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

                                   FORM 10-QSB

(Mark  One)

[X]   QUARTERLY  REPORT  PURSUANT  TO  SECTION  13  OR 15(D) OF THE SECURITIES
      EXCHANGE  ACT  OF  1934

For  the  quarterly  period  ended  July 31, 2001
                                    -------------

[ ]   TRANSITION  REPORT  PURSUANT  TO  SECTION 13 OR 15(D) OF THE SECURITIES
      EXCHANGE  ACT  OF  1934

For  the  transition  period  from                    to
                                   ------------------

Commission  File  No.   000-29917
                     ------------

                                  GROWTEX, INC.

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

               Nevada                                           76-0602955
   ----------------------------------                     ---------------------
   (State or other jurisdiction of                          (I.R.S.  Employer
   of incorporation or organization)                       Identification  No.)

                 5076 Angus Drive, Vancouver, BC Canada V6M 3M5

                    (Address of principal executive offices)

                                 (604) 269-9881

                (Issuer's telephone number, including area code)

     Check whether the issuer (1) filed all reports 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
                                     ------

State the number of shares outstanding of each of the issuer's classes of common
equity as of the latest practicable date: As of November 2, 2001 - 2,500,000
shares of common stock, par value $0.001.

Transitional  Small  Business  Disclosure  Format (Check One): Yes [ ] No [X].


<PAGE>
                                                                               1

Growtex,  Inc.
(A  Development  Stage  Company)



                                      INDEX

PART  I  -  Financial  Information  Page

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

          Balance  Sheets  as  of  July  31, 2001 (unaudited) and April 30, 2001
          (audited)  F-1

          Statements  of Operations for the three months ended July 31, 2001 and
          2000  (unaudited)  F-2

          Statements  of Cash Flows for the three months ended July 31, 2001 and
          2000  (unaudited)  F-3

          Notes  to  the  financial  statements  (unaudited)  F-4

Item  2.  Management's  Discussion  and  Analysis  of  Results  of
--------  --------------------------------------------------------
          Operations  and  Financial  Condition     F-6
          -------------------------------------

Signatures     F-9


<PAGE>
                                                                               2

PART  I  -  FINANCIAL  INFORMATION

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

The  Financial  Statements  of the Company required to be filed with this 10-QSB
Quarterly Report were prepared by management and commence on the following page,
together  with  related  Notes.  In  the  opinion  of  management, the Financial
Statements  fairly  present  the  financial  condition  of  the  Company.

                                  Growtex, Inc.
                          (A Development Stage Company)
                          Interim Financial Statements
                                  July 31, 2001
                                   (Unaudited)


<PAGE>
<TABLE>
<CAPTION>
                                                                               3

Growtex  Inc.

(A  Development  Stage  Company)
Interim  Balance  Sheets



                                                                July 31,    April 30,
                                                                  2001        2001
                                                              (unaudited)   (audited)
                                                                   $            $
<S>                                                            <C>         <C>
Assets

License (Note 3)                                                       -            -
                                                                ---------  ----------

Total Assets                                                           -           -
                                                                =========  ==========

Liabilities and Stockholders' Equity

Current Liabilities
   Accounts payable                                                4,551       3,818
   Accrued liabilities                                             1,000         650
   Owing to a director (Note 4)                                    2,200       2,200
                                                                ---------  ----------

Total Liabilities                                                  7,751       6,668
                                                                ---------  ----------


Contingent Liability (Note 1)

Stockholders' Equity (Deficit)

Common Stock, 25,000,000 shares authorized with a par value
  of $.001; 2,500,000 shares issued and outstanding                2,500       2,500

Additional Paid-in Capital                                           100         100

Donated Capital                                                   11,250       9,000
                                                                ---------  ----------

                                                                  13,850      11,600

Deficit Accumulated During the Development Stage                 (21,601)    (18,268)
                                                                ---------  ----------

Total Stockholders' Equity (Deficit)                              (7,751)     (6,668)
                                                                ---------  ----------

Total Liabilities and Stockholders' Equity                             -           -
                                                                =========  ==========
</TABLE>


<PAGE>
<TABLE>
<CAPTION>
                                                                               4

Growtex  Inc.

