U.S. SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB


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

(Mark One)

    X     QUARTERLY REPORT PURSUANT SECTION 13 OR 15(d)
  ----      OF THE SECURITIES EXCHANGE ACT OF 1934

          For the Quarterly Period Ended March 31, 2001.

  ----    TRANSITION REPORT PURSUANT SECTION 13 OR 15(d)
            OF THE SECURITIES EXCHANGE ACT OF 1934

          For the transition period from______to______.

                         Commission File Number 0-85601

                      SYMPHONY TELECOM INTERNATIONAL, INC.
                     --------------------------------------
        (Exact name of small business issuer as specified in its charter)

                      UTAH                                    87-0378892
         -------------------------------                     -----------
         (State or other jurisdiction of                   (I.R.S. Employer
         incorporation or organization)                    Identification No.)

41 George Street South, Brampton, Ontario, Canada                 M5H 2R7
-------------------------------------------------                 -------
  (address of principal executive offices)                      (zip code)

Issuer's telephone number:           (416) 366-5221
                                    ---------------

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__.

The number of shares of Common Stock  outstanding  as at November 14, 2000 was:
16,260,409.

Transitional Small Business Disclosure Format (check one):  Yes    No  X .
                                                               ---    ---


<PAGE>

                      SYMPHONY TELECOM INTERNATIONAL, INC.


                              FINANCIAL STATEMENTS

                             MARCH 31, 2001 and 2000


                                   (Unaudited)



<PAGE>




                      SYMPHONY TELECOM INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                             MARCH 31, 2001 and 2000
                                   (Unaudited)



                                    CONTENTS

                                                                            Page
FINANCIAL STATEMENTS
    Consolidated Balance Sheets                                              1
    Consolidated Statements of Operations and Other Comprehensive Income     2
    Consolidated Statements of Cash Flows                                    3
    Notes to Financial Statements                                          4 - 8



<PAGE>
<TABLE>
<CAPTION>

                      SYMPHONY TELECOM INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                           Consolidated Balance Sheets

                                                                    (Unaudited)     (Audited)
                                                                      March 31       June 30
                                                                        2001           2000
                                                                    -----------    -----------
<S>                                                                 <C>            <C>
ASSETS

CURRENT ASSETS
    Cash and cash equivalents                                       $   296,382    $   275,823
    Accounts receivable, net of allowance for doubtful
        accounts of $40,016 and $56,954                               1,867,297        261,247
    Note receivable                                                     385,184           --
    Income taxes recoverable                                                 61           --
    Finished Goods Inventory                                            144,378         78,933
    Prepaid expenses                                                    185,571         15,101
                                                                    -----------    -----------

TOTAL CURRENT ASSETS                                                  2,878,873        631,104
                                                                    -----------    -----------

PROPERTY AND EQUIPMENT
    Automobiles, computer equipment and office furniture                676,030        229,161
    Computer software                                                   102,300        101,310
    Telephone equipment                                                 115,538         69,052
                                                                    -----------    -----------
                                                                        893,868        399,523
    Less: accumulated depreciation                                     (276,021)      (195,854)
                                                                    -----------    -----------

TOTAL PROPERTY AND EQUIPMENT                                            617,847        203,669
                                                                    -----------    -----------

OTHER ASSETS
    Goodwill, net                                                     3,931,305        738,710
                                                                    -----------    -----------

TOTAL OTHER ASSETS                                                    4,549,152        738,710
                                                                    -----------    -----------

TOTAL ASSETS                                                        $ 7,428,025    $ 1,573,483
                                                                    ===========    ===========

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
    Bank loans                                                      $   189,479    $      --
    Accounts payable                                                  2,731,597        278,708
    Accrued liabilities                                                  56,209         91,690
    Notes payable                                                     2,070,199        167,789
    Income taxes payable                                                   --              203
    Current portion of leases payable                                    36,484           --
                                                                    -----------    -----------

TOTAL CURRENT LIABILITIES                                             5,083,968        538,390
                                                                    -----------    -----------

OTHER LIABILITIES
    Deferred income taxes                                                   252           --
    Leases payable                                                       50,432           --
    Notes payable to related parties                                     44,038         79,479
                                                                    -----------    -----------

TOTAL OTHER LIABILITIES                                                  94,722         79,479
                                                                    -----------    -----------

TOTAL CURRENT AND OTHER LIABILITIES                                   5,178,690        617,869

MINORITY INTEREST                                                      (341,884)        (5,471)

STOCKHOLDERS' EQUITY
    Common stock: $0.001 par value, 50,000,000 shares authorized;
        17,527,709 and 15,918,809 shares  issued and outstanding         17,528         15,919
    Additional paid-in capital                                        7,186,302      1,953,190
    Contributed capital                                                  31,474         31,474
    Retained earnings (deficit)                                      (4,533,233)    (1,042,134)
    Accumulated other comprehensive income (loss)
        Cumulative translation adjustments                             (110,852)         2,636
                                                                    -----------    -----------

TOTAL STOCKHOLDERS' EQUITY                                            2,591,219        961,085
                                                                    -----------    -----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                          $ 7,428,025    $ 1,573,483
                                                                    ===========    ===========

</TABLE>

The accompanying notes are an integral part of these financial statements
                                       1.
<PAGE>
<TABLE>
<CAPTION>

                      SYMPHONY TELECOM INTERNATIONAL, INC.
                                AND SUBSIDIARIES
      Consolidated Statements of Operations and Other Comprehensive Income
           For the Nine and Three Months Ended March 31, 2001 and 2000
                                   (Unaudited)

