# UNITED STATES

# SECURITIES
AND EXCHANGE COMMISSION

# Washington,
D.C. 20549

# FORM 10-QSB

# [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR
15(d) OF THESECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31,
2001

OR

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

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Commission file number 000-24001

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# JVWEB, INC.

Incorporated pursuant to the Laws of Delaware

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Internal Revenue Service  Employer
Identification No. 76-0552098

5444 Westheimer, Suite 2080, Houston, Texas 77056

(713) 622-9287

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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 Exchange Act of 1934 during the preceding 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, $0.01 par value, outstanding as of March 31, 2001: 1,987,938 shares

Transitional Small Business Disclosure Format (check one):  Yes  NoX

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# JVWEB, INC.

# QUARTER ENDED MARCH 31, 2001

# INDEX

`PART I.  FINANCIAL INFORMATION
                                                                                               Page

         Item 1.  Financial Statements

         Condensed financial statements of JVWeb, Inc.:
         ----------------------------------------------

              Balance sheet as of March 31, 2001                                                3
              Income statements for the three and nine months ended March
                  31, 2001 and 2000                                                             4

              Statements of cash flows for the nine months ended
                  March 31, 2001 and 2000                                                       5

              Notes to financial statements                                                     6

         Item 2.  Management's Discussion and Analysis of Financial
                           Condition And Results of Operations                                  7

PART II. OTHER INFORMATION

         Item 2.     Changes in Securities and Use of Proceeds                                  7

         Item 4.     Submission of Matters to a Vote of Security Holders                        8

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

                             (a)Exhibits

SIGNATURE                                                                                       9`

`PART 1.   FINANCIAL INFORMATION

Item 1.   Financial Statements

                                   JVWeb, Inc.
                                  Balance Sheet
                              As of March 31, 2001



                      ASSETS

Cash ........................................................................   $       151


Office equipment and furniture (net of
  $4,641 accumulated depreciation) ..........................................         2,292
Deposit .....................................................................           625
                                                                                -----------

    Total Assets ............................................................   $     3,068
                                                                                ===========


      LIABILITIES & STOCKHOLDERS'EQUITY

Accounts payable ............................................................   $    77,403
Accrued expenses ............................................................           284
Current portion of installment debt .........................................         1,393
Note payable to founding shareholder ........................................       624,988
Accrued interest on note to founding shareholder ............................        59,169
                                                                                -----------
    Total Current Liabilities ...............................................       763,237

LONG-TERM DEBT ..............................................................         5,297
                                                                                -----------
    Total Liabilities .......................................................       768,534
                                                                                -----------

Common stock, $0.01 par, 50,000,000 shares
  authorized, 1,987,938 shares issued and
  outstanding ...............................................................        19,879
Paid-in capital .............................................................     3,953,931
Retained (deficit) ..........................................................    (4,739,276)
                                                                                -----------
    Total Stockholders' Equity ..............................................    (  765,466)
                                                                                -----------

    Total Liabilities & Stockholders' Equity ............................   $     3,068
                                                                                ===========`

`JVWeb, Inc.
                                Income Statements
           For the Three and Nine Months Ended March 31, 2001 and 2000


                                            3 Months          9 Months              3 Months            9 Months
                                              Ended             Ended               Ended               Ended
                                             Mar. 31,          Mar. 31,             Mar. 31,            Mar. 31,
                                               2001              2001                2000                2000
                                             ---------         ---------           ---------           ---------

REVENUES                                     $   8,700         $  25,959           $  46,071           $ 124,722

Operating expenses
  Cost of sales                                  9,921            37,867              57,048              97,507
General& administrative                     21,419           242,142             221,070             797,291
Writedown of investment
  carrying values                                                 87,500
Provision for contingent
  collections                                                                                             54,860
Depreciation                                       400             1,308                 865               1,304
                                             ---------         ---------           ---------           ---------
Total expenses (recovery)                       31,740           368,817             278,983             950,962
                                             ---------         ---------           ---------           ---------

    Operating income (loss)                    (23,040)         (342,858)           (232,912)           (826,240)