(A  Development  Stage  Company)
Interim  Statements  of  Operations



                                       Accumulated from
                                        April 2, 1999       Three months     Three months
                                     (Date of Inception)     Year ended          ended
                                       to July 31, 2001     July 31, 2001    July 31, 2000
                                         (unaudited)         (unaudited)      (unaudited)
                                              $                   $                $
<S>                                  <C>                   <C>             <C>
Revenues                                               -                -                 -
                                     -------------------  ---------------  ----------------
Expenses

     Accounting and audit                          3,200              350                 -
     Amortization of license                       1,500                -                 -
     Donated overhead                              3,750              750                 -
     Donated services                              7,500            1,500                 -
     Legal                                         4,551              733                 -
     License written-off                             500                -                 -
     Organization expenses                           600                -                 -
                                     -------------------  ---------------  ----------------

                                                  21,601            3,333                 -
                                     -------------------  ---------------  ----------------

Net Loss                                         (21,601)          (3,333)                -
                                     ====================  ===============  ===============


Basic Net Loss Per Share                                            (0.01)                -
                                                           ===============  ===============


Weighted Average Shares Outstanding                              2,500,000               -
                                                           ===============  ===============
</TABLE>

                                      F-2

       (The accompanying notes are an integral part of the interim financial
                                   statements)


<PAGE>
<TABLE>
<CAPTION>
                                                                               5

Growtex  Inc.

(A  Development  Stage  Company)
Interim  Statements  of  Cash  Flows




                                               Three months     Three months
                                                   ended            ended
                                               July 31, 2001    July 31, 2000
                                                (unaudited)      (unaudited)
                                                     $                $
<S>                                           <C>              <C>
Cash Flows to Operating Activities
  Net loss                                            (3,333)                -

  Non cash items
    Donated services                                   1,500                 -
    Donated overhead                                     750                 -

  Change in non-cash working capital items

    Accounts payable and accrued liabilities           1,083                 -
                                               -------------  ----------------
Net Cash Used by Operating Activities                      -                 -
                                               -------------  ----------------

Cash Flows from Financing Activities
  Increase in shares issued                                -                 -
                                               -------------  ----------------

Net Cash Provided by Financing Activities                  -                 -
                                               -------------  ----------------

Change in cash                                             -                 -
Cash - beginning of period                                 -                 -
                                               -------------  ----------------

Cash - end of period                                       -                 -
                                               =============  ================
Non-Cash Financing Activities                              -                 -
                                               =============  ================

Supplemental Disclosures
  Interest paid                                            -                 -
  Income tax paid                                          -                 -
</TABLE>

                                      F-3

       (The accompanying notes are an integral part of the interim financial
                                   statements)


<PAGE>
Growtex  Inc.

(A  Development  Stage  Company)

Notes  to  the  Interim  Financial  Statements
(unaudited)


1.   Development  Stage  Company

     Growtex Inc. herein (the "Company") was incorporated in the State of
     Nevada, U.S.A. on April 2, 1999. The Company acquired a license to market
     and distribute a product. As discussed in Note 3, this license is in
     jeopardy and the Company has retained the right to sue the vendor.

     The Company's new business plan is as a "blank check" company. Under the
     Securities Act of 1933, a blank check company is defined as a development
     stage company that has no specific business plan or purpose or has
     indicated that its business plan is to engage in a merger or acquisition
     with an unidentified company or companies and is issuing "penny stock"
     securities.

     In a development stage company, management devotes most of its activities
     in investigating business opportunities. Planned principal activities have
     not yet begun. The ability of the Company to emerge from the development
     stage with respect to any planned principal business activity is dependent
     upon its successful efforts to raise additional equity financing and find
     an appropriate merger candidate. There is no guarantee that Gentry will be
     able to raise any equity financing or find an appropriate merger candidate.
     There is substantial doubt regarding the Company's ability to continue as a
     going concern.

