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

                                   FORM 10-QSB

     [X]      QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
              EXCHANGE ACT OF 1934

                For the Quarterly Period Ended December 31, 2001

     [ ]      TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
              EXCHANGE ACT OF 1934

              For the transition period from _________ to _________

                        Commission File Number: 0-25963

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

                   Delaware                                N/A
       -------------------------------            ----------------------
       (State or other jurisdiction of               (I.R.S. Employer
       incorporation or organization)             Identification Number)

         Suite 706, Dominion Centre, 43-59 Queen's Road East, Hong Kong
         --------------------------------------------------------------
                    (Address of principal executive offices)
                                011-852-2519-3933
                           --------------------------
                          (Issuer's telephone number)
                                 Not applicable
   --------------------------------------------------------------------------
   (Former name, former address and former fiscal year, if changed since last
                                    report.)

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 [X]  No [ ]
As of December 31, 2001, the Company had 2,684,970 shares of common stock issued
and  outstanding.
Transitional Small Business Disclosure Format:  Yes [ ]  No [X]
Documents incorporated by reference:  None.


                                        1
<PAGE>
<TABLE>
<CAPTION>
                              AGROCAN  CORPORATION

                                      INDEX

                                                                                      Page
                                                                                      ----
PART  I.   FINANCIAL  INFORMATION
<S>                                                                                   <C>
     Item  1.  Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . .   3

               Consolidated  Balance  Sheet  (Unaudited)  -  December  31,  2001. . .   3

               Consolidated  Statements  of  Operations and Comprehensive Income
               (Loss)  (Unaudited)  -  Three  Months Ended December 31, 2001 and
               2000 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   4

               Consolidated  Statements of Cash Flows (Unaudited) - Three Months
               Ended  December  31,  2001  and  2000. . . . . . . . . . . . . . . . .   5

               Notes  to  Consolidated  Financial Statements (Unaudited) - Three
               Months  Ended  December  31,  2001  and  2000. . . . . . . . . . . . .   6

     Item  2.  Management's Discussion and Analysis or Plan of Operation. . . . . . .   8


PART  II.  OTHER INFORMATION

     Item  2.  Changes in Securities and Use of Proceeds. . . . . . . . . . . . . . .  14

     Item  6.  Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . . . . . .  14


SIGNATURES. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  15
</TABLE>


                                        2
<PAGE>
PART  I.   FINANCIAL  INFORMATION

Item  1.   Financial Statements

<TABLE>
<CAPTION>
AGROCAN CORPORATION
CONSOLIDATED BALANCE SHEET (UNAUDITED)
DECEMBER 31, 2001

                                                                USD         RMB
                                                             ----------  ----------
<S>                                                          <C>         <C>
ASSETS
CURRENT ASSETS
  Cash and cash equivalents                                  $   63,055     523,356
  Accounts receivable, net                                    1,488,406  12,353,767
  Other receivables and prepayments                              58,255     483,518
  Inventories                                                   270,691   2,246,735
  Deposits                                                       24,691     204,939
  Amount due from related parties, net                          420,254   3,488,108
                                                             ----------  ----------

  TOTAL CURRENT ASSETS                                        2,325,352  19,300,423

ADVANCES RECEIVABLE, NET                                        984,200   8,168,860
PROPERTY, PLANT AND EQUIPMENT, NET                              758,616   6,296,515
                                                             ----------  ----------

  TOTAL ASSETS                                               $4,068,168  33,765,798
                                                             ==========  ==========

LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
  Short-term bank loan                                       $  203,976   1,693,000
  Short-term loans-unsecured                                    390,989   3,245,212
  Accounts payable                                              318,443   2,643,065
  Other payables and accruals                                    89,250     740,778
  Income tax payable                                             74,247     616,254
  Deposits received                                             202,943   1,684,430
  Amount due to related parties                                 548,614   4,553,497
                                                             ----------  ----------

