SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB


(Mark One)

     [X]  Quarterly report under Section 13 or 15(d) of the Securities  Exchange
          Act of 1934 for the quarterly period ended December 31, 2000.

     [    ]  Transition  report  under  Section  13 or 15(d)  of the  Securities
          Exchange Act of 1934 for the transition  period from  ------------- to
          --------------.


         Commission file number: 0-27831
                                 -------


                      GENESIS CAPITAL CORPORATION OF NEVADA
                     ---------------------------------------
        (Exact name of small business issuer as specified in its charter)





                    Nevada                               91-1947658
                  --------                              ------------
      (State or other jurisdiction of       (I.R.S. Employer Identification No.)
       incorporation or organization)





                   11701 South Freeway, Burleson, Texas   76028
                   --------------------------------------------
               (Address of principal executive office)   (Zip Code)


                                 (817) 293-9334
                           --------------------------
                           (Issuer's telephone number)


         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 (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 XX                    No
                                       ----                      ---------


         The number of outstanding  shares of the issuer's common stock,  $0.001
par value,  as of December  31, 2000 was  _________  and the total number of the
issuer's preferred stock, $.001 par value, was _____.


<PAGE>



                               TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS.................................................3

    Condensed Balance Sheets as of September 30, 2000 and December 31, 2000...4

    Condensed Statements of Operations
             for the Three Month Periods Ended December 31, 2000 and 1999.....5

    Condensed Statements of Cash Flows
             for the Three Month Periods Ended December 31, 2000 and 1999.....6

    Condensed Statements of Stockholder's Equity
             for the Three Month Period Ended December 31, 2000 and 1999......7

    Notes to Unaudited Condensed Financial Statements.........................8

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS.................................9


PART II - OTHER INFORMATION

ITEM 1 LEGAL PROCEEDINGS......................................................10

ITEM 2 CHANGES IN SECURITIES..................................................10

ITEM5 OTHER INFORMATION.......................................................10

INDEX TO EXHIBITS.............................................................12








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                                        2

<PAGE>



                                     PART I

ITEM 1.           FINANCIAL STATEMENTS

         As  used  herein,   the  term  "Company"   refers  to  Genesis  Capital
Corporation  of  Nevada.,  a  Nevada  corporation,   and  its  subsidiaries  and
predecessors  unless otherwise  indicated.  Consolidated,  unaudited,  condensed
interim financial statements including a balance sheet for the Company as of the
quarter  ended  December 31, 2000 and  statements of  operations,  statements of
shareholders  equity and  statements of cash flows for the interim  period up to
the date of such balance sheet and the  comparable  period of the preceding year
are  attached  hereto as Pages 3 through 8 and are  incorporated  herein by this
reference.












                 [THIS SPACE HAS BEEN LEFT BLANK INTENTIONALLY]

                                        3

<PAGE>





<TABLE>

                                         Genesis Capital Corporation of Nevada
                                                     Balance Sheet
<CAPTION>

                                                                             December 31,              September 30,
                                                                                 2000                       2000
                                                                         ---------------------      --------------------
                                                                              (Unaudited)                (Audited)
<S>                                                                  <C>                        <C>
ASSETS
      Current Assets:
            Cash in Bank                                               $                     -   $                     -
                                                                         ---------------------      --------------------
                 Total current assets                                                        -                         -

      Investments                                                                            -                         -
      Marketable Securities, at Market Value                                            84,000                   195,000
      Deferred Tax Benefit                                                             199,911                   156,051
                                                                         ---------------------      --------------------

TOTAL ASSETS                                                           $               283,911   $               351,051
                                                                         ---------------------      --------------------

                                                                         ---------------------      --------------------

LIABILITIES
      Current Liabilities:                                             $                         $
            Accrued Expenses                                                            90,500                    72,500
            Deferred Tax payable - Investments                                               -                         -
                                                                         ---------------------      --------------------
                 Total Current Liabilities                                              90,500                    72,500