                                                       Three Months    Three Months     Nine Months     Nine Months
                                                           Ended           Ended           Ended           Ended
                                                         March 31,       March 31,       March 31,       March 31,
                                                            2001            2000            2001            2000
                                                       ------------    ------------    ------------    ------------
<S>                                                    <C>             <C>             <C>             <C>
REVENUE
    Phone cards                                        $  2,488,452    $       --      $  5,525,226    $       --
    Telephone services                                      770,305          40,964       2,670,509         120,122
      Sales of equipment and systems                        227,042          53,711         514,532         262,480
    Internet services                                        43,398             342         130,433             479
    Directory management                                     83,759            --            98,118            --
    Maintenance contracts                                     5,794           2,697          22,056          10,494
                                                       ------------    ------------    ------------    ------------
    TOTAL SALES                                           3,618,750          97,714       8,960,874         393,575
                                                       ------------    ------------    ------------    ------------

COST OF GOODS SOLD
    Cost of phone cards                                   3,297,599            --         5,484,326            --
    Cost of telephone services                              524,051          15,168       1,546,065          68,295
    Cost of equipment and systems sold                      131,862          52,686         337,025         194,648
    Cost of internet services                                45,122            --           115,075            --
    Cost of directory management                             73,618            --            89,542            --
                                                       ------------    ------------    ------------    ------------
    TOTAL COST OF GOODS SOLD                              4,072,251          67,854       7,572,033         262,943
                                                       ------------    ------------    ------------    ------------

GROSS PROFIT (LOSS)                                        (453,501)         29,860       1,388,841         130,632
                                                       ------------    ------------    ------------    ------------

SELLING & GENERAL EXPENSES
    Selling expense                                          17,251           2,618         123,163           9,147
    General and administrative expense                    1,542,009          88,381       4,229,766         245,678
    Amortization and depreciation                           292,282          26,503         801,167          81,831
                                                       ------------    ------------    ------------    ------------
    TOTAL SELLING & GENERAL EXPENSES                      1,851,542         117,502       5,154,096         336,656
                                                       ------------    ------------    ------------    ------------

        (LOSS) FROM OPERATIONS                           (2,305,043)        (87,642)     (3,765,255)       (206,024)
                                                       ------------    ------------    ------------    ------------

OTHER (INCOME) AND EXPENSES
    Other (income)                                             --              --            (2,802)             (5)
    Other expenses:
         Bad debts                                            6,423           2,699          28,160          13,672
         Interest expense                                     6,486           8,273          47,351          40,929
                                                       ------------    ------------    ------------    ------------
         Total other expenses                                12,909          10,972          75,511          54,601
                                                       ------------    ------------    ------------    ------------

    TOTAL OTHER (INCOME) AND EXPENSES                        12,909          10,972          72,709          54,597

NET (LOSS) BEFORE  INCOME TAXES AND MINORITY
      INTEREST IN EARNINGS OF CONSOLIDATED
      SUBSIDIARIES                                       (2,317,952)        (98,614)     (3,837,964)       (260,621)

INCOME TAXES (RECOVERED)                                       --              --              --            (1,110)
MINORITY INTEREST IN EARNINGS OF
     CONSOLIDATED SUBSIDIARIES                             (436,662)           (232)       (346,865)           (901)
                                                       ------------    ------------    ------------    ------------

NET (LOSS)                                               (1,881,290)        (98,382)     (3,491,099)       (258,610)
                                                       ------------    ------------    ------------    ------------

 OTHER COMPREHENSIVE INCOME (LOSS)
    Foreign currency translation adjustments               (125,029)        (11,797)       (113,487)         (3,447)
                                                       ------------    ------------    ------------    ------------

     TOTAL OTHER COMPREHENSIVE INCOME                      (125,029)        (11,797)        113,487)         (3,447)
                                                       ------------    ------------    ------------    ------------

           TOTAL COMPREHENSIVE (LOSS)                  $ (2,006,319)   $   (110,179)   $ (3,604,586)   $   (262,057)
                                                       ============    ============    ============    ============

Weighted average number of common shares outstanding
     Primary                                             17,527,709      14,380,059      17,527,709      14,380,059
                                                       ============    ============    ============    ============

     Fully diluted                                       20,503,039      14,415,059      20,503,039      14,415,059
                                                       ============    ============    ============    ============

Basic net (loss) per share
      Primary                                          $      (0.11)   $      (0.01)   $      (0.21)   $      (0.02)
                                                       ============    ============    ============    ============

      Fully diluted                                    $      (0.10)   $      (0.01)   $      (0.18)   $      (0.02)
                                                       ============    ============    ============    ============

</TABLE>

The accompanying notes are an integral part of these financial statements
                                       2.
<PAGE>
<TABLE>
<CAPTION>

                      SYMPHONY TELECOM INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                     Consolidated Statements of Cash Flows
            For the Nine-Month Periods Ended March 31, 2001 and 2000
                                  (Unaudited)
                                                                 March 31       March 31
                                                                   2001           2000
                                                               -----------    -----------
<S>                                                            <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net (Loss)                                                     $(3,491,099)   $  (258,610)
Adjustments to reconcile net (loss) to net cash used
    by operating activities:
    Imputed interest                                                18,513           --
    Consulting fees for common stock                               137,917           --
    Depreciation and amortization expense                          801,167         81,831
    Changes in assets and liabilities:
        (Increase) in accounts receivable                       (1,606,048)       (51,659)
        (Increase) in notes receivable                            (385,184)          --
        (Increase) in prepaid expenses                            (170,470)         3,147
        (Increase) decrease in inventories                         (65,445)        11,963
        Increase (decrease) in accounts payable                  2,452,887        (23,991)
        (Decrease) increase in accrued liabilities                 (35,484)        12,074
        Increase in deferred income taxes                              252           --
        (Decrease) in income taxes payable                            (264)        (1,108)
                                                               -----------    -----------

           NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES     (2,343,258)      (226,355)
                                                               -----------    -----------

CASH FLOWS FROM INVESTING ACTIVITIES
    (Acquisition) of property and equipment                       (494,344)        (1,794)
    (Additions) to other intangible assets                      (1,447,210)        (3,346)
                                                               -----------    -----------

           NET CASH (USED) BY INVESTING ACTIVITIES              (1,941,554)        (5,140)
                                                               -----------    -----------

CASH FLOWS FROM FINANCING ACTIVITIES
    Proceeds from bank loans                                       189,479           --
    Proceeds from leases payable                                    86,916           --
    Proceeds from (repayment of) notes payable                   1,902,410        (16,164)
    (Repayment of) notes payable to related parties                (53,955)        (8,822)
    Proceeds from common stock                                   2,688,341        259,109
    Minority interest                                             (336,413)          (901)
                                                               -----------    -----------

           NET CASH PROVIDED BY FINANCING ACTIVITIES             4,476,778        233,222
                                                               -----------    -----------

EFFECT OF FOREIGN CURRENCY TRANSACTIONS ON CASH                   (171,408)        (1,728)
                                                               -----------    -----------

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                    20,558           --

CASH AND CASH EQUIVALENTS, beginning of period                     275,824           --
                                                               -----------    -----------

CASH AND CASH EQUIVALENTS, end of period                       $   296,382    $      --
                                                               ===========    ===========



SUPPLEMENTAL DISCLOSURES
Interest paid                                                  $    26,559    $    40,929
Income taxes paid                                              $      --      $      --
Schedule of non-cash investing and financing activities:
Purchase of net assets from Mondetta Telecommunications Inc.   $ 2,408,464    $      --

</TABLE>

The accompanying notes are an integral part of these financial statements
                                       3.

<PAGE>


                      SYMPHONY TELECOM INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                          NOTES TO FINANCIAL STATEMENTS


1.  BASIS OF PRESENTATION


Symphony Telecom International, Inc. ("Company") was incorporated on January 15,
1982 as Mammoth Resources, Inc. under the laws of the State of Utah. The Company
changed its name to Symphony Telecom International,  Inc. by a resolution of the
Board of Directors on March 23, 2000.

Pursuant to an Agreement  and Plan of  Reorganization  dated March 9, 2000,  the
Company  acquired  all the issued and  outstanding  shares of  Symphony  Telecom
International,  Inc.,  a  company  incorporated  under  the laws of the State of
Delaware, in a non-cash transaction.

As part of its  reorganization,  the Company  authorized  a one for five reverse
stock split of existing  issued  common  shares,  resulting  in the number being
reduced from  16,278,357 to 3,255,684.  On the same date, and not subject to the
reverse stock split, the Company authorized  issuance of 7,924,375 common shares
in restricted form being a one for one exchange of shares for all the issued and
outstanding  shares  of  Symphony  Telecom  International,   Inc.  Further,  two
directors were issued an additional  1,000,000  common each and 1,200,000 shares
were issued to consultants for services rendered with the transaction.

As a result of a subsidiary's agreement to purchase business assets and customer
listing,  an  option  has  been  authorized  by the  board of  directors  of the
subsidiary  company  for  35,000  common  shares  at $3.00 per  share,  expiring
December 31, 2000.  This agreement has been assumed by the Board of Directors of
the Company on its  acquisition of Symphony  Telecom  International,  Inc. As of
December 31, 2000 this option has not been exercised.

A  change  in  control  of the  Company  and  the  simultaneous  March  9,  2000
acquisition of Symphony Telecom,  Inc.  (Delaware) has been accounted for on the
basis of a reverse  acquisition,  whereby combining  financial  statements gives
effect to the acquired  company  continuing to report as if it was the acquirer.
The  financial  statements  as  presented  reflect the  results of the  combined
entities.

Symphony  Telecom  International,  Inc. (the acquired  company) was incorporated
under the laws of the State of Delaware on December 4, 1998, to acquire Symphony
Telecom Inc.,  an affiliated  company  engaged in providing  telephone  services
principally in southern  Ontario,  Canada.  Symphony Telecom Inc. was formed May
27, 1996 under the Business Corporations Act of Ontario,  Canada for the purpose
of providing a broad range of  telecommunication  services  including  voice and
data  transmission,  internet  services,  and other  related  services for North
American  and  international  markets.  Pursuant  to an  Agreement  and  Plan of
Reorganization  dated  March 29,  1999,  Symphony  Telecom  International,  Inc.
acquired  all of the  common  shares of  Symphony  Telecom  Inc.  in a  non-cash
transaction on the basis of one Symphony Telecom  International,  Inc. share for
each Symphony  Telecom Inc.  share.  A total of 7,351,875  shares were issued to
effect the  acquisition.  These shares were  restricted  for purposes of resale.
Over a period  of  twelve  months,  the right to sell the  shares  accrued  on a
straight-line basis.

Effective July 1, 2000 Symphony Telecom Inc. purchased certain assets, including
customer  base,  accounts  receivable,  name and other  intangible  assets  less
certain  trade   payables  of  Mondetta   Telecommunications   Inc.,  a  company
incorporated  under  the  Canada  Business   Corporations  Act,  which  provides
international  long distance telephone  services,  directed mostly to retail and
residential  ethnic  populations  across  Canada,  as  well  as  small  business
segments.

