U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                   FORM 10-QSB

                             Quarterly Report Under
                       the Securities Exchange Act of 1934

                      For Quarter Ended: December 31, 2000

                           Commission File No. 0-25743



                            FREEDOM GOLF CORPORATION
        (Exact name of small business issuer as specified in its charter)



                                     Nevada
         (State or other jurisdiction of incorporation or organization)

                                   91-1950699
                        (IRS Employer Identification No.)

                        7334 South Alton Way, Bldg. 14-A
                               Englewood, Colorado
                    (Address of principal executive offices)

                                      80112
                                   (Zip Code)

                                 (303) 221-0331
                           (Issuer'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 ____.

The number of shares of the  registrant's  only class of common stock issued and
outstanding as of February 14, 2000, was 13,818,906 shares.


<PAGE>



                                     PART I

ITEM 1.           FINANCIAL STATEMENTS.

     The unaudited financial  statements for the three months ended December 31,
2000, are attached hereto.

ITEM 2.           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                  CONDITION AND RESULTS OF OPERATIONS

     The following  discussion  should be read in conjunction with the Company's
unaudited financial  statements and notes thereto included herein. In connection
with, and because it desires to take advantage of, the "safe harbor"  provisions
of the Private  Securities  Litigation  Reform Act of 1995, the Company cautions
readers regarding certain forward looking statements in the following discussion
and  elsewhere  in this  report  and in any other  statement  made by, or on the
behalf of the Company,  whether or not in future filings with the Securities and
Exchange  Commission.  Forward  looking  statements  are statements not based on
historical  information  and  which  relate to  future  operations,  strategies,
financial  results  or  other  developments.   Forward  looking  statements  are
necessarily based upon estimates and assumptions that are inherently  subject to
significant business,  economic and competitive uncertainties and contingencies,
many of which are beyond the Company's  control and many of which,  with respect
to future business  decisions,  are subject to change.  These  uncertainties and
contingencies can affect actual results and could cause actual results to differ
materially from those expressed in any forward looking statements made by, or on
behalf of, the Company.  The Company  disclaims any obligation to update forward
looking statements.

     Comparison  of Results of  Operations  for the three  month  periods  ended
December 31, 2000 and 1999

     Total  revenues  increased  from  $9,799 in the three  month  period  ended
December  31,  1999,  to $28,107 in 2000,  an increase of $18,308  (186.8%).  We
believe that this increase was  attributable  to more golfers  becoming aware of
our products line through our increased  marketing  efforts and new  visibility,
including those professional golfers who are using our products on the Celebrity
Players  Tour.  Costs of sales were $11,204  during the three month period ended
December  31, 2000,  compared to $5,537  during the similar  period in 1999,  an
increase  of $5,667  (102.3%).  This was due  primarily  to the  acquisition  of
increased  raw  materials in order to increase  inventory to meet the  increased
sales.

     Selling, general and administrative expenses were $105,704 during the three
month period ended  December  31, 2000,  compared to $87,812  during the similar
period in 1999, an increase of $17,892

                                        2


<PAGE>



(20.4%).  This  increase  was due  primarily  to  increases  in travel  and golf
tournament  sponsorship,  as we continue  to attempt to make the golfing  public
aware of our product  lines,  as well as costs  associated  with our status as a
public company, including increased legal and accounting costs.

LIQUIDITY AND CAPITAL RESOURCES

     At December 31, 2000, we had no cash and $188,020 in inventory.

     Also  at  December  31,  2000,   we  had   outstanding   notes  payable  to
nonaffiliates  amounting to $215,747. All of these notes are due within one year
and bear interest at from 7.25% to 15% per annum.

