uranium tailings pile. The Company
believes that these activities should provide sufficient cash for the Company to
continue operations through 2001.

Results of operations

The Company had mining revenue of $0 for the both the three-month and six-month
periods ended June 30, 2001 compared to $851,000 and $1,669,000, respectively in
the same periods of 2000. The reduction was due to the abandonment of the Arisur
operation as described above.

Production costs were also $0 in 2001 compared to $684,000 and $1,535,000 for
the three-month and six-month periods ended June 30, 2000, also due to the
abandonment of the Arisur operation as described above.

General and administrative expenses for the six months ended June 30, 2001 were
$109,000 compared to $239,000 for the comparable period in 2000. Salaries and
benefits expenses decreased during the quarter to $41,000 from $115,000 in the
same period of 2000 as a result of a reduction in personnel at the Company's
headquarters in Aurora, Colorado from three employees to one. Director's fees
and expenses decreased from $21,000 to $9,000. In early 2000, the Board met four
times compared to two times in the first half of 2001. Insurance costs also were
reduced from $31,000 in 2000 to $11,000 in 2001 as the Company
reduced/eliminated unnecessary insurance coverage in late 2000. Rent expense
also declined from $16,000 to $4,000 as a result of the move to smaller offices.
Other cost areas reduced include travel costs and general office costs. For the
three months ended June 30, 2001, general and administrative costs were $59,000
compared to $110,000 in the previous year. The reduction was primarily due to a
decrease in salary and benefit costs of from $64,000 to $22,000 for the same
reason as described above. Insurance also was reduced by $10,000 during the
quarter and rent costs by $6,000.

                                    10 of 13
<PAGE>


Interest expense incurred during the three-month and six-month periods ended
June 30, 2001 was $1,000 for both periods compared to $108,000 and $209,000 for
the respective periods in 2000. All interest bearing debt of the Company was
held by Arisur and has been written off as a result of the mine closure
discussed above under "Recent Events."

During the six months ended June 30, 2001 and 2000, the Company incurred $0 and
$166,000 in capital expenditures, substantially all of which related to normal
mine development costs at the operation in Bolivia.



                                    11 of 13
<PAGE>


                           PART II. OTHER INFORMATION

Item 1. Legal Proceedings
-------------------------

     None

Item 2. Changes in Securities
-----------------------------

     None

Item 3. Defaults upon Senior Securities
---------------------------------------

     None

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

     None

Item 5. Other Information
-------------------------

     None

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

     a.   Exhibits

          None

     b.   Reports on Form 8-K

          None


                                    12 of 13
<PAGE>


                                   SIGNATURES
                                   ----------

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


                                    ATLAS MINERALS INC.
                                    -------------------
                                    (Registrant)


                                    By: /s/ James R. Jensen
                                    -----------------------
                                    James R. Jensen
                                    Chief Financial Officer


Date:  August 10, 2001              /s/ James R. Jensen
                                    -------------------
                                    James R. Jensen
                                    Chief Financial Officer (Principal Financial
                                    Officer & Chief Accounting Officer)



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