The  transaction  was non-cash after  assumption of net liabilities of $786,956,
with the total purchase  price of  $3,195,420;  Net purchase price of $2,408,464
being  satisfied  by  issue of  1,050,000  common  shares  of  Symphony  Telecom
International  Inc. with each common share having attached a warrant to purchase
one common share at the price of $3, expiring September 30, 2001.  Subsequently,
in October 2000, all the assets acquired from Mondetta were  transferred  into a
newly  incorporated  company in Ontario  Canada,  named Mondetta  Communications
Corp.

Effective July 31, 2000 Symphony Telecom Inc.  purchased 61.5% of all the issued
and outstanding shares of Telemax Communications Inc., a company incorporated in
Ontario, Canada, which promotes and markets prepaid telephone cards for national
and  international  long distance  telephone  services directed mostly to ethnic
populations  across  Canada.  The purchase was  accounted for using the purchase
method of accounting and the results of operations have been  consolidated  from
the effective date of acquisition.

The purchase  price of  $4,830,361  was satisfied by cash payment of $166,277 on
closing, a promissory note in amount of $2,690,000 and the issuance of 1,000,000
common shares, each attached with a one share warrant, of Symphony Telecom Inc.,
which are  convertible,  by September  30, 2005,  into common shares of Symphony
Telecom International Inc. for a value representing $1,995,330.  The issuance of
Symphony Telecom International Inc.'s common shares will be

                                       4.

<PAGE>

                      SYMPHONY TELECOM INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                          NOTES TO FINANCIAL STATEMENTS


restricted  for the purposes of resale for a period of one year. A further three
payments of $166,278 each are due and payable up to and including  September 30,
2001  upon  Telemax   Communications   Inc.'s  first  year's  revenues  reaching
cumulative  targets of $10,087,500,  $20,175,000  and $30,262,500  respectively.
Symphony  Telecom Inc. is also to provide  Telemax  Communications  Inc.,  under
terms of its promissory  note,  with four equal payments of $672,500 for working
capital by October 31 and December 31, 2000, and March 31 and June 30, 2001.

Symphony  Telecom  Inc.  has paid  $166,277 on closing and a further  payment of
$166,278 in October  2000. No other  payments  have been made,  resulting in the
company being in default on its  promissory  note, and  deteriorating  relations
with management of Telemax Communications Inc.

On August 31, 2000 Symphony Telecom  International Inc. purchased 51% of all the
shares of 9041-6868 Quebec Inc.  operating as Directory  Management  America Dot
Com, a company  incorporated  in Quebec,  Canada,  which provides  marketing and
advertising  services,  specifically to yellow pages and e-commerce  advertising
agencies throughout North America, which gives national support for businesses.

The purchase price of $339,790 is an all cash transaction, with $135,916 paid at
closing and the balance payable in 3 equal monthly installments.

On August 28, 2000, the Company entered into a private placement  agreement with
Geek  Securities,  Inc. to provide,  on a best efforts basis, up to $100 million
for common shares. In June 2000, Geek Securities,  Inc. privately placed 660,000
common  shares of  Symphony  Telecom  International,  Inc.,  restricted  for the
purposes of resale for a period of one year,  netting the Company  $780,000.  In
December 2000, the Company concluded its agreement with Geek Securities, Inc.

In the opinion of management,  the accompanying  interim  financial  statements,
prepared in accordance with the instructions for Form 10-QSB,  are unaudited and
contain  all  material   adjustments,   consisting  only  of  normal   recurring
adjustments  necessary to present  fairly the  financial  condition,  results of
operations  and cash flows of the Company  for the  respective  interim  periods
presented.  The  current  period  results  of  operations  are  not  necessarily
indicative  of results  which  ultimately  will be reported  for the fiscal year
ending June 30, 2001.

The preparation of financial  statements in conformity  with generally  accepted
accounting principles in the United States 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.

2.  GOING CONCERN AND MANAGEMENT PLAN

The  Company  has  minimal  capital  resources   presently   available  to  meet
obligations, which normally can be expected to be incurred by similar companies,
has  recurring   operating   losses  and  negative  cash  flows  from  operating
activities. These factors raise substantial doubt about the Company's ability to
continue as a going  concern.  The Company will have to pursue other  sources of
capital,  such as additional  equity  financing or debt  financing.  There is no
assurance that the Company will be able to obtain such  financing;  however,  in
June 2000,  the Company  conducted a private  placement  of its stock and raised
$780,000.  Further, in March 2001 the Company was advanced $750,000 as a loan to
be repaid  in two years  with  simple  interest  of 8%  payable  quarterly.  The
financial  statements do not include any adjustments  that might result from the
outcome  of this going  concern  uncertainty.  Management's  plans over the next
twelve-month  period are to further develop its  telecommunications  pursuits in
North America,  mainly through  acquisitions that require substantial funding, a
significant  amount of which is currently being arranged.  There is no assurance
the Company will be able to obtain such financing.


3.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

These  financial  statements  have been  prepared in accordance  with  generally
accepted  accounting  principles in the United States.  Outlined below are those
policies considered particularly significant for the Company.

CASH AND CASH EQUIVALENTS For purposes of the statement of cash flows,  cash and
cash  equivalents  consist of money market  funds and demand  deposits in banks,
purchased  with a  maturity  of three  months or less.  The  Company  has demand
deposits in banks of $285,804 at March 31, 2001 and $nil at March 31, 2000.

ACCOUNTS   RECEIVABLE   In  the   purchase   of   net   assets   from   Mondetta
Telecommunications  Inc. 70% of accounts receivable were factored.  At March 31,
2001 all advances on accounts  receivable,  which had been factored,  were fully
repaid.

INVENTORY Inventory is valued at the lower of cost or market using the first-in,
first out method.

                                       5.

