UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                      Washington, DC 20549

                           FORM 10-QSB
 QUARTERLY REPORT FOR SMALL BUSINESS ISSUERS SUBJECT TO THE 1934
                   ACT REPORTING REQUIREMENTS

[X]  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE  ACT  OF 1934 FOR THE QUARTERLY PERIOD  ENDED  JUNE  30,
2000.

[   ]  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: 000-27613






                   DESERT WEST MARKETING, INC.
     (Exact name of registrant as specified in its charter)







Nevada
(State of                                   (I.R.S. Employer
organization)                            Identification No.)

2505 Rancho Bel Air, Las Vegas, NV 89107
(Address of principal executive offices)

Registrant's telephone number, including area code 702.240-0124

Check whether the issuer (1) filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the past
12 months and (2) has been subject to such filing requirements
for the past 90 days.  Yes X

There are 2,650,000 shares of common stock issued and outstanding
as of June 30, 2000.

                 PART I - FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

          Unaudited  financial statements for the  quarter  ended
            June 30, 2000.
                   Desert West Marketing, Inc.
                  (A Development Stage Company)

                Index to the Financial Statements
                     As of June 30, 2000 and
  For the Three Month Periods Ended June 30, 2000 and 1999 and
 For the Period from March 5, 1999 (Inception) to June 30, 2000
                           (Unaudited)




   Financial  Statements of  Desert
       West Marketing, Inc.:
 <TABLE>
 <S>                                                     <C>
 Balance Sheet, as of June 30, 2000 (Unaudited)               2
 Statements of Operations  for the Three Month Periods
 Ended June 30, 2000 and 1999 and for the Period from
 March 5, 1999 (Inception) to June 30, 2000 (Unaudited)       3
 Statement of Shareholders' Equity for the Three Month
 Periods Ended June 30, 2000 and 1999 and for the
 Period from March 5, 1999 (Inception) to June 30, 2000       4
 (Unaudited)
 Statement of Cash Flows for the Three Month Periods
 Ended June 30, 2000 and 1999 and for the Period from
 March 5, 1999 (Inception) to June 30, 2000 (Unaudited)       5
 Notes to Financial Statements (Unaudited)                    6
 </TABLE>


                   Desert West Marketing, Inc.

                  (A Development Stage Company)

                          Balance Sheet

                          June 30, 2000
                           (Unaudited)



<TABLE>
<S>                                                <C>
                            ASSETS
Accrued interest                                          $ 896
Due from shareholder                                     10,000
                                                       --------
Total  assets                                          $ 10,896
                                                       ========

             LIABILITIES AND SHAREHOLDERS' EQUITY

Accounts payable                                        $ 1,199
                                                        -------
Total liabilities                                         1,199
                                                        -------
Shareholders' equity:
Common stock, $.001 par value;
10,000,000 shares authorized;
2,650,000 shares issued and outstanding.                  2,650
Additional paid-in capital                                9,000
Deficit accumulated during development stage            (1,953)
                                                       --------
Total shareholders' equity                                9,697
                                                       --------
Total liabilities and shareholders' equity             $ 10,896
                                                       ========
</TABLE>
  The accompanying notes are an integral part of the financial
                           statements.

                                2


                   Desert West Marketing, Inc.

                  (A Development Stage Company)

                     Statement of Operations

  For the Three Month Periods Ended June 30, 2000 and 1999 and
 For the Period from March 5, 1999 (Inception) to June 30, 2000
                           (Unaudited)


<TABLE>
<S>                        <C>          <C>            <C>
                                                       For the
                                                       Period From
                           Three Month  Three Month    March 5, 1999
                           Period       Period Ended   (Inception) to
                           Ended
                           June         June 30,       June 30, 2000
                           30,2000      1999
                           -----------  ------------   --------------
                           -            -
Revenue                               -             -                -
Cost of sales                         -             -                -
                               --------     ---------       ----------
  Gross profit                        -             -                -

Other expenses                        -             -        $ (2,849)
Other income                      $ 438             -              896
                               --------     ---------       ----------
Net income (loss)                 $ 438             -        $ (1,953)
                               ========     =========       ==========
Net (loss) per share                  -             -                -
                               ========     =========       ==========
</TABLE>
  The accompanying notes are an integral part of the financial
                           statements.