  TOTAL LIABILITIES, ALL CURRENT                              1,828,462  15,176,236

MINORITY INTEREST                                               134,058   1,112,682

SHAREHOLDERS' EQUITY
  Preferred stock, par value US$0.0001 per share,
    authorized 10,000,000 shares; none issued
  Common stock, par value US$0.0001 per share,
    authorized 25,000,000 shares; issued and
    outstanding 2,684,970 shares at December 31, 2001               268       2,224
  Capital in excess of par value                              1,476,750  12,257,029
  Retained earnings
    Unappropriated                                              480,637   3,989,288
    Appropriated                                                145,818   1,210,289
  Other comprehensive income                                      2,175      18,050
                                                             ----------  ----------

  TOTAL SHAREHOLDERS' EQUITY                                  2,105,648  17,476,880
                                                             ----------  ----------

  TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                 $4,068,168  33,765,798
                                                             ==========  ==========

See notes to consolidated financial statements
</TABLE>


                                        3
<PAGE>
<TABLE>
<CAPTION>
AGROCAN CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS AND
COMPREHENSIVE INCOME (LOSS)   (UNAUDITED)
THREE MONTHS ENDED DECEMBER 31, 2001 AND 2000


                                         2001         2001        2000
                                      -----------  ----------  ----------
                                          USD          RMB         RMB
<S>                                   <C>          <C>         <C>
NET SALES                             $  127,907   1,061,626   2,199,132

COST OF SALES                             93,562     776,562   1,651,009
                                      -----------  ----------  ----------

GROSS PROFIT                              34,345     285,064     548,123

ADMINISTRATIVE AND GENERAL EXPENSES      (44,661)   (370,686)   (786,668)

SELLING EXPENSES                          (7,890)    (65,490)    (19,921)
                                      -----------  ----------  ----------

LOSS FROM OPERATIONS                     (18,206)   (151,112)   (258,466)

OTHER INCOME (EXPENSE)
  Interest income                            494       4,105           -
  Interest expense                        (3,192)    (26,497)    (10,626)
  Amortization of loan fees                    -           -    (151,153)
                                      -----------  ----------  ----------

LOSS BEFORE INCOME TAXES                 (20,904)   (173,504)   (420,245)

INCOME TAXES                                 584       4,845     (27,926)
                                      -----------  ----------  ----------

LOSS BEFORE MINORITY INTEREST            (20,320)   (168,659)   (448,171)

MINORITY INTEREST                            836       6,942      22,582
                                      -----------  ----------  ----------

NET LOSS                              $  (19,484)   (161,717)   (425,589)
                                      ===========  ==========  ==========

WEIGHTED AVERAGE SHARES OUTSANDING
  Basic and diluted                    2,684,970   2,684,970   2,334,970
BASIC AND DILUTED LOSS PER SHARE      $    (0.01)      (0.06)      (0.18)
                                      ===========  ==========  ==========

See notes to consolidated financial statements
</TABLE>


                                        4
<PAGE>
<TABLE>
<CAPTION>
AGROCAN CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
THREE MONTHS ENDED DECMEBER 31, 2001 AND 2000

                                                             2001       2001        2000
                                                           ---------  ---------  -----------
                                                              USD        RMB         RMB
<S>                                                        <C>        <C>        <C>
OPERATING ACTIVITIES
Net loss                                                   $(19,484)  (161,717)    (425,589)
Adjustments to reconcile net loss to net cash
(used in) provided by operating activities:
  Amortization of deferred costs                                  -          -      151,153
  Depreciation                                               17,325    143,800      149,245
  Minority interest in net income                              (836)    (6,942)     (22,582)
  (Increase) decrease in accounts receivable                 47,592    395,010   (2,196,926)
  Decrease (increase) in other receivables, deposits
   and prepayments                                           11,218     93,116   (3,568,436)
  (Increase) decrease in inventories                        (95,567)  (793,207)    (176,495)
  (Increase) decrease in amounts due from related parties    15,670    130,065      767,091
  Increase (decrease) in accounts payable                    45,380    376,653      124,790
  Increase (decrease) in income tax payable                 (19,369)  (160,761)     (29,823)
  Increase (decrease) in other payables and accruals        (51,908)  (430,837)     632,075
  Increase (decrease) in deposits received                  108,919    904,026            -
  Increase (decrease) in amounts due to related parties      24,598    204,163       39,991
                                                           ---------  ---------  -----------