<PAGE>

                      SYMPHONY TELECOM INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                          NOTES TO FINANCIAL STATEMENTS


INCOME TAXES The Company filed  separate  corporate  federal  income tax returns
through  December 31,  1998.  Due to changes in control  occurring in 1999,  the
Company has no net operating loss  carryforwards  available to offset  financial
statement or tax return taxable income in future periods.

The Company uses the asset and liability  method of accounting for income taxes.
At December 31, 1999 and 1998, respectively, the deferred tax asset and deferred
tax liability accounts,  as recorded when material to the financial  statements,
are  entirely  the  result  of  temporary  differences.   Temporary  differences
represent  differences in the  recognition of assets and liabilities for tax and
financial  reporting purposes,  primarily  non-deductible  accrued  compensation
amounts payable to an officer.

USE OF ESTIMATES The  preparation  of financial  statements  in conformity  with
generally accepted  accounting  principles requires management to make estimates
and  assumptions   that  affect  certain   reported   amounts  and  disclosures.
Accordingly, actual results could differ from those estimates.

NET LOSS PER COMMON  SHARE Basic per share  information  is computed by dividing
income  available to common  stockholders  by weighted  average number of common
shares  outstanding.  There were 1,050,000  warrants and 1,925,330  common share
options  outstanding  at March 31, 2001,  and 35,000  common share  options were
outstanding at March 31, 2000.

FAIR VALUE OF FINANCIAL INSTRUMENTS The Company estimates that the fair value of
all financial  instruments at March 31, 2001 does not differ materially from the
aggregate carrying values of its financial  instruments  recorded in the balance
sheet. The estimated fair value of amounts of receivables,  accounts payable and
accrued  liabilities  approximate  fair  value due to their  short-term  nature.
Considerable  judgement is necessarily  required in interpreting  market data to
develop the  estimates of fair value,  and  accordingly,  the  estimates are not
necessarily  indicative  of the  amounts  that the  Company  could  realize in a
current market exchange.

PROPERTY AND  EQUIPMENT  Computer  equipment,  computer  software,  automobiles,
office  furniture and telephone  equipment are stated at cost.  Expenditures for
normal maintenance and repairs are charged to expense as incurred.  Depreciation
is computed using reducing  balance method based upon the estimated useful lives
of the related  assets.  Depreciation  expense  was  $95,650 for the  nine-month
period  ended March 31, 2001 and $28,225 for the  nine-month  period ended March
31, 2000.

PRINCIPLES OF  CONSOLIDATION  The financial  statements  include the accounts of
Symphony Telecom  International,  Inc. a Utah corporation and its  subsidiaries,
Linkdata  Communications  London,  Ontario Inc., 9041-6868 Quebec Inc., Canadian
corporations,  and Symphony Telecom  International Inc., a Delaware corporation,
and its subsidiaries  Symphony Telecom Inc. and subsidiaries of Symphony Telecom
Inc.,  Communication  Solutions Group Ltd., and Telemax  Communications Inc. and
Canadian   Inter-Latin   Communications  Inc.,  and  a  subsidiary  of  Canadian
Inter-Latin  Communications  Inc., Canadian  Inter-Continental of Ecuador SA All
subsidiaries of Symphony  Telecom  International,  Inc.  (Delaware) are Canadian
corporations  except  the latter  incorporated  in  Ecuador  (collectively,  the
"Subsidiaries").  All significant  inter-company  transactions and balances have
been  eliminated  in  consolidation.  The  consolidated  group  is  referred  to
collectively and individually as the "Company".

MINORITY  INTEREST The amount for minority  interest  represents 25% interest in
subsidiary,  Canadian Inter-Continental  Communications of Ecuador SA, a company
incorporated  under the laws of Ecuador on November 23, 1998;  38.5% interest in
subsidiary,  Telemax  Communications  Inc. a company  incorporated  in  Ontario,
Canada;  49%  interest in 9041-6868  Quebec  Inc.;  and 21% interest in Symphony
Telecom Inc., a company  incorporated in Ontario,  Canada. The minority interest
in net loss of subsidiaries  has been credited to income and charged to minority
interest.

RECLASSIFICATIONS  Certain amounts in the accompanying financial statements have
been reclassified to better reflect the Company's operations,  in the opinion of
management.  These reclassifications have been reflected in all amounts shown in
the accompanying financial statements.

NEW ACCOUNTING  STANDARDS Statement of Financial  Accounting  Standards No. 130,
"Reporting  Comprehensive  Income"  ("SFAS"  No.  130)  issued  by the  FASB  is
effective for financial  statements  with fiscal years  beginning after December
15,  1997.  SFAS No. 130  establishes  standards  for  reporting  and display of
comprehensive  income  and  its  components  in a full  set  of  general-purpose
financial statements. The Company adopted SFAS No. 130 as of June 30, 1997.

Statement of Financial Accounting Standards No. 131, "Disclosures about Segments
of an Enterprise and Related Information" ("SFAS No. 131") issued by the FASB is
effective for financial  statements  with fiscal years  beginning after December
15, 1977. SFAS No. 131 requires that public companies report certain information
about operating  segments,  products,  services and geographical  areas in which
they  operate and their major  customers.  The Company has adopted  SFAS No. 131
since incorporation and it had no effect on its financial position or results of
operations.

                                       6.

<PAGE>
<TABLE>
<CAPTION>

                      SYMPHONY TELECOM INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                          NOTES TO FINANCIAL STATEMENTS


4.  NOTE RECEIVABLE

The Company  advanced a non-interest  bearing loan of $400,134 to North American
Gateway Inc. in the form of a promissory  note, with personal  guarantees of the
principal  shareholder for the first $200,000,  and a general  security over the
company's assets for the remainder. The term is for one year maturing in October
2001.