      STOCKHOLDERS' EQUITY
            Preferred stock ($.001 par value, 10,000,000
                 shares authorized with 77,755 shares
                 issued and outstanding                                                     78                        78
            Common stock ($.001 par value 50,000,000
                 shares authorized; with 2,217,911 shares issued
                 and outstanding                                                         2,218                     2,218
            Accumulated Other Comprehensive Income (Loss)                             (340,560)                 (267,300)
            Additional paid in capital                                               9,195,579                 9,195,579
            Retained Earnings                                                       (8,663,904)               (8,652,024)
                                                                         ---------------------      --------------------
                 Total stockholders' equity                                            193,411                   278,551

TOTAL LIABILITIES AND EQUITY                                           $               283,911   $               351,051
                                                                         ---------------------      --------------------

                                                                         ---------------------      --------------------
</TABLE>




               See accompanying summary of accounting principles
                 and notes to consolidated financial statements


                                        4

<PAGE>




<TABLE>

                            Genesis Capital Corporation of Nevada
                                   Statement of Operations


<CAPTION>

                                                                            Three Months Ended
                                                                               December 31,
                                                                    2000                        1999
                                                          ------------------------  ----------------------------
<S>                                                       <C>                       <C>

REVENUES
      Revenues                                              $                   -    $                        -
                                                              -------------------      ------------------------

            Total Revenues                                                      -                             -
                                                              -------------------      ------------------------

            Property Taxes                                                      -                         3,809
            Rent                                                            9,000
            Directors Fees                                                  4,500
            Management Fees                                                 4,500
            General & Administrative Expenses:                                  -                             -
                                                              --------------------      ------------------------
                         Total Expenses                     $              18,000    $                    3,809
                                                              --------------------      ------------------------

               Net Income Before Tax                                      (18,000)                       (3,809)

               Income Tax Benefit                                           6,120                           571
                                                              --------------------      ------------------------

                Net Income (Loss)                           $             (11,880)    $                   3,238
                                                              ====================      ========================

Earnings Per Share - Basic
                Net Income (Loss) per Share                 $              (0.005)                            0
Earnings Per Share - Diluted
              Net Income (Loss) per Share                                  (0.004)                       (0.001)


Weighted Average Shares Outstanding                                     2,217,911                     2,067,911
Weighted Average Shares Outstanding (Diluted)                           2,995,461                     3,895,461
                   (Retroactively Restated)


</TABLE>


                See accompanying summary of accounting principles
                 and notes to consolidated financial statements

                                        5

<PAGE>




<TABLE>

                                           Genesis Capital Corporation of Nevada
                                                 Statements of Cash Flows

<CAPTION>

                                                                       Three Months Ended
                                                              September 30,           September 30,
                                                                  2000                     1999
                                                               (Unaudited)             (Unaudited)
<S>                                                       <C>                      <C>
CASH FLOWS FROM OPERATION ACTIVITIES
     Net Income                                            $             (11,880)   $             (3,238)

            Adjustments:
            Accrued Property Taxes                                             -                   3,809
            Accrued Expenses                                              18,000                       -
            Deferred Income Tax Benefit                                   (6,120)                   (571)
            Accounts Receivable
                                                              ------------------      ------------------

            Total from Operating Activities                $               3,238                   3,238
                                                              ------------------      ------------------

     Cash Flows - Investing Activities                                         -                       -
          Fixed assets
                                                              ------------------      ------------------

          Total for Investing Activities                   $                   -                       -
                                                              ------------------      ------------------

     Cash Flows - Financing Activities
          Common Stock/Paid-In-Capital                                         -                       -
          Other                                                                -                       -
                                                              ------------------      ------------------

          Total From Financing Activities                                      -                       -
                                                              ------------------      ------------------

          Increase in Cash                                                     -                       -

          Cash Balance, Begin of Year                                          -                       -
                                                              ------------------      ------------------

          Cash Balance, End of Year                                            -                       -
                                                              ==================      ==================