  Net cash (used in) provided by operating activities        83,538    693,369   (4,555,506)
                                                           ---------  ---------  -----------

INVESTING ACTIVITIES
  Additions to property, plant and equipment                (35,768)  (296,877)    (303,091)
                                                           ---------  ---------  -----------

  Net cash used in investing activities                     (35,768)  (296,877)    (303,091)
                                                           ---------  ---------  -----------

FINANCING ACTIVITIES
  Repayment of short term bank loan                         (36,144)  (300,000)           -
  Repayment of short term loans - unsecured                 (19,880)  (165,000)           -
  Increase in note payable                                        -          -      414,000
  Short term bank loan                                            -          -    1,000,000
                                                           ---------  ---------  -----------

  Net cash (used in) provided by financing activities       (56,024)  (465,000)   1,414,000
                                                           ---------  ---------  -----------

Net decrease in cash and cash equivalents                    (8,254)   (68,508)  (3,444,597)
Cash and cash equivalents beginning                          71,309    591,864    4,616,686
                                                           ---------  ---------  -----------

Cash and cash equivalents end                              $ 63,055    523,356    1,172,089
                                                           =========  =========  ===========

See notes to consolidated financial statements
</TABLE>


                                        5
<PAGE>
AGROCAN  CORPORATION
NOTES  TO  CONSOLIDATED  FINANCIAL  STATEMENTS
THREE  MONTHS  ENDED  DECEMBER  31,  2001  AND  2000
(UNAUDITED)
(EXPRESSED  IN  RENMINBI)

1.   THE  INTERIM  FINANCIAL  STATEMENTS

     The  interim financial statements have been prepared by AgroCan Corporation
     and  in  the  opinion of management, reflect all material adjustments which
     are  necessary  to  a  fair  statement  of  results for the interim periods
     presented,  including normal recurring adjustments. Certain information and
     footnote  disclosures  made  in the most recent annual financial statements
     included  in  our  Form  10-KSB for the year ended September 30, 2001, have
     been  condensed  or  omitted  for the interim statements. It is our opinion
     that,  when  the  interim  statements  are  read  in  conjunction  with the
     September  30,  2001  financial statements, the disclosures are adequate to
     make  the  information  presented not misleading. The results of operations
     for  the  three months ended December 31, 2001 and 2000 are not necessarily
     indicative  of  the  operating  results  for  the  full fiscal year, as the
     Company's business fluctuates in accordance with planting seasons resulting
     in  increased  revenues  in  the  second  and  third  quarters.

     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  amount of revenues and expenses during the
     reporting  periods.  Management  makes  these  estimates  using  the  best
     information  available  at the time the estimates are made; however, actual
     results  could  differ  materially  from  those  results.

     The  Company  reported  a  51.7%  decrease in sales during the three months
     ended  December  31,  2001  compared to the three months ended December 31,
     2000  and  a  decrease  in  sales  of  79.2%  during the three months ended
     December  31, 2000 compared to the three months ended December 31, 1999. At
     December  31, 2001 the Company is in default on short-term loans with third
     parties  of approximately RMB 1.5 million. The Company believes that it has
     adequate  funds  to  support  operations for the current fiscal year ending
     September  30,  2002.

     To  address  its  on-going  and  long-term cash needs, the Company plans to
     initiate  discussions  with investment banks and financial institutions and
     attempt  to  raise  funds  to  support  current and future operations. This
     includes attempting to raise additional working capital through the sale of
     additional  capital  stock  or  through  additional  bank  or  third  party
     borrowings.  The  Company cannot provide any assurance that it will be able
     to  raise  any  such  funds.