2.   Summary  of  Significant  Accounting  Policies

     (a)  Year  End

          The  Company's  fiscal  year  end  is  April  30.

     (b)  Licenses

          The cost to acquire the License was capitalized. The carrying value of
          the License is evaluated in each reporting period to determine if
          there were events or circumstances which would indicate a possible
          inability to recover the carrying amount. Such evaluation is based on
          various analyses including assessing the Company's ability to bring
          the commercial applications to market, related profitability
          projections and undiscounted cash flows relating to each application
          which necessarily involves significant management judgment. Where an
          impairment loss has been determined the carrying amount is
          written-down to fair market value. Fair market value is determined as
          the amount at which the license could be sold in a current transaction
          between willing parties. The License has been written-off to
          operations due to the lack of historical cash flow of the license and
          lack of a market to resell the license.

     (c)  Cash  and  Cash  Equivalents

          The Company considers all highly liquid instruments with a maturity of
          three months or less at the time of issuance to be cash equivalents.

     (d)  Use  of  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 periods. Actual results could differ from
          those estimates.


                                      F-4

       (The accompanying notes are an integral part of the interim financial
                                   statements)
<PAGE>
     (e)  Basic and Diluted Net Income (Loss) Per Share

          The Company computes net income (loss) per share in accordance with
          SFAS No. 128, "Earnings per Share" (SFAS 128). SFAS 128 requires
          presentation of both basic an diluted earnings per share (EPS) on the
          face of the income statement. Basic EPS is computed by dividing net
          income (loss) available to common shareholders (numerator) by the
          weighted average number of shares outstanding (denominator) during the
          period. Diluted EPS gives effect to all dilutive potential common
          shares outstanding during the period including stock options, using
          the treasury stock method, and convertible preferred stock, using the
          if-converted method. In computing Diluted EPS, the average stock price
          for the period is used in determining the number of shares assumed to
          be purchased from the exercise of stock options or warrants. Diluted
          EPS excludes all dilutive potential shares if their effect is anti
          dilutive.



                                      F-5
<PAGE>
2.   Summary of Significant Accounting Policies (continued)


     (f)  Interim Financial Statements

          These interim unaudited financial statements have been prepared on the
          same basis as the annual financial statements and in the opinion of
          management, reflect all adjustments, which include only normal
          recurring adjustments, necessary to present fairly the Company's
          financial position, results of operations and cash flows for the
          periods shown. The results of operations for such periods are not
          necessarily indicative of the results expected for a full year or for
          any future period.


3.   License

     The Company's only asset is a license to distribute and produce an oxygen
     enriched water product, called "Biocatalyst," for remediation of sewage and
     waste water in septic tanks and waste water treatment facilities, and for
     other similar uses, and the rights accruing from this license. The
     Company's original business plan was to determine the feasibility of the
     Biocatalyst sewage and waste remediation application, and, if Biocatalyst
     proved to be feasible for this application, become a Biocatalyst producer.
     The Company acquired the three-year license from Mortenson & Associates on
     April 5, 1999 by issuing 2,000,000 shares at a fair market value of $.001
     or $2,000. The general partner of Mortenson & Associates is also a spouse
     of a former director and officer of the Company. Mortenson & Associates
     acquired its right to sublicense Biocatalyst to the Company from NW
     Technologies.

     The Company filed a Form S-1 Registration Statement with the SEC on July 9,
     1999, which was subsequently amended but never declared effective. In
     December, 1999, David R. Mortenson, Mortenson & Associates' principal,
     notified the Company that he was involved in a legal dispute with NW
     Technologies, and would be unable to fulfill his obligations under the
     license to the Company. As a result, the Company's ability to implement its
     business plan was seriously undermined, and on February 10, 2000, the
     Company requested withdrawal of its Form S-1 Registration Statement. On
     February 18, 2000, Mortenson & Associates, the Company, and the Company's
     sole shareholder, Michael Kirsh, entered into a settlement agreement. Under
     the terms of the settlement agreement, Mortenson & Associates' affiliate,
     Vitamineralherb.com will grant to Mr. Kirsh a license to distribute
     vitamins and similar products in part for his agreement not to pursue his
     individual claims against Mortenson & Associates. The settlement agreement
     provides that Mortenson will prosecute his claims against NW Technologies
     diligently, with a goal toward recovering the Biocatalyst rights. Pursuant
     to the settlement agreement, the Company has retained its right to
     prosecute its claims against Mortenson & Associates for breach of contract.
     The Company has no plans to pursue a claim at this time.