          Supplemental Disclosure:
                Cash paid during year for:
                     Interest                                                  -                       -
                     Income taxes                                              -                       -

</TABLE>








                See accompanying summary of accounting principles
                 and notes to consolidated financial statements

                                        6

<PAGE>


<TABLE>

                              Genesis Capital Corporation of Nevada
                                Statement of Stockholders' Equity

<CAPTION>

                                Common Stock                Preferred Stock       Additional Paid-      Accumulated
                                Shares At Par                Shares At Par           in-Capital          Deficit         Total

<S>                        <C>         <C>         <C>            <C>            <C>               <C>             <C>
Balance October 1, 2000      2,067,911  $  2,068.00       932,755 $        933.00 $      9,194,829  $   (8,625,369) $       572,461
                           -----------  ----------- ------------- --------------- ----------------  --------------- ---------------
Stock Cancellation                                      (750,000) $      (750.00) $            750
                           -----------  ----------- ------------- --------------- ----------------  --------------- ---------------
Net Income (Loss)                                                                                   $       (3,238) $       (3,238)
                           -----------  ----------- ------------- --------------- ----------------  --------------- ---------------
Balance December 31, 2000    2,067,911  $  2,068.00       182,755 $        333.00 $      9,195,579  $   (8,628,607) $       569,223
                           ===========  =========== ============= =============== ================  =============== ===============
</TABLE>



                See accompanying summary of accounting principles
                 and notes to consolidated financial statements







                                                         7

<PAGE>



                      Genesis Capital Corporation of Nevada
              Notes to unaudited consolidated financial statements
                                December 31, 2000


NOTE 1 - SUMMARY OF ACCOUNTING POLICIES

         a.  Organization

         The  Company  is a  shell  company  that  has  had no  active  business
         operations for the past three years.

         b.  Basic Loss Per Share

         Basic loss per share has been calculated  based on the weighted average
         number of shares of common stock outstanding during the period.

         c.  Income Taxes

         As of December  31, 2000,  the Company has a tax loss carry  forward in
         the amount of $46,906 for federal tax income  purposes that may be used
         in the future to offset taxable income.  The tax loss carryforward will
         begin to expire in 2014. For more information  concerning the Company's
         income taxes, please see the financial statements contained in its Form
         10-SB on file with the SEC.

         d.  Estimates

         The  preparation of financial  statements in conformity  with generally
         accepted  accounting  principles  requires management to make estimates
         and  assumptions  that  affect  the  reported  amounts  of  assets  and
         liabilities and disclosure of contingent  assets and liabilities at the
         date of the financial  statements and the reported  amounts of revenues
         and expenses during the reporting  period.  Actual results could differ
         from those estimates.

         e.  Marketable Securities - Available for Sale

         The   Company   has   classified    its   marketable    securities   as
         "available-for-sale"  securities. Trading securities are stated at fair
         value. Unrealized gains and losses are reported as a separate component
         of equity.


                                        8

<PAGE>



ITEM 2.           MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

This Quarterly Report contains  certain  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, which are intended to be
covered by the safe harbors  created  thereby.  Investors are cautioned that all
forward-looking  statements  involve risks and  uncertainty , including  without
limitation,  the  ability of the  Company to continue  its  expansion  strategy,
changes in costs of raw  materials,  labor,  and employee  benefits,  as well as
general  market  conditions,  competition  and  pricing.  Although  the  Company
believes  that  the  assumptions   underlying  the  forward-looking   statements
contained herein are reasonable, any of the assumptions could be inaccurate, and
therefore,  there  can  be no  assurance  that  the  forward-looking  statements
included in this  Quarterly  Report will prove to be  accurate.  In light of the
significant  uncertainties inherent in the forward-looking  statements including
herein,  the  inclusion  of  such  information  should  not be  regarded  as are
presentation by the Company or any other person that the objectives and plans of
the Company will be achieved.