                                3


                           Desert West Marketing, Inc.

                          (A Development Stage Company)
                        Statement of Shareholders' Equity

          For the Three Month Periods Ended June 30, 2000 and 1999 and
         For the Period from March 5, 1999 (Inception) to June 30, 2000
                                   (Unaudited)

<TABLE>
<S>                       <C>        <C>       <C>       <C>        <C>         <C>          <C>
                                                                                Deficit
                                                                                Accumulated
                                     Price               Common     Additional  During the
                          Common     Per       Common    Stock      Paid-in     Development
                          Shares     Share     Stock     Subscribed Capital     Stage       Total
Formation of
corporation,
March 5, 1999                      -         -         -         -          -           -
Common stock               1,650,000   $ 0.001   $ 1,650         -          -           -   $ 1,650
Common stock subscribed            -   $ 0.010         -   $ 1,000    $ 9,000           -    10,000
Net loss                           -         -         -         -  $ (1,650)     (1,650)
                           ---------   -------  --------  --------  ---------    --------
Balance, March 31, 1999    1,650,000     1,650     1,000     9,000    (1,650)      10,000
Issuance of common stock
on collection of stock
subscription receivable    1,000,000     1,000   (1,000)         -          -           -
Net loss                           -         -         -         -          -           -
                           ---------   -------  --------  --------  ---------    --------
Balance, June 30, 1999     2,650,000     2,650         -     9,000    (1,650)      10,000
Net loss                           -         -         -         -      (741)       (741)
                           ---------   -------  --------  --------  ---------    --------
Balance, March 31, 2000    2,650,000     2,650         -     9,000    (2,391)       9,259
Net income                         -         -         -         -        438         438
                           ---------   -------  --------  --------  ---------    --------
Balance, June 30, 2000     2,650,000   $ 2,650         -   $ 9,000  $ (1,953)     $ 9,697
                           =========   =======  ========  ========  =========     =======
</TABLE>
    The accompanying notes are an integral part of the financial statements.

                                        4
                   Desert West Marketing, Inc.

                  (A Development Stage Company)

                     Statement of Cash Flows

  For the Three Month Periods Ended June 30, 2000 and 1999 and
 For the Period from March 5, 1999 (Inception) to June 30, 2000
                           (Unaudited)


<TABLE>
<S>                                  <C>            <C>           <C>
                                                                  For the
                                                                  Period From
                                     Three Month    Three Month   March 5, 1999
                                     Period Ended   Period Ended  (Inception) to
                                     June 30,2000   June 30,1999  June 30, 2000

Cash flows from operating
activities:
  Net income (loss)                         $ 438            -       $ (1,953)
  Adjustments to reconcile net loss
   to net cash
  Increase in assets:
  Accrued Interest                          (438)            -           (896)
  Due from shareholder                          -            -        (10,000)
  Increase  in liabilities:
  Accounts payable                              -            -           1,199
                                         --------    ---------       ---------
Cash used in operating activities               -            -        (11,650)
                                         --------    ---------       ---------
Cash flows used in investing
activities:
Cash used in investing activities               -            -               -
                                         --------    ---------       ---------
Cash flows provided by financing
activities:
  Issuance of common stock                      -     $ 10,000          11,650
                                         --------    ---------       ---------
Cash provided by financing                      -       10,000          11,650
activities
                                         --------    ---------       ---------
Net increase in cash                            -       10,000               -
Cash at beginng of period                       -            -               -
                                         --------    ---------       ---------
Cash at end of period                         $ -     $ 10,000             $ -
                                         ========    =========       =========
               Supplemental Disclosure of Cash Flow Information
Interest paid                                   -            -               -
Income taxes paid                               -            -               -
</TABLE>
  The accompanying notes are an integral part of the financial
                           statements.

                                5


                   Desert West Marketing, Inc.