5.  BANK LOANS

Bank loans comprise:

                  Small Business Loan                $   21,172
                  Line of credit                        168,307
                                                     ----------

                                                     $  189,479

The Company's subsidiary company Telemax Communications Inc. has been provided a
Small  Business Loan by its bankers in the amount of $166,725,  with interest at
the bank's prime plus 2.5%, which is secured by property and equipment.  Telemax
Communications  Inc. has repaid  $145,553  and the balance  payable at March 31,
2001 is $21,172. Repayment is $2,779 monthly plus interest and matures September
30, 2001.  Telemax  Communications  Inc. has also been  provided  with a line of
credit  facility of up to $200,000 with interest at the bank's prime plus 1.25%,
secured by a general security  agreement over the company's assets. At March 31,
2001 the company had drawn down $168,307.

6.  NOTES PAYABLE AND PROMISSORY NOTES

Notes and promissory notes comprise the following:
                                                           March 31,       June 30,
                                                             2000            2000
                                                             ----            ----
<S>                                                       <C>             <C>
   Officers and directors of subsidiary companies         $  701,369      $   13,693
   Private notes                                                   -           7,270
   Balance payable on acquisition of
        Linkdata Communications London Ontario Inc.           31,756         128,326
   Notes payable to Laurus Master Fund                       697,797               -
   Promissory note, private                                        -          18,500
   Promissory note to AT& T Canada Corp.                     639,277               -
                                                          ----------      ----------

                                                          $2,070,199      $  167,789
                                                          ==========      =========

</TABLE>

Notes due to officers and  directors of subsidiary  companies  are  non-interest
bearing,  unsecured and due upon demand.  The balance payable on the acquisition
of Linkdata Communications London Ontario Inc. is non-interest bearing,  secured
by term  deposits at bank,  and due on June 28,  2001.  Notes  payable to Laurus
Master Fund bear simple  interest at 8%,  payable  quarterly,  and mature  March
2003.  Promissory  note payable to AT&T Canada Corp.  bears interest at 8.5%, is
payable in twelve equal monthly instalments of $58,547 including interest.

7.  LONG-TERM DEBT

Long-term debt is summarized as follows:
                                                        Principal      Discount

      Noninterest-bearing notes payable to directors   $    44,038   $    12,961
                                                       ===========   ===========

Notes payable to directors are considered long-term, and are noninterest-bearing
with no specific terms for repayment. Discount is based on imputed interest rate
of 10%, and has been recorded as contributed capital.


                                       7.

<PAGE>


                      SYMPHONY TELECOM INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                          NOTES TO FINANCIAL STATEMENTS


8.  COMMITMENTS

On October  15, 2000 the Company  moved its head  office to  Brampton,  Ontario,
Canada and has entered into a five-year  lease on 20,000  square foot  building,
prepaying one year's rent of $86,464. The Company's total rent and lease expense
was $170,068 for the nine-month  period ended March 31, 2001 and $36,301 for the
nine-month  period  ended  March 31,  2000.  The  Company  has leased  premises,
equipment and  automobiles,  which have been accounted for as operating  leases.
Lease payments required over the next five years are as follows:

                  2001     $219,498
                  2002     $190,481
                  2003     $152,053
                  2004     $138,407
                  2005     $130,000
                  2006+    $      -
                           --------

                           $830,439
                           ========

On December 21, 2000 the Company  entered into a purchase  agreement with Nortel
Networks to provide a services delivery network for Southern Ontario, Canada for
a total price of  $4,897,078.  The purchase  agreement is subject to the Company
meeting Nortel Network's credit approval.  Delivery of equipment is scheduled to
commence  in March  2001 and  final  delivery  in  October  2001.  The  purchase
agreement includes a significant  component of engineering and sales services to
set up the network and assist in the development of the business model.

9. GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill  represents  the  excess of the  purchase  price over the fair value of
acquired  businesses and, with other  intangible  assets,  is being amortized on
straight-line basis. The life of goodwill arising on acquisitions,  and the life
of  other  intangible   assets  is  estimated  to  have  lives  of  five  years.
Amortization expense was $705,517 for the nine-month period ended March 31, 2001
and $53,606 for the nine-month period ended March 31, 2000.

The details of goodwill and other intangible assets are as follows:

                                                        Net         Net
                                      Accumulated     March 31    June 30
                        Cost         Amortization       2000       2000
                      -----------    ------------       ----       ----

         Goodwill     $ 4,696,547    $    765,242   $ 3,931,305   $738,710
                      ===========    ============   ===========   ========

10.  FOREIGN ASSETS, REVENUES AND CONSOLIDATED FOREIGN ENTITIES

The Company is presently  Canadian based, and as such carries out its operations
in  Canada.  Symphony  Telecom  International,  Inc.  and  subsidiary  companies
maintain their books using Canadian  dollars.  The books of these companies have
been  translated  into U.S.  dollars  using the current rate  method.  Gains and
losses  on  foreign  currency  transactions  are  included  in the  consolidated
statements of other comprehensive loss.

11. SUBSEQUENT EVENTS

The Company has been negotiating to acquire a telephone services provider in the
U.S.A. The acquisition is a Nevada  corporation,  which has total purchase price
of $1,375,000 for all the shares, comprising cash payment of $50,000, assumption
of a debt of  $370,000  and the  balance in  issuance  of the  Company's  common
shares. This acquisition is expected to form the base of U.S. operations.


                                       8.

<PAGE>

MANAGEMENT'S  DISCUSSION  AND  ANALYSIS OF  FINANCIAL  CONDITION  AND RESULTS OF
OPERATIONS


The  company  has made  several  acquisitions  that  have had an  impact  on the
performance  of the company  and  resulted in  substantial  material  changes in
revenues,  expenses and other items  compared to the same period in the previous
year.