Other income and (expenses)
  Interest income                                    3                53               1,020               3,020
  Interest expense                             (10,397)         ( 30,431)           (  6,654)           ( 15,596)
Gain on sale of assets                                                                   144
                                             ---------         ---------           ---------           ---------
    Net income (loss)                        $ (33,434)        $(373,092)          $(238,546)          $(838,816)
                                             =========         =========           =========           =========

Net income (loss) per
  common share                               $ (   .02)        $(    .19)          $(    .15)          $(    .59)

Weighted average common
  shares outstanding                         1,987,938         1,961,982           1,540,008           1,426,508`

`JVWeb, Inc.
                            Statements of Cash Flows
                For the Nine Months Ended March 31, 2001 and 2000


                                                      2001         2000
                                                  ---------    ---------

CASH FLOWS FROM OPERATIONS
   Net deficit .................................   $(373,092)   $(838,816)
   Adjustments to reconcile net
     deficit to cash provided
       from operating activities
         Depreciation ..........................       1,308        1,304
         Common stock issued for services ......      76,521      594,783
         Common stock issued for investments ...      37,500
         Writeoff of investment note receivable       50,000
         Gain on sale of assets ................           (          144)
         Changes in:
           Accounts receivable .................       2,056      (32,147)
           Prepaid expenses ....................       9,063     (149,319)
           Accrued expenses ....................           (        3,497)
           Accrued interest to founder .........      29,311
           Accounts payable ....................     (90,789)      26,105
                                                   ---------    ---------
           NET CASH USED BY OPERATING ACTIVITIES    (261,763)    (398,090)

CASH FLOWS FROM INVESTING ACTIVITIES
   Proceeds from sale of fixed assets ..........         400
   Purchase of fixed assets ....................           (        2,942)

CASH FLOWS FROM FINANCING ACTIVITIES
   Change in notes payable to founding
     shareholder ...............................      53,116      346,165
   Contribution to capital by founding
   shareholder .................................     194,806
   Payments on note payable ...................       (  162)     (54,510)
   Proceeds from notes payable .................       6,852       20,000
   Issuance of common stock ....................     120,000
                                                    ---------    ---------
     NET CASH PROVIDED BY FINANCING ACTIVITIES .     254,612      431,655
                                                   ---------    ---------

     NET INCREASE (DECREASE) IN CASH ...........    (  6,751)      30,623
     CASH BEGINNING ............................       6,902       42,723
                                                    ---------    ---------

     CASH ENDING ...............................   $     151    $  73,346
                                                   =========    =========`

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# JVWEB, INC.

# NOTES TO FINANCIAL STATEMENTS

NOTE A - BASIS OF PRESENTATION

The accompanying unaudited
interim financial statements of JVWeb, Inc., a Texas corporation
(Company), have been prepared in accordance with generally accepted
accounting principles and the rules of the Securities and Exchange Commission
(SEC), and should be read in conjunction with the audited financial
statements and notes thereto contained in the Companys latest Annual
Report filed with the SEC on From 10-KSB. In the opinion of management, all
adjustments, consisting of normal recurring adjustments, necessary for a fair
presentation of financial position and the results of operations for the interim
periods presented have been reflected herein. The results of operations for
interim periods are not necessarily indicative of the results to be expected for
the full year. Notes to the financial statements which would substantially
duplicate the disclosure contained in the audited financial statements for the
most recent fiscal year, 2000, as reported in Form 10-KSB, have been omitted.

NOTE B - EXPENSE REIMBURSMENT

The founding shareholder
has reimbursed the Company for significant expenses incurred since July 1, 2000
and has directly paid additional expenses of the Company, totaling $194,806.
This has been done to keep the various ventures related to the Company viable as
having value for any merger discussions which might occur. In exchange, the
Company is considering a transaction in which the shareholder could acquire an
interest in these ventures. The reimbursement is accounted for as a contribution
to capital.

NOTE C - REVERSE STOCK SPLIT

On January 16, 2001,
outstanding shares were split one-for-seven. All share and per share amounts
have been restated.