                  (A Development Stage Company)
                  Notes to Financial Statements

                     As of June 30, 2000 and
  For the Three Month Periods Ended June 30, 2000 and 1999 and
 For the Period from March 5, 1999 (Inception) to June 30, 2000
                           (Unaudited)

1. Basis of Presentation

   In  the  opinion  of  the Company, the accompanying  unaudited
   condensed   financial  statements  contain  all   adjustments,
   consisting of only normal recurring adjustments, necessary  to
   present fairly its financial position as of June 30, 2000  and
   the  related  results of its operations, shareholders'  equity
   and cash flows for the three month periods ended June 30, 2000
   and 1999 and for the period from March 5, 1999 (inception)  to
   June  30, 2000. The results of operations for the three months
   ended  June  30, 2000, are not necessarily indicative  of  the
   results to be expected for the full year. These statements are
   condense  and therefore do not include all of the  information
   and   footnotes  required  by  generally  accepted  accounting
   principles  for complete financial statements. The  statements
   should  be  read in conjunction with the financial  statements
   and  footnotes included in the Company's annual report on Form
   10KSB for the year ended March 31, 2000.
2. Development Stage Operations

   Desert West Marketing, Inc. (a development stage company) (the
   "Company") was incorporated in the state of Nevada on March 5,
   1999  and  has  no operating history with no revenues  and  no
   products  or  technology ready for the market.  The  Company's
   initial  business plan anticipates engaging in the manufacture
   and/or  sale of vitamins and nutritional supplements,  and  to
   that end, has obtained an exclusive license to manufacture and
   market   a   photon  light  activated  food  supplement.   The
   implementation  of these plans requires, among  other  things,
   significant  resources  and  may involve  the  use  of  leased
   facilities    and    equipment,   subcontract   manufacturing,
   consultants, outside sales representatives, and/or merger with
   an operating entity. While management believes the Company has
   adequate cash resources to meet its immediate liquidity needs,
   the  Company's ability to be a going concern is predicated  on
   its ability to raise additional necessary capital to implement
   its  plans, achievement of successful operations, and  or  the
   completion of a merger with an operating entity. There  is  no
   assurance that any of these will occur or be successful.
3. Income (Loss) Per Common Share

   The  income  (loss)  per common share  has  been  computed  by
   dividing  the  loss  available to common shareholders  by  the
   weighted-average number of common shares for the period.

                                6
                   Desert West Marketing, Inc.

                  (A Development Stage Company)
                  Notes to Financial Statements

                     As of June 30, 2000 and
  For the Three Month Periods Ended June 30, 2000 and 1999 and
 For the Period from March 5, 1999 (Inception) to June 30, 2000
                           (Unaudited)

3. Income (Loss) Per Common Share, Continued

   The computations of the income (loss) per common share for the
   three  month periods ended June 30, 2000 and 1999 and for  the
   period from March 5, 1999 (inception) to June 30, 2000 follow.

   The Company does not have any potentially dilutive securities.
<TABLE>
<S>                           <C>           <C>                <C>
                                                               For the
                                                               Period From
                              Three Month   Three Month        March 5, 1999
                              Period Ended  Period Ended       (Inception) to
                              June 30,2000  June 30, 1999      June 30, 2000
  Net income (loss)
available
  to common shareholders             $ 438                -        $ (1,953)
  Weighted-average shares        2,650,000        2,650,000        2,587,500
                                 ---------       ----------        ---------
Income (loss) per common                 -                -                -
share
                                 =========       ==========        =========
</TABLE>
7

ITEM 2.   MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  AND  PLAN   OF
          OPERATIONS