     In addition,  we have notes payable in the principal amount of $110,850 due
to  persons  and  entities  affiliated  with  our  Company.  Included  in  these
obligations are the following:

     On December  21,  1999,  Heritage  Real Estate  Development  Corp.  Defined
Benefit  Pension Plan and Trust (the  "Heritage  Trust") loaned us the principal
sum of $45,200.  The  Heritage  Trust is a pension  plan to which John Arney,  a
director of the Company, is trustee and beneficiary.  This loan accrued interest
at the rate of 15% per annum and was due December 21, 2000. The applicable  loan
provided for a conversion feature,  wherein the loan was convertible into shares
of our common stock at a conversion  price of $.85 per share.  As of the date of
this Report, the loan has not been converted. On October 16, 2000, we refinanced
this loan. As a result of this  refinancing,  the Heritage Trust currently holds
two separate  notes.  One note is in the principal  amount of $40,000,  which is
secured by 25 complete regulation sets of graphite Freedom golf clubs, including
logo head  covers.  This note is due March 6, 2001 and  accrues  interest at the
rate of 15% per annum, except in the event of a default,  when the interest rate
increases  to 18% per  annum.  As  additional  consideration,  we issued a stock
option in favor of Heritage Trust whereby it has the option to purchase  266,667
shares  of our  common  stock at an  exercise  price of $.15 per  share  through
December 3, 2003.

     Also as a result of this  refinancing,  we owe Heritage Trust the principal
sum of $10,850, the balance of the principal amount due under the original note,
plus accrued  interest.  This note also accrues  interest at the rate of 15% per
annum, with a default interest rate of 18% per annum.  However, this note is not
secured but is guaranteed by our President,  Gaylen Johnson. This note is due on
or before  February 15,  2001,  but is expected to be  extended.  As  additional
consideration,  we granted Heritage Trust an option to purchase 72,333 shares of
our common  stock at an exercise  price of $.15 per share,  through  December 3,
2003.

                                        3


<PAGE>



     In December 1999, John Arney, individually,  loaned us the principal amount
of $20,000,  which  accrues  interest at the rate of 10% per annum.  In November
2000,  Mr.  Arney  loaned us an  additional  $40,000,  which  note also  accrues
interest at the rate of 15% per annum and is due January 16,  2001.  These notes
are currently past due and the parties expect to renegotiate the repayment terms
in the near future.

     At December 31, 2000, we had outstanding cash working capital advances from
our President  amounting to $49,927.  The advances are non-interest  bearing and
are  expected  to be repaid  out of the  proceeds  from the  debenture  offering
described below, provided that sufficient funds are available therefrom.

     Our management  has recognized  that, in order to allow us to implement our
business  strategy  discussed  in our Form  10-KSB  for our  fiscal  year  ended
September 30, 2000, as filed with the US Securities and Exchange Commission,  it
will be  necessary  for us to raise  additional  equity  capital  of at least $2
million in addition to the funds recently  raised by us.  Relevant  thereto,  in
February 2001, we commenced a self-underwritten, "best efforts" private offering
of convertible debentures,  each debenture convertible into shares of our common
stock at a conversion price of $.50 per share. The debentures accrue interest at
the rate of 15% per annum and are due 18 months from receipt and  acceptance  by
us of the relevant  subscription.  Because marketing of this offering  commenced
within the prior two days of the filing of this Report,  no  subscriptions  have
been  accepted  by us as of yet  and  there  can be no  assurances  that we will
receive any subscriptions from this offering.

     In addition,  we intend to continue our discussions with investment bankers
and others to provide or assist in providing additional  financing.  However, as
of the  date of this  Report,  we do not have any  written  commitments  for any
financing, and no assurance can be given that we will obtain any such financing.
Failure to obtain  additional  capital into the Company will force management to
reduce expense,  which may affect our ability to implement our business plan. If
we are not  successful,  it is  doubtful  that we will be able to survive and we
will be forced to liquidate.

TRENDS

     While no assurances can be provided,  we anticipate  that our revenues will
increase  beginning in February 2001. We commenced our formal  marketing plan at
the annual  PGA show held in  Orlando,  Florida  during the last week in January
2001. We expect that the demand for our products will be dependent  upon,  among
other things,  market  acceptance for our concept in golf clubs,  our operations
and general economic  conditions that are cyclical in nature.  In addition,  our
success is also dependent  upon our ability to finance our proposed  operations,
either with debt or equity.

