SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                                   FORM 10-QSB/A

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

                  For the Quarterly period ended March 31, 2002

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

         For the transition period from ______________ to ______________

                        Commission file number 000-28195

                                CARSUNLIMITED.COM, INC.
             (Exact name of registrant as specified in its charter)

             Nevada                                      11-3535204
(State or other jurisdiction of               (IRS Employer Identification No.)
incorporation or organization)

                     10 Cedar Swamp Rd. Glen Cove, NY 11542
                    (Address of principal executive offices)

                                 (516) 671-4466
                           (Issuer's telephone number)


        The number of shares outstanding of each of the issuer's classes
               of common equity as of the latest practicable date:

                Class                                May  15, 2002
                -----                                -------------

    Common stock, $ 0.001 par value                  26,530,000.00





                             CARSUNLIMITED.COM, INC.

                                TABLE OF CONTENTS


PART I.  FINANCIAL INFORMATION

         ITEM 1 - Condensed Unaudited Financial Statements

         Balance Sheets as of  March 31, 2002 and 2001
         (Unaudited).....................................................

         Statements of Operations for the Three Months Ended
         March 31, 2002 and 2001 (Unaudited)........................

         Statements of Cash Flows Operations for the Three Months Ended
         March 31, 2002 and 2001 (Unaudited)........................

         Notes to Condensed Unaudited Financial Statements...............

         ITEM 2

         Management's Plan of Operations.................................

PART II. OTHER INFORMATION

         ITEM 1

         Legal Proceedings...............................................

         ITEM 6

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


         Signatures......................................................



                            CARSUNLIMITED.COM, INC.
                          (A Development Stage Company)
                                BALANCE SHEET
                            March 31, 2002
                                  (UNAUDITIED)

                                     ASSETS



Cash                                                               $   1,012
                                                                       -----
Total Current Assets                                                   1,012


Equipment and furniture, net                                             158
Security deposits                                                        322
                                                                       -----
Total Assets                                                           1,492
                                                                       =====


               LIABILITIES AND STOCKHOLDERS' (DEFICIT)

Account payable and accrued expenses                                  87,643
Salaries payable - officer                                           114,195
Payroll taxes payable                                                  2,419
                                                                     -------
Total Current Liabilities                                            204,257

Stockholders' (Deficit):
Common stock, $0.001 par value; 50,000,000 shares
   authorized and 26,530,000 shares issued
   and outstanding.                                                   26,530
Additional paid-in capital                                           555,561
(Less) subscriptions receivable                                         (200)
(Deficit) accumulated during the development stage                  (784,656)
                                                                     -------
Total Stockholders' (Deficit)                                       (202,765)
                                                                     -------
Total Liabilities and Stockholders' (Deficit)                      $   1,492
                                                                     =======
See notes to condensed unaudited financial statements.




                             CARSUNLIMITED.COM, INC.
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 2002 AND 2001
                AND INCEPTION ON MARCH 7, 2000 TO MARCH 31, 2002
                                  (UNAUDITIED)
                                                                        From
                                                                     Inception
                                              Three Months Ended   March 7, 2000
                                          March 31,     March 31,   to March 31,
                                           2002            2001         2002
Revenues:
Sales Commissions                       $ 18,632     $  44,757     $   283,188
                                          ------        ------       ---------
Total Revenues                            18,632        44,757         283,188

Costs and Expenses:
Professional fees                          4,875         2,147         404,873
Salaries                                   1,058         5,078         268,965
Commissions                                  220        13,564          71,718
General and adminstrative                 39,733        51,681         322,480
                                          ------        ------       ---------
  Total Costs and Expenses                45,886        72,370       1,068,036

Operating loss                           (27,254)      (27,613)     (  784,848)

Other income
Interest                                      --            50             192
                                          ------        ------        --------
Net income (loss)                      $ (27,254)    $( 27,663)     $( 784,656)
                                          ======        ======        ========


   Net (loss) per common share         $  ( .001)     $  .0001      $  (  .031)
                                           =====         =====            ====

Weighted average common shares        26,530,000    22,794,000       25,383,000



See notes to condensed unaudited financial statements.