4.   Related Party Transactions

     The License referred to in Note 3 was sold to the Company by a partnership
     whose general manager is the spouse of the former Secretary/Treasurer of
     the Company and a former director for consideration of 2,000,000 shares for
     total fair market consideration of $2,000. These shares were paid evenly to
     the ten partners.

     The amount owing to the President of the Company is non-interest bearing,
     unsecured with no fixed terms of repayment.

     The Company has received donated services and overhead from the President
     of the Company valued at $500 per month for services and $250 per month for
     overhead.


                                      F-6
<PAGE>
Item 2.   Management's Discussion and Analysis or Plan of Operations
--------------------------------------------------------------------

The following discussion and analysis should be read in conjunction with the
Company's Financial Statements and Notes thereto and other financial information
included elsewhere in this Form 10-QSB. This Form 10-QSB contains, in addition
to historical information, forward-looking statements that involve risks and
uncertainties. The Company's actual results could differ materially from the
results discussed in the forward-looking statements. Factors that could cause or
contribute to such differences include those discussed below.

OVERVIEW

The Company's business plan is to merge with or acquire a business entity in
exchange for the Company's securities. The Company has no particular acquisition
in mind and has not entered into any negotiations regarding such an acquisition.
Neither the Company's sole officer and director nor any affiliate has engaged in
any negotiations with any representative of any company regarding the
possibility of an acquisition or merger between the Company and such other
company.

Management anticipates seeking out a target company through solicitation. Such
solicitation may include newspaper or magazine advertisements, mailings and
other distributions to law firms, accounting firms, investment bankers,
financial advisors and similar persons, the use of one or more World Wide Web
sites and similar methods. No estimate can be made as to the number of persons
who will be contacted or solicited. Management may engage in such solicitation
directly or may employ one or more other entities to conduct or assist in such
solicitation. Management and its affiliates will likely pay referral fees to
consultants and others who refer target businesses for mergers into public
companies in which management and its affiliates have an interest. Payments
would be made if a business combination occurs, and may consist of cash or a
portion of the stock in the Company retained by management and its affiliates,
or both.

The Company's purpose is to seek, investigate and, if such investigation
warrants, acquire an interest in a business entity which desires to seek the
perceived advantages of a corporation which has a class of securities registered
under the Exchange Act. The Company will not restrict its search to any specific
business, industry, or geographical location and the Company may participate in
a business venture of virtually any kind or nature. Management anticipates that
it will be able to participate in only one potential business venture because
the Company has nominal assets and limited financial resources. See "Item 1,
Financial Statements." This lack of diversification should be considered a
substantial risk to the shareholders of the Company because it will not permit
the Company to offset potential losses from one venture against gains from
another.

The Company will not restrict its search for any specific kind of business
entity, but may acquire a venture which is in its preliminary or development
stage, which is already in operation, or in essentially any stage of its
business life. It is impossible to predict at this time the status of any
business in which the Company may become engaged, in that such business may need
to seek additional capital, may desire to have its shares publicly traded, or
may seek other perceived advantages which the Company may offer.

The Company may seek a business opportunity with entities which have recently
commenced operations, or which wish to utilize the public marketplace in order
to raise additional capital in order to expand into new products or markets, to
develop a new product or service, or for other corporate purposes. The Company
may acquire assets and establish wholly-owned subsidiaries in various businesses
or acquire existing businesses as subsidiaries.