                                        4


<PAGE>




     We also understand that new designs and changes from  traditional  lines of
golf clubs may meet with consumer  rejection.  We have planned our manufacturing
capabilities  based upon our forecasted  demand for our products.  Actual demand
for such products may exceed or be less that our  forecasted  demand.  If we are
unable to  produce  sufficient  quantities  of our golf clubs in time to fulfill
actual  demand,  such  inability  may limit our sales and  adversely  affect our
financial performance.

INFLATION

     Although the operations of the Company are  influenced by general  economic
conditions, the Company does not believe that inflation had a material affect on
the results of operations during the three month period ended December 31, 2000.

                           PART II. OTHER INFORMATION

ITEM 1.           LEGAL PROCEEDINGS  - None

ITEM 2.           CHANGES IN SECURITIES

     During the three month period ended December 31, 2000, we sold an aggregate
of 280,000  shares of our common stock for gross  proceeds of $70,000  ($.25 per
share).  The shares  were sold to one  accredited  investor.  These  shares were
valued at quoted market price at the date the share issuance was approved by our
board of directors.

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

                           EX-27            Financial Data Schedule

                  (b)      Reports on Form 8-K

                           None

                                        5


<PAGE>



                            FREEDOM GOLF CORPORATION
                                  Balance Sheet
                                December 31, 2000
                                   (Unaudited)


                                     ASSETS
                                     ------

                                                                      2000
                                                                   ----------

Current assets:
  Accounts receivable - trade                                      $      447
  Inventory                                                           188,020
                                                                   ----------
     Total current assets                                             188,467

Property and equipment, at cost, net of
  accumulated depreciation of $8,460                                    8,189

Deposit                                                                 2,000
Patents, net of accumulated amortization of $16,111                    83,887
                                                                   ----------
                                                                   $  282,543
                                                                   ==========

                      LIABILITIES AND STOCKHOLDERS' EQUITY
                      ------------------------------------

Current liabilities:
  Note payable - bank                                                  15,551
  Note payable - others                                               154,546
  Note payable - related party                                        110,850
  Accounts payable - trade                                             83,267
  Advances from officer                                                49,927
  Accrued salaries                                                    291,325
  Accrued interest - related party                                      5,365
  Accrued expenses                                                     17,522
                                                                   ----------
                                                                      728,353

Stockholders' equity:

  Common stock, $.001 par value,
    50,000,000 shares authorized,
    13,818,906 shares issued and outstanding                           13,819
  Additional paid-in capital                                        2,213,232
  Unearned services                                                  (187,500)
  Accumulated deficit                                              (2,485,361)
                                                                   ----------
                                                                     (445,810)
                                                                   ----------
                                                                   $  282,543
                                                                   ==========


            See accompanying notes to unaudited financial statements.

                                        6


<PAGE>



                            FREEDOM GOLF CORPORATION
                            Statements of Operations
                  Three Months Ended December 31, 2000 and 1999
                                   (Unaudited)

                                                       Three Months Ended
                                                           December 31,

                                                        2000         1999
                                                    -----------   -----------

Sales, net                                          $    28,107   $     9,799
Cost of sales                                            11,204         5,537
                                                    -----------   -----------
                                                         16,903         4,262

Selling, general and administrative expenses            105,704        87,812
                                                    -----------   -----------
Income (loss) from operations                           (88,801)      (83,550)

Other income and (expense):
  Interest expense                                       (7,993)       (2,597)
  Other income                                               13            49
                                                    -----------   -----------
                                                         (7,980)       (2,548)

Income (loss) before income taxes                       (96,781)      (86,098)
Provision for income taxes                                    -             -
                                                    -----------   ------------

Net income (loss)                                   $   (96,781)  $   (86,098)
                                                    ===========   ===========


Basic and fully diluted earnings (loss) per share:

  Net income (loss)                                 $     (0.01)  $     (0.01)
                                                    ===========   ===========

Weighted average shares outstanding                  13,725,573    11,048,213
                                                    ===========   ===========


            See accompanying notes to unaudited financial statements.