## ITEM 2.
MANAGEMENTS DISCUSSION & ANALYSIS

GENERAL DISCUSSION

As had been stated in the quarterly  report for 12/31/00,  operations have been reduced to a minimum level as the company seeks to find
a merger partner.  Management is concentrating  virtually all of its efforts on finding a suitable merger partner.  In that regard, due
to input received from numerous  investment  banking  individuals,  the company  effected a reverse merger in its stock on December 20,
2000. This reduced the number of shares outstanding to approximately 2.1 million shares.

Discussions with various potential merger candidates are on-going. At this time, there is not a significant event to report in this
regard.

Separately,  the company is  reporting  that its Class A warrants  were due to expire in May,  2001.  Management  has decided to extend
those warrants for 90 days.  Also, the  registration  statement  underlying  the warrants  ability to be exercised  expired in January,
2001.  Therefore,  the company  presently cannot permit the exercise of warrants.  Management has determined that, at the present time,
it cannot afford the cost of filing a new registration statement for the warrants.  Therefore,  there is no certainty that the warrants
will be exercisable in the foreseeable future.

Beddis stock: JVWeb presently holds 200,000 shares in Beddis International, Inc., a public company. This stock is being held for
investment purposes (available for sale). The stock recently traded at $0.90 a share, although it is trading very lightly on the pink
sheets. The shares were retained as part of the unwinding of a joint venture that JVWeb was involved in. The stock is currently under
a partial restriction from trading. The restriction is fully lifted in October, 2001. For accounting purposes, the shares were
written down to $0 under the impairment review under FASB 121 as of June 30, 2000.  Under FASB 115, subsequent increases in the fair
value of available-for-sale securities may be recognized through an increase in Comprehensive Income.  This stock was not trading as
of March 31, 2001, so management has not yet determined a fair value beyond $0.

## PART II. OTHER
INFORMATION

## Item 2  Changes in Securities

On May 12, 1998, the
Companys Registration Statement on Form SB-2 (Commission File No.
333-43379) was declared effective by the U.S. Securities and Exchange
Commission. The Companys Quarterly Report on Form 10-QSB for the quarter
ended March 31, 1998 contained a detail discussion of the securities registered
by this Registration Statement. This discussion remains true and correct as of
the end of the quarter ended March 31, 2001 except in certain regards
discussed in the remainder of this paragraph. First, the Common Stock and the
Companys Class A Warrants (Class A Warrants) have commenced
trading. In addition, 110,240 Class A Warrants have been exercised, and proceeds
from such exercises in the aggregate amount of $110,240 have been received by
the Company. All such proceeds have been used for general corporate purposes and
were paid to persons other than directors and officers of the Company and
persons owning more than 10% of any class of equity securities of the Company.
Moreover, the Company believes that LS Capital Corporation has sold material
numbers (if not all) of the shares of Common Stock and Class A Warrants
previously owned by it.

## Item 4  Submission of Matters to a Vote of
Security Holders

No
matter was submitted to a vote of the Companys stockholders during the
second quarter of fiscal 2001, through the solicitation of proxies or otherwise.
However, on January 16, 2001, a special meeting of the Companys
stockholders was convened for the purpose of considering and voting on an
amendment of the Certificate of Incorporation of the Company to effect a 1-for-7
reverse stock split (the Reverse Stock Split) of the Companys
Common Stock, $.01 par value per share (Common Stock), in which
every seven shares of Common Stock outstanding as of the effective date of the
amendment will be converted into one share of Common Stock. Information  regarding
a special  meeting  of the  Company's  stockholders  held on January  16,  2001 is  contained  in Item 4 of the
Company's Quarterly Report on Form 10-QSB for the quarter ended December 31, 2000.

The
Reverse Stock Split was approved by the Companys stockholders. It became
effective on February 5, 2001. The following are the results of the voting on
the Reverse Stock Split:

`For          Against           Abstain

                                    8,780,423        226,821           -0-`

`(a)      The following exhibits are filed with this Quarterly Report or are incorporated herein by reference:

                  Exhibit
                  Number            Description

                                    NONE

         (b)      Reports on Form 8-K

                                    NONE`

# 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.

JVWEB, INC.

|By | /s/Greg J. Micek
         ______________________________
                 Greg J. Micek, President
(Principal Executive Officer, Principal Financial Officer and Principal
                                                     Accounting Officer) | 
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | 

Dated:  May 15, 2001