THIS REPORT SPECIFIES FORWARD-LOOKING STATEMENTS OF MANAGEMENT OF
THE  COMPANY  ("FORWARD-LOOKING STATEMENTS")  INCLUDING,  WITHOUT
LIMITATION,  FORWARD-LOOKING STATEMENTS REGARDING  THE  COMPANY'S
EXPECTATIONS, BELIEFS, INTENTIONS AND FUTURE STRATEGIES. FORWARD-
LOOKING STATEMENTS ARE STATEMENTS THAT ESTIMATE THE HAPPENING  OF
FUTURE  EVENTS  AND ARE NOT BASED ON HISTORICAL  FACTS.  FORWARD-
LOOKING  STATEMENTS  MAY BE IDENTIFIED BY  THE  USE  OF  FORWARD-
LOOKING  TERMINOLOGY,  SUCH AS "COULD", "MAY", "WILL",  "EXPECT",
"SHALL",   "ESTIMATE",   "ANTICIPATE",  "PROBABLE",   "POSSIBLE",
"SHOULD",  "CONTINUE", "INTEND" OR SIMILAR TERMS,  VARIATIONS  OF
THOSE  TERMS OR THE NEGATIVE OF THOSE TERMS. THE FORWARD- LOOKING
STATEMENTS  SPECIFIED  IN  THIS  REPORT  HAVE  BEEN  COMPILED  BY
MANAGEMENT  OF  THE COMPANY ON THE BASIS OF ASSUMPTIONS  MADE  BY
MANAGEMENT AND CONSIDERED BY MANAGEMENT TO BE REASONABLE.  FUTURE
OPERATING  RESULTS  OF THE COMPANY, HOWEVER,  ARE  IMPOSSIBLE  TO
PREDICT  AND NO REPRESENTATION, GUARANTY, OR WARRANTY  IS  TO  BE
INFERRED FROM THOSE FORWARD-LOOKING STATEMENTS.

THE   ASSUMPTIONS   USED  FOR  PURPOSES  OF  THE  FORWARD-LOOKING
STATEMENTS SPECIFIED IN THIS REPORT REPRESENT ESTIMATES OF FUTURE
EVENTS  AND ARE SUBJECT TO UNCERTAINTY AS TO POSSIBLE CHANGES  IN
ECONOMIC,  LEGISLATIVE,  INDUSTRY,  AND OTHER CIRCUMSTANCES. AS A
RESULT,  THE IDENTIFICATION AND INTERPRETATION OF DATA AND  OTHER
INFORMATION AND THEIR USE IN DEVELOPING AND SELECTING ASSUMPTIONS
FROM  AND  AMONG REASONABLE ALTERNATIVES REQUIRE THE EXERCISE  OF
JUDGMENT. TO THE EXTENT THAT THE ASSUMED EVENTS DO NOT OCCUR, THE
OUTCOME  MAY  VARY  SUBSTANTIALLY FROM ANTICIPATED  OR  PROJECTED
RESULTS,  AND,  ACCORDINGLY,  NO  OPINION  IS  EXPRESSED  ON  THE
ACHIEVABILITY OF THOSE FORWARD-LOOKING STATEMENTS.  IN  ADDITION,
THOSE  FORWARD-LOOKING STATEMENTS HAVE BEEN COMPILED  AS  OF  THE
DATE OF THIS REPORT AND SHOULD BE EVALUATED WITH CONSIDERATION OF
ANY CHANGES OCCURRING AFTER THE DATE OF THIS REPORT. NO ASSURANCE
CAN BE GIVEN THAT ANY OF THE ASSUMPTIONS RELATING TO THE FORWARD-
LOOKING STATEMENTS SPECIFIED IN THIS REPORT ARE ACCURATE, AND THE
COMPANY  ASSUMES NO OBLIGATION TO UPDATE ANY SUCH FORWARD-LOOKING
STATEMENTS.

Overview of Our Business.  We were incorporated on March 5, 1999,
pursuant to the provisions of General Corporation Law of  Nevada.
Our  executive offices are located at 2505 Rancho  Bel  Air,  Las
Vegas, Nevada 89107.  Our telephone number is (702) 240-0124.  We
were organized to engage in the manufacturing, packaging and sale
and  distribution  of vitamins and nutritional supplements.   Our
original business plan was to distribute vitamin brands of  other
vitamin  producers, as well as developing our own vitamin brands.
We  originally  planned to manufacture some of  our  own  vitamin
products.