As used  herein the term  "Company"  refers to Genesis  Capital  Corporation  of
Nevada, a Nevada corporation and its predecessors,  unless the context indicates
otherwise.  The Company is currently a shell  company  whose  purpose will be to
acquire  operations  through an  acquisition,  merger or begin its own start- up
business.

The Company is in the process of  attempting to identify and acquire a favorable
business  opportunity.  The  Company  has  reviewed  and  evaluated  a number of
business ventures for possible  acquisition or participation by the Company. The
Company has not entered into any  agreement,  nor does it have any commitment or
understanding to enter into or become engaged in a transaction as of the date of
this filing. The Company continues to investigate, review, and evaluate business
opportunities  as they  become  available  and will  seek to  acquire  or become
engaged  in  business  opportunities  at  such  time as  specific  opportunities
warrant.

Results of Operations

The Company had no sales  revenues for the three months ended  December 31, 2000
or 1999.  The Company had no sales for the three months ended  December 31, 2000
or 1999 because it is a shell  company that has not had any business  operations
for the past three years.

The Company had no costs of sales  revenues for the three months ended  December
31, 2000 or 1999  because it is a shell  company  that has not had any  business
operations for the past three years.

The Company  had no general and  administrative  expenses  for the three  months
period ended December 31, 2000 or for the same period in 1999.

The  Company  recorded  net income loss of $11,880  for the three  months  ended
December 31, 2000 compared to$ 3,238 loss for the same period in 1999.

Capital Resources and Liquidity

At December  31,  2000,  the Company  had total  current  assets of $0 and total
assets of $283,911 as compared to $0 current assets and $351,051 total assets at
September 30, 2000. The Company had a net

                                        9

<PAGE>



working capital deficit of $90,500 at December 31, 2000 as compared to a working
capital  deficit of $72,500 at September 30, 2000. Net  stockholders'  equity in
the Company was $193,411 as of December 31, 2000,  as compared to $278,551 as of
September 30, 2000.


                            PART II-OTHER INFORMATION


ITEM 1.           LEGAL PROCEEDINGS

In January,  2000,  the Company  fully  settled the claims  raised by Biorelease
Corporation in its petition filed in the district court of Harris County, Texas,
269th judicial  district,  on September 30, 1999. The case involved a March 1994
contract with Genesis by which 150,000  shares of Genesis  preferred  stock were
given to  Biorelease  in exchange  for 1.5 million  shares of its common  stock.
Biorelease sought relief in the form of an injunction preventing transfer of its
1.5 million shares, or rescission of the contract, or damages of $1,300,000.  As
part of the settlement and  stipulation by the parties,  on or about January 13,
2000, a Final  Judgement was entered  rescinding  the contract,  and the parties
gave back to each other the shares  which had been the subject of the  contract.
No other relief was granted by the Final Judgment,  and in fact all other claims
for relief sought in the complaint were dismissed with prejudice.

ITEM 6.           EXHIBITS

     (a)  Exhibits.  Exhibits  required to be attached by Item 601 of Regulation
          S-B are  listed  in the  Index  to  Exhibits  on page 11 of this  Form
          10-QSB, and are incorporated herein by reference.

     (b)  Reports on Form 8-K.  No  reports  on Form 8-K were  filed  during the
          period covered by this Form 10-QSB.


                                   SIGNATURES

In accordance with the  requirements of the Exchange Act, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized, this 19th day of February 2000.



GENESIS CAPITAL CORPORATION OF NEVADA


 /s/ Jerry Conditt
Jerry Conditt                                            February 19, 2000
Vice-President and Director





                                       10

<PAGE>



                                  EXHIBIT INDEX

EXHIBIT           PAGE
NO.               NO.               DESCRIPTION


Charter and By-laws

2(i)        *              Articles  of   Incorporation  of  Genesis  Capital
                           Corporation of Nevada,  a Nevada  corporation,  filed
                           with the State of Nevada on December 22, 1998.

2(ii)       *              By-laws of the Company adopted on December 18, 1998.

* Incorporated herein by reference from Form 10-SB filed October 26, 1999.








                                       11