The Company anticipates that the selection of a business opportunity in which to
participate will be complex and extremely risky. Management believes (but has
not conducted any research to confirm) that there are business entities seeking
the perceived benefits of a publicly registered corporation. Such perceived
benefits may include facilitating or improving the terms on which additional
equity financing may be sought, providing liquidity for incentive stock options
or similar benefits to key employees, increasing the opportunity to use
securities for acquisitions, providing liquidity for shareholders and other
factors. Business opportunities may be available in many different industries
and at various stages of development, all of which will make the task of
comparative investigation and analysis of such business opportunities difficult
and complex.


                                      F-7
<PAGE>
The Company has, and will continue to have, no capital with which to provide
cash or other assets to the owners of business entities. However, management
believes the Company will be able to offer owners of acquisition candidates the
opportunity to acquire a controlling ownership interest in a public company
without incurring the cost and time required to conduct an initial public
offering. Management has not conducted market research and is not aware of
statistical data to support the perceived benefits of a merger or acquisition
transaction for the owners of a business opportunity.

The analysis of new business opportunities will be undertaken by, or under the
supervision of, the sole officer and director of the Company, who is not a
professional business analyst. In analyzing prospective business opportunities,
management will consider such matters as the available technical, financial and
managerial resources; working capital and other financial requirements; history
of operations, if any; prospects for the future; the nature of present and
expected competition; the quality and experience of management services which
may be available and the depth of that management; the potential for further
research, development, or exploration; specific risk factors not now foreseeable
but which then may be anticipated to impact the proposed activities of the
Company; the potential for growth or expansion; the potential for profit; the
perceived public recognition or acceptance of products, services, or trades;
name identification; and other relevant factors. This discussion of the proposed
criteria is not meant to be restrictive of the Company's virtually unlimited
discretion to search for and enter into potential business opportunities.

The Company may enter into a business combination with a business entity that
desires to establish a public trading market for its shares. A target company
may attempt to avoid what it deems to be adverse consequences of undertaking its
own public offering by seeking a business combination with the Company. Such
consequences may include, but are not limited to, time delays of the
registration process, significant expenses to be incurred in such an offering,
loss of voting control to public shareholders or the inability to obtain an
underwriter or to obtain an underwriter on satisfactory terms.

Management of the Company, which in all likelihood will not be experienced in
matters relating to the business of a target company, will rely upon its own
efforts in accomplishing the business purposes of the Company. Outside
consultants or advisors may be utilized by the Company to assist in the search
for qualified target companies. If the Company does retain such an outside
consultant or advisor, any cash fee earned by such person will need to be
assumed by the target company, as the Company has limited cash assets with which
to pay such obligation.

A potential target company may have an agreement with a consultant or advisor
providing that services of the consultant or advisor be continued after any
business combination. Additionally, a target company may be presented to the
Company only on the condition that the services of a consultant or advisor be
continued after a merger or acquisition. Such preexisting agreements of target
companies for the continuation of the services of attorneys, accountants,
advisors or consultants could be a factor in the selection of a target company.

In implementing a structure for a particular business acquisition, the Company
may become a party to a merger, consolidation, reorganization, joint venture, or
licensing agreement with another corporation or entity. It may also acquire
stock or assets of an existing business. On the consummation of a transaction,
it is likely that the present management and shareholder of the Company will no
longer be in control of the Company. In addition, it is likely that the
Company's officer and director will, as part of the terms of the acquisition
transaction, resign and be replaced by one or more new officers and directors.

It is anticipated that any securities issued in any such reorganization would be
issued in reliance upon exemption from registration under applicable federal and
state securities laws. In some circumstances, however, as a negotiated element
of its transaction, the Company may agree to register all or a part of such
securities immediately after the transaction is consummated or at specified
times thereafter. If such registration occurs, of which there can be no
assurance, it will be undertaken by the surviving entity after the Company has
entered into an agreement for a business combination or has consummated a
business combination and the Company is no longer considered a blank check
company. Until such time as this occurs, the Company will not register any
additional securities. The issuance of additional securities and their potential
sale into any trading market which may develop in the Company's securities may
depress the market value of the Company's securities in the future if such a
market develops, of which there is no assurance.