                                        6
<PAGE>
2.   INVENTORIES

     Inventories  at  December  31, 2001 and September 30, 2001 are comprised of
     the  following:

<TABLE>
<CAPTION>
                           DECEMBER 31, 2001              SEPTEMBER 30, 2001
                        USD                 RMB                 RMB
<S>             <C>                  <C>                 <C>
RAW MATERIALS   $           137,782           1,143,588           1,020,669
FINISHED GOODS              132.909           1,103,147             432,859
                -------------------  ------------------  ------------------
                $           270,691           2,246,735           1,453,528
                ===================  ==================  ==================
</TABLE>

3.   SHORT-TERM  BANK  LOANS

     As  of  December  31,  2001,  the  Company had two bank loans of RMB693,000
     (US$83,494)  and RMB1,000,000 (US$120,482). The bank loans bear interest at
     7.605%  and  6.435%,  respectively,  per  annum and are due during the year
     ending  September 30, 2002. One of the loans is guaranteed by a customer of
     the  Company's.

4.   INCOME  TAXES

     During  the three months ended December 31, 2001, our subsidiaries recorded
     an  income  tax  refund  of RMB 4,845. We are subject to income taxes on an
     entity  basis  on income arising in or derived from the tax jurisdiction in
     which  each  entity  is domiciled. Our British Virgin Islands subsidiary is
     not liable for income taxes. Our PRC subsidiaries comprise two wholly owned
     foreign  enterprises  and a 70% held Sino-Foreign Equity Joint Venture. PRC
     Companies are generally subject to income taxes at an effective rate of 33%
     (30%  Chinese national income tax plus 3% Chinese state income tax). Two of
     our  PRC  subsidiaries,  Fenglin  and  Linmao,  are manufacturing companies
     operating  in  special  zones,  and they are entitled to a reduced national
     income taxes rate of 24%. All the subsidiaries are exempt from state income
     tax. Further, pursuant to the approval of the relevant PRC tax authorities,
     all  the  subsidiaries  have  been  granted  a  "tax holidays", whereby the
     subsidiaries  are  fully  exempted  from  PRC  income  taxes  for two years
     starting  from the year profits are first made, followed by a 50% exemption
     for the next three years. In 1999, the two-year, 100% exemption expired for
     Fenglin  and  Linmao,  subjecting  them  to  income  tax  at a rate of 12%.
     Effective  January  1, 2001, the two-year, 100% exemption expired for Jiali
     and  it  became  subject to income tax at a rate of 15%. Losses incurred by
     PRC  companies  may  be carried forward for five years. Deferred tax assets
     and  liabilities are not considered material at December 31, 2001 and 2000.

5.   EARNINGS  PER  SHARE

     Basic  earnings per share is based on the weighted average shares of common
     stock  outstanding.  Diluted  earnings  per  share  assumes the conversion,
     exercise  or  issuance  of  all  potential common stock instruments such as
     options,  warrants  and  convertible  securities,  unless  the effect is to
     reduce  loss  per  share  or  increase  earnings  per  share.


                                        7
<PAGE>
ITEM  2.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF  OPERATION

Cautionary  Statement  Pursuant  to  Safe  Harbor  Provisions  of  the  Private
Securities  Litigation  Reform  Act  of  1995:

This Quarterly Report on Form 10-QSB for the quarterly period ended December 31,
2001  contains  "forward-looking"  statements  within the meaning of the Federal
securities  laws.  These  forward-looking  statements  include,  among  others,
statements  concerning  our  expectations  regarding sales trends, gross and net
operating  margin  trends,  political  and economic matters, the availability of
equity  capital  to  fund  our  capital  requirements,  and  other statements of
expectations,  beliefs,  future  plans  and  strategies,  anticipated  events or
trends,  and  similar  expressions  concerning  matters  that are not historical
facts.  The  forward-looking  statements in this Quarterly Report on Form 10-QSB
for  the  quarterly  period  ended  December  31,  2001 are subject to risks and
uncertainties  that  could  cause actual results to differ materially from those
results  expressed  in  or  implied  by  the  statements  contained  herein.