                                        7


<PAGE>



                            FREEDOM GOLF CORPORATION
                            Statements of Cash Flows
                  Three Months Ended December 31, 2000 and 1999

                                                       Three Months Ended
                                                           December 31,

                                                        2000         1999
                                                    -----------   -----------

Net income (loss)                                   $   (96,781)  $   (86,098)
  Adjustments to reconcile net income (loss) to net
   cash provided by operating activities:
   Depreciation and amortization                          2,499         2,094
   Interest added to loan balance                         5,650             -
  Changes in assets and liabilities:
   (Increase) decrease in accounts receivable             1,318        (3,011)
   (Increase) decrease in inventory                     (84,926)      (60,518)
   (Increase) decrease in prepaid expenses               38,800        20,530
   Increase (decrease) in accounts payable                2,157       (21,140)
   Increase (decrease) in accrued salaries              (13,175)       18,000
   Increase (decrease) in accrued expenses                2,737        39,507
                                                    -----------   -----------
     Total adjustments                                  (44,940)       (4,538)
                                                    -----------   -----------
  Net cash provided by operating activities            (141,721)      (90,636)
                                                    -----------   -----------

  Cash flows from financing activities:

   Common stock sold for cash                            70,000        52,100
   Repayment of bank loan                                (1,594)       (5,807)
   Proceeds from notes payable                           70,000        87,870
   Repayment of notes payable                           (12,282)            -
                                                    -----------   -----------
  Net cash (used in) financing activities               126,124       134,163
                                                    -----------   -----------

Increase (decrease) in cash                             (15,597)       43,527
Cash and cash equivalents,
  beginning of period                                    15,597           246
                                                    -----------   -----------
Cash and cash equivalents,
  end of period                                     $         -   $    43,773
                                                    ===========   ===========

            See accompanying notes to unaudited financial statements.

                                        8


<PAGE>



                            Freedom Golf Corporation
                     Notes to Unaudited Financial Statements
                                December 31, 2000

                  The  accompanying  unaudited  financial  statements  have been
                  prepared in  accordance  with  generally  accepted  accounting
                  principles  for  interim  financial  information  and with the
                  provisions of Regulation SB. Accordingly,  they do not include
                  all of the  information  and  footnotes  required by generally
                  accepted   accounting   principles   for  complete   financial
                  statements.  In the  opinion of  management,  all  adjustments
                  (consisting  of  normal  recurring   adjustments)   considered
                  necessary for a fair  presentation  have been included.  These
                  financial  statements  should  be  read  in  conjunction  with
                  information provided in the Company's report on Form 10- K for
                  the year ended September 30, 2000.

                  The results of  operations  for the periods  presented are not
                  necessarily  indicative  of the results to be expected for the
                  full year.

                  Income  (loss)  per share  was  computed  using  the  weighted
                  average number of common shares outstanding.

                  During the three months ended  December 31, 2000,  the Company
                  received   gross  proceeds  from  the  sale  of  common  stock
                  aggregating  $70,000.  The shares were sold at a price of $.25
                  per share,  which was  equivalent  to the trading value common
                  stock at the sale date.

                  Additionally  during the quarter,  the Company  received gross
                  proceeds  $70,000  from the issuance of notes  payable,  added
                  accrued  interest of $5,650 to a note balance and repaid notes
                  aggregating $12,282.

                                        9


<PAGE>



                                   SIGNATURES

         Pursuant  to the  requirements  of  Section  12 of the  Securities  and
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.

                                        FREEDOM GOLF CORPORATION
                                        (Registrant)

                                        Dated:  February 15, 2001


                                        By:s/ Gaylen P. Johnson
                                           ---------------------------------
                                           Gaylen P. Johnson, President

                                       10


<PAGE>


                            Freedom Golf Corporation

                EXHIBIT INDEX TO QUARTERLY REPORT ON FORM 10-QSB
                     FOR THE QUARTER ENDED DECEMBER 31, 2000

EXHIBITS                                                                Page No.

  EX-27           Financial Data Schedule.....................................12



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