                                      F-8
<PAGE>
While the terms of a business transaction to which the Company may be a party
cannot be predicted, it is expected that the parties to the business transaction
will desire to avoid the creation of a taxable event and thereby structure the
acquisition in a "tax-free" reorganization under Sections 351 or 368 of the
Internal Revenue Code of 1986, as amended (the "Code").

With respect to any merger or acquisition negotiations with a target company,
management expects to focus on the percentage of the Company which target
company shareholders would acquire in exchange for their shareholdings in the
target company. Depending upon, among other things, the target company's assets
and liabilities, the Company's shareholders will in all likelihood hold a
substantially lesser percentage ownership interest in the Company following any
merger or acquisition. The percentage of ownership may be subject to significant
reduction in the event the Company acquires a target company with substantial
assets. Any merger or acquisition effected by the Company can be expected to
have a significant dilutive effect on the percentage of shares held by the
Company's shareholders at such time.

The Company will participate in a business opportunity only after the
negotiation and execution of appropriate agreements. Although the terms of such
agreements cannot be predicted, generally such agreements will require certain
representations and warranties of the parties thereto, will specify certain
events of default, will detail the terms of closing and the conditions which
must be satisfied by the parties prior to and after such closing, will outline
the manner of bearing costs, including costs associated with the Company's
attorneys and accountants, and will include miscellaneous other terms.

The Company will not acquire or merge with any entity which cannot provide
audited financial statements at or within a reasonable period of time after
closing of the proposed transaction. The Company is subject to all of the
reporting requirements included in the Exchange Act. Included in these
requirements is the duty of the Company to file audited financial statements as
part of or within 60 days following its Form 8-K to be filed with the Securities
and Exchange Commission upon consummation of a merger or acquisition, as well as
the Company's audited financial statements included in its annual report on Form
10-K (or 10-KSB, as applicable). If such audited financial statements are not
available at closing, or within time parameters necessary to insure the
Company's compliance with the requirements of the Exchange Act, or if the
audited financial statements provided do not conform to the representations made
by the target company, the closing documents may provide that the proposed
transaction will be voidable at the discretion of the present management of the
Company.


RESULTS OF OPERATIONS

During the period from April 2, 1999 (inception) through July 31, 2001, the
Company has engaged in no significant operations other than accounting, legal
and filing costs associated with continuous disclosure requirements of the SEC.
The Company has also received the benefit of donated services from the sole
director and President of the Company valued at $500 per month and donated rent
and overhead valued at $200 per month.

The Company anticipates that, it will not generate revenues other than interest
income, and may continue to operate at a loss thereafter, depending upon the
performance of an acquired business.

LIQUIDITY AND CAPITAL RESOURCES

The Company remains in the development stage and, since inception, has
experienced no significant change in liquidity or capital resources or
stockholder's equity. Consequently, the Company's balance sheet as of July 31,
2001 reflects current assets of $nil.

The Company will carry out its plan of business as discussed above. The Company
cannot predict to what extent its liquidity and capital resources will be
diminished prior to the consummation of a business combination or whether its
capital will be further depleted by the operating losses (if any) of the
business entity which the Company may eventually acquire.


                                      F-9
<PAGE>
The Company will need additional capital to carry out its business plan to
engage in a business combination. No commitments to provide additional funds
have been made by management or stockholders. Accordingly, there can be no
assurance that any additional funds will be available on terms acceptable to the
Company or at all. Irrespective of whether the Company's cash assets prove to be
inadequate to meet its operational needs, the Company might seek to compensate
providers of services by issuances of stock in lieu of cash.


                                      F-10
<PAGE>
                                   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.


Dated: November 2, 2001                     GROWTEX, INC.

                                            By:  /s/  Michael Kirsh
                                            ------------------------------------
                                            Michael Kirsh, President, Secretary,
                                            Treasurer and Director



                                      F-11
<PAGE>