We  also  planned  to market health related products  other  than
vitamins  if  the  opportunity presented itself.  We  planned  to
market our products to alternative medicine practitioners, health
food  stores  and  other  wholesale and resale  sources.  Because
research  and  development  costs  in  the  vitamin  and   health
supplement  industry are so high, and our funds are  limited,  we
decided  to  acquire  the  right to sell or  distribute  existing
products  or obtain licensing, marketing, distribution  or  other
rights to those types of products.

Some  of our shareholders are friends and business associates  of
Dr. Robert Milne.  Dr. Milne is a board-certified family practice
physician  with extensive experience in alternative health  care,
allergy  testing  and  preventative  medicine.  He  is  also  the
inventor  of  a patented allergy-testing device. Before  starting
his  own  practice  at  the Milne Medical Center  in  Las  Vegas,
Nevada, Dr. Milne was Medical Director at the Omni Medical Center
and  also  practiced medicine at the Nevada Clinic after previous
assignments  in  emergency medicine and a  family  practice.  Dr.
Milne  is the author of numerous papers in the medical field  and
has  authored  several books, including The Definitive  Guide  to
Headaches  and  The  Photon  Connection  -  Energy  for  the  New
Millennium.  Dr.  Milne has been developing various  vitamin  and
health-supplement products for many years.

In December, 1999, we entered into a licensing agreement with Dr.
Milne to acquire the rights to produce and market a natural anti-
cholesterol  supplement  which is taken  in  capsule  form.  This
supplement  is  derived from fermented rice  and  Peruvian  plant
products.  The licensing agreement requires us to pay  Dr.  Milne
one-tenth of a cent per capsule which we sell directly, and  one-
twentieth a cent per capsule which we sell through a sublicensor.

Cholesterol  is  a waxy substance in your blood that  helps  form
cell  membranes, hormones and other tissue. But when there's  too
much of it in your bloodstream, it clogs up your arteries and can
lead  to heart disease. Your body produces about 1,000 milligrams
of cholesterol a day. The rest of it comes from animal-based food
in your diet, such as meat, fish, eggs and dairy.

About  15  million  Americans presently take cholesterol-lowering
drugs.  By lowering the level of so-called bad or LDL cholesterol
in   the   blood,  or  lowering  the  amount  of  a  fat   called
triglyceride,  these  drugs can prevent heart  disease  and  save
lives.  However,  like  all pharmaceuticals, cholesterol-lowering
drugs  have  side effects, some of which may argue against  their
use  by  certain patients. The most commonly prescribed drugs  to
control  cholesterol  belong to a family  called  statins.  These
types  of  drugs,  which  are  marketed  under  the  brand  names
Pravacol, or pravastatin, Zocor, or simvastatin, and other names,
work by interfering with the multi-step cholesterol manufacturing
process  in  the  liver, reducing blood cholesterol  levels.  But
because  statins act directly on the liver, they can  also  cause
general  inflammation, a condition that  shows  up  in  a  liver-
function  blood  test.  In rare cases,  statins  can  also  cause
general  muscle  inflammation. If left untreated, this  condition
can  progress  to  breakdown of muscle tissue.  Then,  as  muscle
molecules enter the blood, they can overload the kidneys and lead
to  kidney  failure. Such muscle symptoms occur mostly in  people
taking more than one drug. Immunosuppressants,  like  those  used
by   all  transplant  recipients, triglyceride-lowering drugs and
even  the  common  antibiotic erythromycin often  trigger  muscle
inflammation.

Another problem with statins is that they can reduce sperm  count
and  adversely  affect a developing fetus. So men  and  women  of
childbearing age might want to avoid taking them, or  be  careful
about conceiving a child while on the drugs.

There  are   alternatives  to the use of  statins.  Perhaps   the
safest cholesterol-lowering drugs, the bile acid resins, marketed
under  the  brand  names Questran and Colestid, never  enter  the
blood.  Instead,  they  remain in the intestine,  tying  up  bile
acids.  The  liver manufactures bile acids from  cholesterol,  so
when  resins disable these chemicals, the liver makes more, using
up  more cholesterol, thus lowering blood cholesterol levels. But
the  resin  drugs  can cause constipation, and they  can  prevent
absorption of other medications.