Overview:

AgroCan  Corporation  was  incorporated  on  December  8,  1997  in the State of
Delaware.  Effective  December  31,  1997,  we issued 1,598,646 shares of common
stock,  which represented all of the capital stock outstanding at the completion
of  this transaction, to the shareholders of AgroCan (China) Inc., a corporation
incorporated  in  the British Virgin Islands, in exchange for all of the capital
stock  of  AgroCan  (China)  Inc.

Prior to the above transaction, we had no material operations. The AgroCan China
transaction  was accounted for as a recapitalization of AgroCan (China) Inc., as
the  shareholders  of  AgroCan (China) Inc. acquired all of the capital stock of
the company in a reverse acquisition. Accordingly, the assets and liabilities of
AgroCan  (China) Inc. were recorded at historical cost, and the shares of common
stock  issued  by  the  company  were  reflected  in  the consolidated financial
statements  giving  retroactive effect as if we had been the parent company from
inception.

We,  through  AgroCan  (China)  Inc.,  currently  own  100%  interest  in  two
wholly-owned  subsidiaries,  Guangxi Linmao Fertilizer Company Limited ("Guangxi
Linmao")  and Jiangxi Jiali Chemical Industry Company Limited ("Jiangxi Jiali").
We,  through  AgroCan  (China)  Inc., also own a 70% interest in Jiangxi Fenglin
Chemical Industry Company Limited, a Sino-Foreign Equity Joint Venture ("Jiangxi
Fenglin").  All  of  the  aforementioned  entities  are  located in the People's
Republic  of  China  ("China"  or  the  "PRC").

We  account  for  our  interest  in  Jiangxi Fenglin similar to a majority-owned
subsidiary  because of our 70% interest, our contractual ability to appoint four
out  of  six directors to the Board of Directors, which is the highest authority
for  the  joint venture, and our right to appoint the Chairman of the Board. Due
to  the  rights  asserted  by  the  PRC  partner  under  customary joint venture


                                        8
<PAGE>
agreements, joint venture interests in the PRC are generally not consolidated in
the  financial  statements of companies that report under the periodic reporting
requirements  of  the United States Securities and Exchange Commission. However,
as  a  result  of  the  aforementioned  factors  specific  to  Jiangxi  Fenglin,
management  believes  that  it is appropriate to consolidate the joint venture's
operations  into  our  consolidated  financial  statements.

We  produce  various compound fertilizers. These ingredients used are blended in
different  proportions  and  packed  into  50 kilogram bags. As of September 30,
2001,  we  have established an annual production capacity of 125,000 metric tons
for compound fertilizers in Guangxi and Jiangxi, two of the largest agricultural
provinces  in China, and we intend to enter markets in other provinces in China.

The consolidated financial statements of the Company include the accounts of the
Company  and  its  wholly-owned  and  majority-owned  subsidiaries. All material
intercompany  balances  and  transactions  are  eliminated at consolidation. The
consolidated  financial  statements  have  been  prepared  in  accordance  with
generally  accepted  accounting  principles  in  the United States and have been
presented  in Chinese Renminbi ("RMB"). The functional currency of the Company's
PRC  operations  is  the RMB. The accounts of foreign operations are prepared in
their  local  currency  and are translated into RMB using the applicable rate of
exchange.  The  resulting  translation adjustments are included in comprehensive
income  (loss).  Transactions  denominated  in currencies other than the RMB are
translated  into  RMB  at  the  applicable  exchange  rates. Monetary assets and
liabilities  denominated  in  other  currencies  are  translated into RMB at the
applicable  rate  of  exchange at the balance sheet date. The resulting exchange
gains  or  losses  are  credited  or  charged  to the consolidated statements of
operations.  For  all  purposes  in  this  report, unless otherwise specifically
stated, the U.S. dollar equivalent for the PRC Renminbi is the official exchange
rate  of  8.277  RMB=$1.00  (U.S.).