On June 29,  2000,  the company  acquired  all of the common  shares of Linkdata
communications  London Ontario Inc., a company incorporated in Ontario,  Canada,
which is a data communications company providing enterprise networking;  network
security;  DSL;  wireless and T1 access;  e-mail and virtual hosting services in
Southern Ontario, Canada.

Effective  July 1, 2000  Symphony  Telecom,  Inc., a subsidiary  of the Company,
purchased certain assets, including customer base, accounts receivable, name and
other   intangible   assets   less   certain   trade   payables,   of   Mondetta
Telecommunications  Inc.,  a  company  incorporated  under the  Canada  Business
Corporations Act, which provides international long distance telephone services,
directed mostly to retail and residential  ethnic  populations across Canada, as
well as small business segments. The assets of Mondetta  Telecommunications Inc.
were  transferred  into  a  newly  incorporated  Ontario  corporation,  Mondetta
Communications Corp. a wholly owned subsidiary of Symphony Telecom Inc.

Effective July 31, 2000 Symphony Telecom Inc.  Purchased 61.5% of all the issued
and outstanding shares of Telemax Communications Inc., a company incorporated in
Ontario, Canada, which promotes and markets prepaid telephone cards for national
and international  long distance telephone services directed mostly to customers
in Canada.

On August 31,  2000,  The Company  purchased  51% of all the shares of Directory
Management America Dot Com Inc., a company incorporated in Quebec, Canada, which
provides  marketing and advertising  services,  specifically to yellow pages and
e-commerce advertising agencies throughout North America.

The above  Agreements are subject to numerous  representations,  and conditions,
including payment of the balance of the purchase price.

The  following  discussion  should  be read in  conjunction  with the  Financial
Statements and Notes thereto  contained  elsewhere  herein.  Please note that no
assurance  exists  as to  the  actual  future  outcome  of  Management's  plans,
assumptions or estimates.  Historically the Company has experienced  losses from
operations.  Management  anticipates that losses will substantially  decrease as
the business units are  integrated  and  businesses are acquired,  with revenues
substantially increasing. No guarantee exists.

The Company's  books are kept in Canadian  dollars and  translated to US dollars
for reporting purposes. It is sometimes possible that subtracting the result for
the current  quarter ended March 31, 2001 from the figure  reported for the nine
months ended March 31, 2001 will yield a number which is slightly different from
that reported in the previous  quarter.  Any such discrepancy is due to currency
translation rate  differences  that may apply at the time the financial  reports
are prepared.

RESULTS OF OPERATIONS - THIRD QUARTER AND NINE MONTHS OF FISCAL YEAR ENDING JUNE
30 2001  COMPARED TO THIRD  QUARTER AND NINE MONTHS OF FISCAL YEAR ENDED JUNE 30
2000

The  company's  total Sales in fiscal Q3 2001  increased 37 times over the three
months ended March 31,2000.  This increase was a result of  consolidation of the
acquisitions  made  during the year.  Sales  results in the first nine months of
fiscal 2001 show a growth of 2176% from the corresponding period last year.

Overall revenue  performance in the third quarter of fiscal 2001 was essentially
unchanged  from the previous  quarter of the current  fiscal year.  Sales in the
Phone Card  segment,  for which there are no  comparable  figures for last year,
reflect the results of the Company's  Telemax  Communications  Inc.  subsidiary,
which posted a seasonal quarter over quarter sales variation down 1.7%


                                       9.

<PAGE>

Year over year  results  within the  Telephone  services  category  increased by
1,780% and 2123% for the third  quarter  and the first nine  months of this year
compared  to the  respective  previous  year  period.  These  gains  reflect the
addition, in year, of the Mondetta customer base. Third quarter results compared
to  previous  quarter  of the  current  year show a decrease  for this  business
segment of 17%.  Management  attribute  this  decline to  increased  competition
resulting in lower rates to several international destinations.

Equipment and systems sales and Internet  Services posted  significant year over
year gain for the third quarter and first nine months of this fiscal year. These
gains are  attributable  to the acquisition of Linkdata  Communications  in June
2000. In the third quarter the company posted a 75% increase in revenue for this
sector compared to the previous quarter of this fiscal year.

The company is reporting an overall  negative gross margin for the third quarter
of fiscal year ending June 30, 2001.  This  compares to a third  quarter  FY2000
gross  margin of 31% and an overall  gross  margin the second  quarter of fiscal
2001 of 35%.  The overall  gross margin for the first nine months of fiscal year
ending  June  2001 at 15.6% is down  from 33% in the  comparable  previous  year
period.  The decline in gross profit is  substantially  all  attributable to the
performance  of the pre-paid  phone card  business in the fiscal  quarter  ended
March 31, 2001.

The company is reporting a negative  margin in the pre-paid  phone card business
in the third quarter  compared to a 32% margin achieved in the previous  quarter
of the current year.  The gross margin for the  nine-month  period is 0.7%.  The
company did not have comparable figures for the corresponding periods last year.
Losses are  attributed to operating  difficulties  experienced  during the third
quarter.  Some service  outages were  experienced  which resulted in cards being
returned from distributors.  Telemax Communications Inc. has been in the process
of installing additional switches.

Within the Telephone Services  operating  segment,  the company achieved a gross
margin of 32% in 3Q 2001  compared to 61% in the  comparable  quarter last year.
For the nine  months  ended  March 31 the gross  margin,  at 42% is  essentially
unchanged compared with 43% achieved in the same period the previous year.