                             CARSUNLIMITED.COM, INC.
                          (A Development Stage Company)
                            STATEMENTS OF CASH FLOWS
            FOR THE THREE MONTHS ENDED MARCH 31, 2002 AND 2001
                 AND INCEPTION ON MARCH 7, 2000 TO MARCH 31, 2002

                                  (UNAUDITIED)
                                                                       From
                                                                     Inception
                                              Three Months Ended   March 7, 2000
                                          March 31,     March 31,   to March 31,
                                           2002            2001         2002

Cash Flows From Operating Activities:
 Net (loss)                            $(27,254)        $(27,663)    $ (784,656)
Adjustments to reconcile net (loss) to
net cash used in Operating Activities:
Depreciation and Amortization               200              484          3,153
Write down of fixed assets                   --               --          6,367
Stock issued for services                    --               --        327,350
Increase in accounts payable
 and accrued expenses                    27,199          ( 4,252)       264,248
Increase in salaries payable officer         --           29,719
(Increase) in security deposits              --               --           (322)
                                         ------          -------       --------
Net cash provided by (Used in)
 Operating Activities                       145          ( 1,712)      (183,860)

Cash Flows used in Investing Activities
Purchase of equipment                        --               --       (  9,678)
                                         ------           ------        -------
Cash (Used) in Investing Activities          --               --       (  9,678)

Cash Provided by Financing Activities
Issue of common stock for cash               --               --        194,550
                                         ------           ------        -------
Net increase in cash                        145           (1,712)            --
Cash at beginning of period                 867            1,977          1,012
Cash at end of period                   $ 1,012       $      265       $  1,012
                                         ======           ======        =======


See notes to condensed unaudited financial statements.



                             CARSUNLIMITED.COM, INC.
                          (A Development Stage Company)
                NOTES TO CONDENSED UNAUDITED FINANCIAL STATEMENTS
                                  JUNE 30, 2001


BASIS OF PRESENTATION

The accompanying  unaudited condensed financial statements have been prepared in
accordance with generally accepted  accounting  principles for interim financial
information  and  with  the  instructions  to  Form  10-QSB  of item  310(b)  of
Regulation  S-B.  Accordingly  they do not  include all of the  information  and
footnotes necessary for a fair presentation of financial  condition,  results of
operations  and cash flows in  conformity  with  generally  accepted  accounting
principles.  In the  opinion of  management,  the  interim  condensed  financial
statements  included  herewith  contain all  adjustments  (consisting  of normal
recurring accruals and adjustments)  necessary for their fair presentation.  The
unaudited interim condensed  financial  statements should be read in conjunction
with the  Company's  annual  financial  statement  in Form SB-2,  effective  May
2001,which  contains the audited financial  statements and notes thereto for the
period from March 7, 2000 to December 31, 2000.


NATURE OF OPERATIONS

CARSUNLIMITED.COM,  INC. (The Company) was formed in Nevada on March 7,2000. The
Company is a development stage company with limited  operations and revenues and
only  nominal  assets.  Its  intended  purpose was to offer users the ability to
search a database that contained  products and information  about the Automobile
Industry,  new and  used  car  sales  (classified  ads),  as well as  automotive
products such as extended warranty information and anti-theft body part marking.
The Company has adopted December 31 as its year end.

The Company  tried to develop its website  and its  operations  were  limited to
marketing  various lease  products  directly  through  automobile  dealers.  The
Company  arranged  for the dealer to market  the  products  to their  automotive
customers and collect the costs and fees. The Company received  commissions from
the third party administrators.

In December 2001, because of sustained losses the Company decided to discontinue
its operations and commenced  search for an operating  company for joint venture
partnership or merger.


SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates

The preparation of financial  statements in conformity  with generally  accepted
accounting  principles  requires  management to make  estimates and  assumptions
which affect the reported  amounts of assets and  liabilities at the date of the
financial statements and the reported amounts of revenues an expenses during the
reporting period. Actual results could differ from those estimates.


Fair Value of Financial Instruments

Substantially  all of the Company's  assets and  liabilities are carried at fair
value or contracted amounts which approximate fair value.

Income (Loss) Per Common Share

Net (loss) per common  share is based on the weighted  average of common  shares
outstanding during the period.

Income Taxes

The Company has a net operating loss (NOL) carryforward expiring in 2021. No tax
benefit has been reported in the financial  statements because the potential tax
benefit of the net  operating  loss  carryforwards  are  completely  offset by a
valuation allowance of the same amount because of the uncertainty of the Company
realizing future taxable income.  Deferred taxes on the differences between book
and tax accounting are immaterial.