                                        9
<PAGE>
Consolidated  Results  of  Operations:

Three  Months  Ended  December  31,  2001  and  2000:

Sales.     The  sales  for  the  three  months  ended December 31, 2001 were RMB
1,061,626  as  compared  to  sales  of  RMB 2,199,132 for the three months ended
December  31,  2000,  a decrease of RMB 1,137,506 or 51.7% was due to one of the
subsidiaries  not resuming production until January 2002. Subsequent to December
31, 2001, we have increased production levels and management believes that sales
for  the  year  ended  September  30, 2002 will be approximate 80% of prior year
levels.

Gross  Profit.     Gross profit for the three months ended December 31, 2001 was
RMB  285,064  or  26.9%  of  revenues,  as  compared  to RMB 548,123 or 24.9% of
revenues  for  the three months ended December 31, 2000. The gross profit margin
increased  in  2001  as  compared to 2000 as a result of the Company raising its
prices  to  focus  on  higher-margin  customers,  although  total  gross  profit
decreased  as  a  result  of  the  decline  in  revenues.

Administrative and General Expenses.     Administrative and general expenses for
the  three months ended December 31, 2001 were RMB 370,686 or 34.9% of revenues,
as  compared  to  RMB  786,668  or  35.8% of revenues for the three months ended
December  31,  2000,  a decrease of RMB 415,982. In view of the reduced level of
sales  and production during the quarter ended December 31, 2001, management was
able  to  reduce administrative and general expenses, primarily in discretionary
wages,  travel  and  office  expenses.

Selling  Expenses.     Selling  expenses for the three months ended December 31,
2001  were  RMB 65,490 or 6.2% of revenues, as compared to RMB 19,921 or 0.9% of
revenues  for  the  three  months  ended  December  31, 2000, an increase of RMB
45,569.  Selling  expenses  increased  in  2001  compared to 2000 as a result of
additional  transportation  costs  incurred  in  connection  with  a large sales
contract.  These  additional  costs  are  not  expected  to  recur.

Loss  from  Operations.     Loss  from  operations was RMB 151,112 for the three
months  ended  December  31,  2001, as compared to a loss from operations of RMB
258,466  for  the  three  months  ended  December  31,  2000.

Other  Income  (Expense).     We recorded interest income of RMB 4,105 and RMB 0
for  the  three  months  ended  December  31,  2001  and  2000,  respectively.

We  recorded  interest expense of RMB 26,497 and RMB 10,626 for the three months
ended  December  31,  2001  and 2000, respectively. As of December 31, 2001, the
Company  had  two  bank  loans  of  RMB  693,000  (US$83,494)  and RMB 1,000,000
(US$120,482).  The  bank loans bear interest at 7.605% and 6.435%, respectively,
per  annum  and  are  due  during  the  year  ending  September  30,  2002.


                                       10
<PAGE>
The  Company recorded amortization of loan fees of RMB 0 and RMB 151,153 for the
three  months  ended  December  31,  2001  and  2000,  respectively.

Income  Taxes.          During  the  three  months  ended December 31, 2001, the
Company  received  income  tax  refunds  of  RMB 4,845. We recognized income tax
expense  of  RMB  27,926  for  the  three  months  ended  December  31,  2000.

Minority Interest.     For the three months ended December 31, 2001 and 2000, we
recorded  a  minority  interest  of  RMB  6,942  and RMB 22,582 respectively, to
reflect  the  interest  of  the  Company's  30% joint venture partner in the net
income  of  Jiangxi  Fenglin.

Net  Loss.     Net  loss was RMB 161,717 for the three months ended December 31,
2001,  as  compared  to  a  net  loss  of RMB 425,589 for the three months ended
December  31,  2000.  The  reason  for  less net loss for the three months ended
December  31,  2001  than  December  31,  2000  was primarily as a result of the
decrease  in  administrative  and general expenses, even though the gross profit
was  less  than  the  same  period  of  last  year.