The  familiar vitamin niacin also works to lower LDL cholesterol,
if  taken in high doses.  Rarely,  niacin can cause liver damage.
But  the vitamin's blood-vessel relaxing function causes the most
potential  problems, says Miller. Niacin causes a sort  of  super
blushing  or  hot flashes. There are also drugs called  fibrates,
marketed  under  the  brand name Gemfibrozil and  the  soon-to-be
released Lipidil, which dramatically decrease triglyceride levels
and,  as  a  bonus, raise HDLs, the so-called "good" cholesterol.
Their effect on LDLs falls short of statins, however.

Because  of  the existing and potential side effects of  all  the
existing  prescription drugs, we believe our product may  provide
an  attractive  alternative  to  the  drug  treatments  presently
available to lower cholesterol.

Our  Plan  of Operation for Next 12 Months. We plan to  establish
relationships with alternative medicine practitioners and  others
interested in promoting alternative treatments. We will focus our
initial  marketing  efforts on the states  of  Nevada,  Utah  and
California.  We  plan  to  market our  products  by  distributing
brochures and price lists through the mails. Follow-up calls will
be made to promising prospects. This approach will be our primary
marketing method, although, if we gain some market acceptance, we
may place advertisements in magazines that promote various sports
and  activities.  These sources, as well as  magazines  promoting
health   products  and  targeted  to  the  alternative   medicine
practitioner, will be the main focus of our magazine advertising.
At  this  time, until the product gains support among alternative
health  care providers, advertising the product is premature.  We
also  must  arrange for commercial manufacture  of  the  product,
which we plan to subcontract, and for packaging and distribution,
which  we will also subcontract, at least initially, and possibly
the use of leased facilities and equipment.

Liquidity  and  Available Cash for Operations. Our  current  cash
resources  are not sufficient to fund our marketing and promotion
activities relating to our anti-cholesterol capsules for the next
9  months. We are not currently generating any revenues from  the
sale  or  licensing of the anti-cholesterol supplement. Our  only
external  source of liquidity is the sale of our  capital  stock.
Fortunately,  because  Dr. Milne developed  the  anti-cholesterol
capsule,  he,  and not the company, paid the research  and  other
costs  of  its  development.  However,  we  will  have  to  raise
additional funds or collect funds owed to the Company to continue
with our business plan.

We  Have No Employees. We do not currently have any employees. We
anticipate using consultants for business, accounting,  marketing
and  legal  services on an as-needed basis. Because  we  plan  to
enter  into  licensing  and manufacturing agreements  with  third
parties  when we have achieved market acceptance and support  for
our  anti-cholesterol capsule, we anticipate that we will require
very few employees, if any, during the next fiscal year.

Producing  Our Anti-Cholesterol Capsule. We do not own production
equipment  and  we  do  not  intend to  purchase  any  production
equipment  or lease a production facility until we have completed
our initial marketing efforts. We do not believe we will have any
problems   purchasing  the  rice  and  Peruvian  plant   products
necessary  to  produce  our  anti-cholesterol  capsule  or   that
availability of those ingredients will be significantly  effected
by seasonal factors. Any time you must purchase any products from
outside the United States, you encounter many potential problems,
such as political instability in the country of origin, raises in
tariff rates, fluctuations in foreign exchange rates, and general
shipping  and handling supplies through customs. We believe  that
all  of these details are manageable risks which are common risks
of purchasing supplies outside the United States.

We  May Be Forced to Recall Our Product. If we receive complaints
about side-effects, or if Dr. Milne determines that there is some
type of problem with the anti-cholesterol capsules on the market,
we  might  recall some or all of these capsules. For example,  if
there  was  some  foreign  substance contaminating  the  capsules
during  the production process, we would recall all the  capsules
we  had  shipped, even uncontaminated capsules,  to  protect  the
public.  Government  agencies  having  regulatory  authority  for
product  sales  might  order  us to recall  our  product  due  to
disputed  labeling claims, manufacturing issues, quality  defects
or  other  reasons. A product recall would damage our  reputation
with the public and could put us out of business.

