UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 10-QSB

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
     OF THE SECURITIES AND EXCHANGE ACT OF 1934
     For the Quarter ended October 31, 2000

[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
     For the transition period _____________ to ______________

     Commission file number    000-29313

                       ASPHALT PAVING INTERNATIONAL, INC.
              (Exact name of Small Business Company in its charter)


                FLORIDA                                     59-3556733
      ------------------------------                   ------------------
     (State or other jurisdiction of                     (IRS Employer
     incorporation or organization)                    Identification No.)


 10125 W. Colonial Dr., Suite 212 Ocoee, Florida             34761
 -----------------------------------------------            -------
 (Address of principal executive offices)                 (Zip Code)


                                 (407) 822-3664
              ----------------------------------------------------
               Registrant's Telephone number, including area code:



Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities and Exchange Act of 1934
during the preceding twelve months (or such shorter period that the Registrant
was required to file such reports), and (2) has been subject to file such filing
requirements for the past thirty days.

Yes      X              No
      -------                --------

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the close of the period covered by this report:

             4,238,600 Shares of Common Stock ($.001 par value)
                                (Title of Class)

Transitional  Small  Business  Disclosure  Format  (check  one):

Yes                          No     X
      ---------                   --------


<PAGE>


                   ASPHALT PAVING INTERNATIONAL, INC.



PART  I:          Financial  Information

     ITEM  1  -  Financial  statements

     ITEM  2  -  Management's' discussion and analysis of
     financial condition and results of operations

PART  II:        Other  Information








                                       2



<PAGE>4

                                     PART I

Item  1.  Financial  Statements:


                       Asphalt Paving International, Inc.
                          (A Development Stage Company)
                                  Balance Sheet
                                   (Unaudited)

                          ASSETS
                          ------
                                                                     October 31,
                                                                        2000
                                                                      --------
Current assets:

 Cash                                                                 $ 23,548
                                                                      --------
      Total current assets                                              23,548
                                                                      --------
Total assets                                                          $ 23,548
                                                                      ========

                STOCKHOLDERS' EQUITY
                --------------------

Current liabilities:

 Accounts payable                                                     $     --
                                                                      --------
      Total current liabilities                                             --
                                                                      --------


Stockholders' equity:
 Common stock, $.001 par value,
  50,000,000 shares authorized, 4,238,600 shares
  issued and outstanding                                                 4,239
 Additional paid in capital                                             28,971
 (Deficit) accumulated during
  development stage                                                     (9,662)
                                                                      --------
                                                                        23,548
                                                                      --------
                                                                      $ 23,548
                                                                      ========

                 See accompanying notes to financial statements.

                                       3


<PAGE>

                       Asphalt Paving International, Inc.
                          (A Development Stage Company)
                            Statements of Operations
             Three Months Ended October 31, 2000 and 1999 and Period
              From Inception (January 14, 1998) to October 31, 2000
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                       Period From
                                                        Three Months Ended            Inception To
                                                 October 31,         October 31,       October 31,
                                                    2000                1999              2000
                                                 -----------        -----------        -----------
<S>                                              <C>                <C>                <C>
 Operating expenses:
   Office expenses and salary contributed
    by corporate officer                         $       150        $       150        $     1,700
   Professional fees                                   1,000              1,000              3,950
   Organization expenses                                  --                 --              4,000
   Bank charges                                           --                 --                 12
                                                 -----------        -----------        -----------
                                                       1,150              1,150              9,662
                                                 -----------        -----------        -----------

(Loss) from operations and net (loss)            $    (1,150)       $    (1,150)       $    (9,662)
                                                 ===========        ===========        ===========


Per share information:
 Basic and diluted (loss) per common share       $        --        $        --        $        --
                                                 ===========        ===========        ===========
 Weighted average shares outstanding               4,238,600          4,238,600          4,169,596
                                                 ===========        ===========        ===========
</TABLE>



 See accompanying notes to financial statements.

                                       4


<PAGE>


                       Asphalt Paving International, Inc.
                          (A Development Stage Company)
                            Statements of Cash Flows
                Three Months Ended October 31, 2000 and 1999 and
          Period From Inception (January 14, 1998) to October 31, 2000
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                      Period From
                                                        Three Months Ended           Inception To
                                                 October 31,         October 31,      October 31,
                                                    2000                1999             2000
                                                 -----------        -----------       -----------
<S>                                                <C>               <C>               <C>


Net income (loss)                                  $ (1,150)         $ (1,150)         $ (9,662)
  Adjustments to reconcile net income to net
   cash provided by operating activities:
   Services provided as capital contribution          1,150             1,150             9,350
   Increase (decrease) in accounts payable               --                --                --
                                                   --------          --------          --------
  Total adjustments                                   1,150             1,150             9,350
                                                   --------          --------          --------
  Net cash provided by (used in)
   operating activities                                  --                --              (312)

Cash provided by financing activities:
  Sale of common stock for cash                          --                --            23,860
                                                   --------          --------          --------
Net cash provided by financing activities                --                --            23,860
                                                   --------          --------          --------
Increase (decrease) in cash                              --                --            23,548
Cash and cash equivalents,
 beginning of period                                 23,548            24,348                --
                                                   --------          --------          --------
Cash and cash equivalents,
 end of period                                     $ 23,548          $ 24,348          $ 23,548
                                                   ========          ========          ========
</TABLE>




                 See accompanying notes to financial statements.