Consolidated  Financial  Condition:

Liquidity  and  Capital  Resources  -  December  31,  2001

The  Company  reported  a  51.7% decrease in sales during the three months ended
December  31,  2001  compared  to the three months ended December 31, 2000 and a
decrease  in  sales  of  79.2%  during  the three months ended December 31, 2000
compared  to  the three months ended December 31, 1999. At December 31, 2001 the
Company  is  in  default on short-term loans with third parties of approximately
RMB  1.5  million.  The  Company  believes that it has adequate funds to support
operations  for  the  current  fiscal  year  ending  September  30,  2002.

To  address its on-going and long-term cash needs, the Company plans to initiate
discussions  with  investment  banks  and  financial institutions and attempt to
raise  funds  to support current and future operations. This includes attempting
to raise additional working capital through the sale of additional capital stock
or through additional bank or third party borrowings. The Company cannot provide
any  assurance  that  it  will  be  able  to  raise  any  such  funds.

Operating.     For  the  three  months  ended  December 31, 2001, our operations
generated  cash resources of RMB 693,369 as compared to utilizing cash resources
of  RMB  4,555,506  for the three months ended December 31, 2000. Our operations
generated more cash resources in 2001 as compared to utilizing cash resources in
2000  primarily  as  a  result  of  receiving  cash resources from settlement of
accounts  receivable  and receiving deposits from one of our major customers. At
December  31, 2001, cash and cash equivalents had decreased by RMB 68,508 to RMB
523,356,  as  compared  to  RMB  591,864  at  September 30, 2001. We had working
capital  of RMB 4,124,186, at December 31, 2001, as compared to RMB 4,445,923 at
September 30, 2001, resulting in current ratios of 1.27:1 and 1.30:1 at December
31,  2001  and  September  30,  2001,  respectively.


                                       11
<PAGE>
Accounts  receivable.          Accounts  receivable decreased by RMB 395,010, to
RMB  12,353,767 at December 31, 2001, from RMB 12,748,777 at September 30, 2001.
Accounts receivable decreased during the three months ended December 31, 2001 as
a  result  of  settlement  of part of the accounts receivable. Subsequent to the
three  months  ended  December  31,  2001,  we  have  received RMB 2,700,000 for
settlements  of  current  and  long  time  accounts  receivable.

Inventories.          Inventories  increased by RMB 793,207, to RMB 2,246,735 at
December  31,  2001, from RMB 1,453,528 at September 30, 2001 in anticipation of
the  forthcoming  selling  season  during  the  spring.

Amount  due  from related parties.     Amount due from related parties decreased
by  RMB  130,065,  to  RMB 3,488,108 at December 31, 2001, from RMB 3,618,173 at
September  30, 2001 as a result of settlement of part of the loan from a related
company.

Investing.     During  the  three  months  ended  December  31,  2001  and 2000,
additions  to  property,  plant  and  equipment  aggregated  RMB 296,877 and RMB
303,091,  respectively.

Financing.     During  the  three  months  ended  December  31, 2001, one of our
subsidiaries  repaid  RMB 300,000 of the short-term bank loans. Also, one of our
subsidiaries  repaid  RMB  165,000  of  unsecured  short-term  loans.


Inflation  and  Currency  Matters:

In  recent  years, the Chinese economy has experienced periods of rapid economic
growth as well as relatively high rates of inflation, which in turn has resulted
in  the  periodic  adoption  by  the  Chinese  government  of various corrective
measures  designed  to  regulate  growth  and contain inflation. Since 1993, the
Chinese  government  has  implemented  an  economic  program designed to control
inflation,  which has resulted in the tightening of working capital available to
Chinese  business  enterprises.  Our  success depends in substantial part on the
continued  growth  and  development  of  the  Chinese economy. During the fiscal
quarters  ended  December  31, 2001 and 2000, inflation and changing prices have
had  a minor impact on our operations and financial position. The actual rate of
inflation  in  the  agricultural sector has been nominal, and the price level of
fertilizer  products  has  been  stable.