Our business also exposes us to potential product liability risks
that are inherent in the testing, manufacturing and marketing  of
nutritional supplement products. We do not currently have product
liability insurance, and there can be no assurance that  we  will
be  able to obtain or maintain such insurance on acceptable terms
or,  if  obtained,  that  such insurance  will  provide  adequate
coverage  against  potential liabilities.  We  face  an  inherent
business  risk of exposure to product liability and other  claims
in  the  event  that the development or use of our technology  or
products is alleged to have resulted in adverse effects.

                   PART II - OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS

There  are no legal actions pending against the Company  nor  are
any such legal actions contemplated.

ITEM 2.   CHANGES IN SECURITIES

Shares  Issued  as Compensation for Services. In March  1999,  we
issued  at  total  of  550,000 shares  of  our  common  stock  as
compensation for legal services provided to the company by Thomas
E.  Stepp,  Jr. and his paralegal, Richard Reincke. Those  shares
were  valued at what we believe was the fair market value at  the
time of issuance, which was $0.001 per share. Also in March 1999,
we  issued 1,100,000 shares of our common stock to Thomas Krucker
because he had expended the funds to incorporate the company  and
provided  services  in connection with the incorporation  of  the
company. Those shares were valued at what we believe was the fair
market  value at the time he expended those funds, which was  par
value.

Sale of Our Common Stock. In March 10, 1999, we sold unregistered
shares  of  our  common stock in reliance on  an  exemption  from
registration  provided  by  Rule  504  of  Regulation  D  of  the
Securities  Act of 1933. We sold a total of 1,000,000  shares  of
our common stock and received gross proceeds totaling $10,000  in
cash from approximately 24 non-accredited investors.

ITEM 3.   DEFAULTS UPON SENIOR SECURITIES

     None

ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     None

ITEM 5.   OTHER INFORMATION

     Not Applicable

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

     (a)  Exhibits

     1    Underwriting Agreement (not applicable)

     2    Plan of Merger (not applicable)

     3.1  Articles of Incorporation (Charter Document) (1)

     3.2  Certificate  of Amendment to Articles of  Incorporation
          (Charter Document) (1)

     3.3  Bylaws (1)

     10.1       Material  Contracts  -  License  Agreement  dated
          December 21, 1999 with Dr. Robert Milne (2)

     11   Statement   Re:  Computation  of  Per  Share   Earnings
          (included in Footnote 2 of the Financial Statements  in
          Item 1 of this Quarterly Report on Form 10-QSB)

     15   Letter   on  Unaudited  Interim  Financial  Information
          (included  in Financial Statements in Item  1  of  this
          Quarterly Report on Form 10-QSB)

     18   Letter   on   Change  in  Accounting  Principles   (Not
          applicable)

     19   Reports Furnished to Security Holders (Not applicable)

     22   Published  Report Regarding Matters Submitted  to  Vote
          (not applicable)

     24   Power of Attorney (1)

     27   Financial Data Schedule

     99   Other (not applicable)
_______________________

          (1)  Previously   filed  as  exhibits  to  Registration
               Statement  on Form 10-SB filed with the Securities
               and Exchange Commission on October 13, 1999.

          (2)  Previously  filed as exhibits to Form  10-QSB  for
               the quarter ended December 31, 1999 filed with the
               Securities  and Exchange Commission  on  July  20,
               2000.

     (b)  Reports on Form 8-K

          None

                           SIGNATURES

In  accordance  with the requirements of the  Exchange  Act,  the
Registrant has caused this report to be signed on its  behalf  by
the  undersigned, thereunto duly authorized in the  City  of  Las
Vegas, Nevada, on December 6, 2000.

                              Desert West Marketing, Inc.,
                              a Nevada corporation


                              /s/ Russell Seedborg
                              By: Russell Seedborg
                              President