Margins on  equipment  and  systems  and  Internet  services  at 36% reflect the
results of our  rationalization  and expansion of the product portfolio required
to achieve  our  objective  to be a total  communications  supplier  and compare
favourably  to  previous  results.  Gross  Margin  in the  directory  management
category  at 12% for  the  quarter  reflects  the  higher  than  expected  costs
associated with an early stage company, Directory Management America dot Com.

Selling,  General and Administrative  expenses for fiscal 3Q 2001 compared to 3Q
2000 indicates a substantial increase that parallels the increase in Revenue and
is primarily the result of the  consolidation  of the  acquisitions and expenses
related to financing activity.

Loss from operations at $2,305,043 for the current quarter compares to a loss of
$545,186 for the previous  quarter of the current fiscal year.  Operating losses
are a result of  infrastructure  build-up,  particularly in sales executives and
customer  engineers  and  some  one-time  expenses   associated  with  financing
activity.  Due to current  weakness  in the  telecom  sector the company has not
achieved it's targeted sales growth and is delayed in it's current business plan
which was projecting  profitable  operations  before the end of this fiscal year
ending  June 30,  2001.  Management  are  projecting  the company  will  achieve
break-even by the end of the first quarter of fiscal 2002.


FINANCIAL CONDITION

The  Company  has  been  substantially  dependent  on the  proceeds  of  various
offerings of its securities to fund its operating expenses.  Management believes
that by relying on its cash on hand as of March 31, 2001, upon  anticipated cash
flow from business  operations,  private placement offerings of shares, and some
commercial borrowing,  it will meet its current commitments and requirements for
the balance of the year.  Management believes that the ability of the Company to
achieve  substantial  profitability  in the short term is conditional  primarily
upon the successful  operation of its business units and their future  operating
results.  In June  2000  The  Company  received  $750,000  in  convertible  debt
financing, with simple interest payable quarterly at 8%. The company has minimal
loan arrangements with commercial lending institution.

                                      10.

<PAGE>

The Company continues to explore  opportunities  with various  investors,  joint
venture candidates, and prospective licensees. The Company has various pursuits,
including a letters of intent for substantial equity funding,  underway for both
the short and long term needs of the Company.  Management  believes that current
funding,  as well as others in  potential  private  placements  will  assist the
Company in meeting its cash needs, but there is no guarantee.

OUTLOOK

Symphony  Telecom  is one of a new  breed  of  service  providers,  fostered  by
increasing deregulation of the telephone industry around the world,  positioning
itself to take advantage of the opportunities for change by quickly implementing
market solutions using a new generation of equipment and technology. Our goal is
to present ourselves as an Integrated  Communications Provider (ICP) with a full
suite of voice and data services for  residential  and business  consumers.  Our
focus is on meeting the needs of the  marketplace  and,  through the efforts and
creativity  of our account  executives  and customer  engineers,  to present our
customers with the best  communications  solution for their needs. To do this we
are addressing  several  strategic  elements in our  infrastructure  and network
capabilities. We intend to be represented by well-trained, knowledgeable account
executives  and  engineers.  We are  continuing  to invest in this  strategy  by
recruiting  seasoned telecom sales executives and  complimenting  their industry
knowledge with extensive  in-house training on convergent  services.  As part of
our continuing  national  expansion plans we have recently opened a sales office
in Montreal,  Canada,  and are pursuing the  acquisition of a US based telephone
services resale operation.

We  are  building  a  services   delivery  network   leveraging  a  packet-based
infrastructure with an application-focussed  value proposition to deliver all of
the advantages of the new network technologies to our customers. To this end the
Company has entered into a $5 million  purchase  agreement with Nortel Networks.
The Nortel Agreement includes a significant component of purchased services from
Nortel Networks Global Professional Services organisation that will assist us in
building the network of the future and assist in the development of the business
model for a Next  Generation  Competitive  Local  Exchange  Carrier  (CLEC)  and
Applications Services Provider (ASP).

The company is actively pursuing various initiatives with  Hydro-Electric  Power
Utility  companies  including joint marketing  initiatives.  The Power Utilities
have  large  customer  bases and strong  customer  loyalty.  Many have  invested
significantly in fibre based communications  facilities in their regions and the
Company sees great potential in co-operative ventures in this sector.

The Company is in default of a promissory  note to Telemax  Communications  Inc.
given  at the time of its  acquisition  of a 61.5%  interest  in  Telemax.  This
situation has led to  deteriorating  relations  with the management and minority
shareholders of Telemax Communications Inc., which has resulted in the threat of
a legal action. Management believe that this situation can be remedied.

Forward  Statements.   Certain  statements  herein  constitute   forward-looking
statements.  These statements involve known and unknown risks, uncertainties and
other factors that may cause actual results, levels of activity, performance, or
achievements  to be  materially  different  from any future  results,  levels of
activity,   performance,   or   achievements   expressed   or  implied  by  such
forward-looking  statements.  In some cases,  you can  identify  forward-looking
statements by terminology such as "may," "will," "should,"  "could,"  "expects,"
"plans," "anticipates,"  "believes,"  "estimates,"  "predicts,"  "potential," or
"continue"  or the  negative  of such  terms  or other  comparable  terminology.
Although expectations  reflected in the forward-looking  statements are believed
to be reasonable,  there is no guarantee of future results,  levels of activity,
performance, or achievements.  Moreover, neither we nor any other person assumes
responsibility for the accuracy and completeness of such statements. The Company
does not undertake to update any of the forward-looking statements herein.


                                      11.

<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.

SYMPHONY TELECOM INTERNATIONAL, INC.

/s/  Gilles Trahan, C.E.O.
--------------------------
(principal executive and financial officer)

Date:   May 21, 2001




                                      12.