Foreign  operations are subject to certain risks inherent in conducting business
abroad,  including price and currency exchange controls, and fluctuations in the
relative  value of currencies. Changes in the relative value of currencies occur
periodically  and  may,  in  certain  instances, materially affect the Company's
results  of operations. In addition, the Renminbi is not freely convertible into
foreign  currencies,  and  the ability to convert the Renminbi is subject to the


                                       12
<PAGE>
availability  of  foreign  currencies.  Effective  December 1, 1998, all foreign
exchange  transactions involving the Renminbi must take place through authorized
banks  in  China at the prevailing exchange rates quoted by the People's Bank of
China.  The  Company  expects  that  a  portion  of its revenues will need to be
converted  into  other currencies to meet foreign exchange currency obligations,
including  the  payment  of  any  dividends  declared.

Although  the  central government of China has repeatedly indicated that it does
not  intend  to devalue its currency in the near future, recent announcements by
the  central  government  of  China  indicate  that devaluation is an increasing
possibility.  Should  the  central  government  of  China  decide to devalue the
Renminbi,  we do not believe that such an action would have a detrimental effect
on  our operations, since we conduct virtually all of its business in China, and
the  sale  of  our  products is settled in Renminbi. However, devaluation of the
Renminbi  against  the United States dollar would adversely affect our financial
performance  when  measured  in  United  States  dollars.

New  Accounting  Pronouncements:

In  July  2001,  The  Financial  Accounting  Standards  Board (FASB) issued SFAS
No.141,  "Business  Combinations", and SFAS no.142, "Goodwill and Other Tangible
Assets". SFAS No.141 requires that the purchase method of accounting be used for
all  business  combinations  initiated  after  June  30,  2001.  Use  of  the
pooling-of-interests  method  will  be  prohibited  after that date. SFAS No.142
changes  the accounting for goodwill and intangible assets with indefinite lives
from  an  amortization  method  to  an  impairment-only  approach  and  acquires
intangible  assets  with  finite  lives to be amortized over their useful lives.
Thus,  amortization of goodwill and intangible assets with indefinite lives will
cease  upon  adoption of the statement. SFAS No.142 is required to be applied in
fiscal  years  beginning  after  December  15,  2001.  We do not expect that the
adoption  of SFAS No.141 or SFAS No.142 will have a significant immediate impact
on  our  financial  condition  or  results  of operations, as we have no pending
business  combinations,  nor  do we have any goodwill or other intangible assets
recorded  as  of  December  31,  2001.

In  August  2001,  the  FASB  issued  SFAS No.144, "Accounting for Impairment or
Disposal  of  Long-Lived  Assets",  which  addresses  accounting  and  financial
reporting for the impairment or disposal of long-lived assets. This statement is
effective  for  fiscal years beginning after December 15, 2001. We are currently
assessing  the  impact,  if  any,  that  SFAS  No.144  may have on our financial
condition  and  results  of  operations.


                                       13
<PAGE>
PART  II.  OTHER  INFORMATION


ITEM  2.  CHANGES  IN  SECURITIES  AND  USE  OF  PROCEEDS

During  the three months ended December 31, 2001, we did not issue any shares of
common  stock.

ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

(a)     Exhibits:

(b)     Reports  on  Form  8-K:

        Three  Months  Ended  December  31,  2001  -  None


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<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.


                               AGROCAN CORPORATION
                               -------------------
                                  (Registrant)



Date:     February  6,  2002             By: /s/ LAWRENCE HON
                                             --------------------------------
                                                 Lawrence  Hon
                                                 President  and  Chief
                                                 Executive  Officer
                                                 (Duly  Authorized
                                                 Officer)


Date:     February  6,  2002              By: /s/ CARL YUEN
                                             --------------------------------
                                                  Carl  Yuen
                                                  Chief  Financial  Officer
                                                  (Principal  Financial
                                                  and  Accounting  Officer)


                                       15
<PAGE>