                                       5

<PAGE>


Asphalt Paving International, Inc.
Notes to Financial Statements

Basis of presentation

The accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting principles for interim financial information
and with the instructions incorporated in Regulation 10-SB of the Securities and
Exchange Commission. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments (consisting
of normal recurring adjustments and accruals) considered necessary for a fair
presentation have been included.

The results of operations for the periods presented are not necessarily
indicative of the results to be expected for the full year. The accompanying
financial statements should be read in conjunction with the Company's financial
statements for the year ended July 31, 2000.

Basic loss per share was computed using the weighted average number of common
shares outstanding.

During the three months ended October 31, 2000, an officer of the Company
contributed an aggregate of $150 to the Company for management services and
office expenses and paid $1,000 in cash for professional fees in behalf of the
Company. These amounts have been accounted for as a contribution of capital to
the Company.


                                       6


<PAGE>


Item  2.  Management's Discussion and Analysis of Financial
Condition and Results of Operations:

(a) Plan of Operation. Asphalt Paving International, Inc. <the "Company") was
organized under the laws of the State of Florida to engage in any lawful
business. The Company was formed for the purpose of design and manufacture of
asphalt related equipment. The Company also plans to compete in the asphalt
paving business and may seek the acquisition of a paving and construction
company. Management of the Company has unlimited discretion in determining the
business activities in which the Company will become engaged. There is and can
be no assurance that the Company will be able complete the acquisition of a
subsidiary company in the paving business and no such acquisition candidate has
been identified by the Company.

The Company has generated no revenues from its operations and has been a
development stage company since inception. Since the Company has not generated
revenues and has never been in a profitable position, it operates with minimal
overhead.

During the period of this report, the Company has not engaged in any preliminary
efforts intended to identify any possible acquisitions nor entered into a letter
of intent concerning any business opportunity.

(b)       Liquidity and Capital Resources. At October 31, 2000, the Company had
          no material cash or other assets with which to conduct operations.
          There can be no assurance that the Company will be able to complete
          its business plan and to exploit fully any business opportunity that
          management may be able to locate on behalf of the Company. Due to the
          lack of a specified business opportunity, the Company is unable to
          predict the period for which it can conduct operations. Accordingly,
          the Company will need to seek additional financing through loans, the
          sale and issuance of additional debt and/or equity securities, or
          other financing arrangements. Management of the Company has advised
          that they will pay certain costs and expenses of the Company from
          their personal funds as interest free loans in order to facilitate
          development of the Company's business plan. Management believes that
          the Company has inadequate working capital to pursue any operations at
          this time; however, loans to the Company from management may
          facilitate development of the business plan. For the foreseeable
          future, the Company through its management intends to pursue
          acquisitions as a means to develop the Company. The Company does not
          intend to pay dividends in the foreseeable future. As of the end of
          the reporting period, the Company had no material change in
          cash or cash equivalents. There was no significant change in working
          capital during this quarter.

                                        7


<PAGE>


PART II--OTHER INFORMATION

Item 1. Legal Proceedings.
--------------------------

     There are no pending legal proceedings, and the Company is not aware of any
threatened legal proceedings, to which the Company is a party or to which its
property is subject.

Item 2. Changes in Securities.
------------------------------

     (a) There have been no material modifications in any of the instruments
defining the rights of the holders of any of the Company's registered
securities.

     (b) None of the rights evidenced by any class of the Company's registered
securities have been materially limited or qualified by the issuance or
modification of any other class of the Company's securities.

Item 3. Defaults Upon Senior Securities.
----------------------------------------

     (Not applicable)

Item 4. Submission of Matters to a Vote of Security Holders.
------------------------------------------------------------

     (Not applicable)

Item 5. Other Information.
--------------------------

     (Not applicable)

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

     (a) Exhibits

     No exhibits as set forth in Regulation SB, are considered necessary for
this filing.

     (b) Reports on Form 8-K

     No reports on Form 8-K were filed during the quarter for which this report
is filed.


                                       8


<PAGE>


                                   Signature

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



Date:  November 30, 2000                     /s/  Joseph Camillo
                                             ---------------------------
                                             Joseph Camillo,  Secretary