Going Concern

The  Company  is  a  development  stage  company  with  limited  operations,  no
substantial,  continuing  source of revenues,  only nominal assets,  and working
capital and stockholders'  deficits.  The Company's continued existence requires
finding a suitable  operating  partner for merger or  acquisition.  Although the
Company  believes that it can  successfully  find such a partner there can be no
assurance  that it will do so or even if  completed it will allow the Company to
implement its intended operations.

Item 17.  Management's Discussion and Analysis

The following  discussion  should be read along with our  financial  statements,
which are included in another section of this 10-QSB.  This discussion  contains
forward-looking statements about our expectations for our business and financial
needs.  These  expectations are subject to a variety of uncertainties  and risks
that may cause actual results to vary significantly  from our expectations.  The
cautionary  statements  made in this  Report  should be read as  applying to all
forward-looking statements in any part of this 10-QSB.

We were incorporated on March 7, 2000 as a Nevada  Corporation.  We have adopted
December 31 as our year end. We are a  development  stage  company  with limited
operations and revenues and only nominal assets.  Any reference in this document
to "the Company," "our", "we" or "us" refers to CarsUnlimited.com, Inc.

We  provided  products  and  information  related  to the auto  industry  to our
customers through our Web site using classified ads and affiliate link programs.
We offer new and used car  classified  advertising  as well as products  such as
automotive  warranties.  We had two  revenue  streams.  The  first  was from our
Internet site and the second from our automotive  wholesale  products  division,
which sold automotive products to auto dealerships, leasing companies and credit
unions.

Analysis of Financial Condition.

As of March 31, 2002 we had cash  reserves of $1,012 and no other liquid  assets
or resources.  By comparison,  as of December 31, 2001 our cash had increased by
$145. On March 31, 2002 we had total current  liabilities  of $204,257  compared
with $177, 057 on December 31, 2001. Our liabilities include accounts payable of
$54,643,  unpaid  salaries to officers of $114,195,  and a payable to a business
consultant of $33,000.

Results of Operations

We  realized  revenue of $18,632  for the three  months  ended march 31, 2002 as
compared to $41,021 for period ending March 31, 2001. The revenues  decreased by
$26,125 (58%).  This revenue was primarily in the form of sales  commissions for
the sale of products and  services  through our Web site.  We incurred  expenses
totaling  $44,757  during the  three-month  period  ending March 31,  2002.  Our
expenses for the quarter  ending March 31,,  2001 were  $72,470.  The  principal
component  of  the  expenses  were  marketing  and  general  and  administrative
expenses.  These  expenses were $39,733 in the first quarter of 2002 as compared
to $51,681 in 2001.  The $11,948  (23%)  decrease in general and  administrative
expenses were the result of the Company's winding down it's operations. We had a
net loss of $27,254 for the three month period ending March 31, 2002 compared to
a net loss of $27,663 for the period ending March 31, 2001.

Plan of  Operations

Because of  sustained  losses from  operations,  in December  2001,  the Company
decided to wind down and discontinue its operations.  Currently,  the Company is
seeking  an  operating  company  for  merger,   acquisition,  or  joint  venture
partnership. Although, the management believes that a search could be successful
there is no assurance that a suitable  candidate company will be found or such a
merger, acquisition, or partnership agreement will be concluded.


Liquidity and Capital Resources

Since inception,  we have used more cash than we have generated.  Because of the
continued need for substantial  amounts of working capital to fund the growth of
the  business,  we expect to  experience  negative  operating  cash flow for the
foreseeable  future.  By  December  31,  2001 we recorded a total of $582,091 in
capital from common stock and additional paid in capital.

We cannot  guarantee  any future  results,  levels of activity,  performance  or
achievements.  Except as required by law, we undertake no  obligation  to update
any of the forward-looking statements in this Form 10-QSB after the date of this
quarterly report.




                                  CARSUNLIMITED
                                    PART II.
                                OTHER INFORMATION

Item 1. Legal Proceedings

        None

Item 6. Exhibits and Reports on Form 8-K

        None

                                   SIGNATURES


        Pursuant to the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.



                                       CARSUNLIMITED



                                       By: /s/ Anthony Genova
                                           -------------------------------------
                                           President and Director



Dated: May 15, 2002