<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                                   FORM 10-QSB

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

                  For the Quarterly period ended June 30, 2001

[ ] 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                                June 30, 2001
                -----                                -------------

    Common stock, $ 0.001 par value                  25,500,000.00

<PAGE>



                             CARSUNLIMITED.COM, INC.

                                TABLE OF CONTENTS


                                                                        PAGE NO.
                                                                        --------
PART I.  FINANCIAL INFORMATION

         ITEM 1 - Condensed Unaudited Financial Statements

         Balance Sheets as of June 30, 2001 and 2000
         (Unaudited).....................................................   3

         Statements of Operations for the Six Months Ended
         June 30, 2001 and 2000 and for the Three Months
         Ended June 30, 2001 and 2000 (Unaudited)........................   4

         Statements of Cash Flows for the Six Months
         Ended June 30, 2001 and 2000 (Unaudited)........................   5

         Notes to Condensed Unaudited Financial Statements...............   6

         ITEM 2

         Management's Plan of Operations.................................   7

PART II. OTHER INFORMATION

         ITEM 1

         Legal Proceedings...............................................   8

         ITEM 6

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


         Signatures......................................................   9


                                       2
<PAGE>

                            CARSUNLIMITED.COM, INC.
                         (A Development Stage Company)
                                BALANCE SHEETS
                            JUNE 30, 2001 AND 2000
                                 (UNAUDITIED)

                                    ASSETS

                                                            2001       2000
                                                        -----------  ----------
Cash                                                    $    14,366  $   48,797
Commissions receivable                                        8,859      20,260
                                                        -----------  ----------
Total Current Assets                                         23,225      69,057
                                                        -----------  ----------

Equipment and furniture, net                                 10,408       9,427
Security deposits                                             1,522       1,522
                                                        -----------  ----------
Total Assets                                            $    35,155  $   80,006
                                                        ===========  ==========


               LIABILITIES AND STOCKHOLDERS' (DEFICIT)

Account payable and accrued expenses                    $    59,230  $    9,118
Salaries payable - officer                                   74,675           -
Payable to business consultant                               33,000      33,000
Payroll taxes payable                                         2,011      14,289
                                                        -----------  ----------
Total Current Liabilities                                   168,916      56,407
                                                        -----------  ----------

Stockholders' (Deficit):
Common stock, $0.001 par value; 50,000,000 shares           25,500      25,180
   authorized and 25,500,000 shares issued
   and outstanding.
Additional paid-in capital                                 486,250     484,570
(Less) subscriptions receivable                               (200)       (820)
(Deficit) accumulated during the development stage        (645,311)   (485,331)
                                                        ----------   ---------
Total Stockholders' (Deficit)                             (133,761)     23,599
                                                        ----------   ---------
Total Liabilities and Stockholders' (Deficit)           $   35,155   $  80,006
                                                        ==========   =========

              See notes to condensed unaudited financial statements.

                                       3

<PAGE>

                             CARSUNLIMITED.COM, INC.
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS
            FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2001 AND 2000
                                       AND
         FOR THE PERIOD FROM MARCH 7, 2000 (INCEPTION) TO JUNE 30, 2001
                                  (UNAUDITIED)

<TABLE>
<CAPTION>

                                                                                                                   FOR THE
                                                                                FROM              FROM           PERIOD FROM
                                                      QTR                   JAN. 1, 2001      MAR. 7, 2000      MAR. 7, 2000
                                        ------------------------------           TO               TO                  TO
                                             2001              2000         JUN. 30, 2001     JUN. 30, 2000      JUN. 30, 2001
                                        --------------    ------------     -------------    --------------    --------------
 <S>                                           <C>       <C>                <C>               <C>             <C>
Revenues:
Sales Commissions                       $      42,615    $      34,550      $    85,582       $    34,550     $      222,428
Interest                                            -               48               50                48                195
                                        --------------   -------------     ------------      ------------      -------------
Total Revenues                                42,615            34,598           85,632            34,598            222,623
                                        --------------   -------------     ------------      ------------      -------------
Costs and Expenses:
Salaries and related taxes                     66,751           39,593           73,020            39,593            200,393
Consultant fees:
  Directors and officers                            -          140,000                -           140,000            140,000
  Other consultants                            11,765          246,628           25,329           246,628            315,214
Professional                                        -               -                 -                -                 500
Advertising and internet marketing              2,830           36,866            3,834            36,866             40,973
Costs associated with raising capital               -           11,500                -            11,500             11,500
Rents                                           6,170            4,191           10,925             4,191             24,104
Start-up costs                                  5,100           23,098            6,100            23,098             32,698
Office                                          9,734            9,253           15,052             9,253             37,078
Travel and entertainment                        9,254            5,827           17,756             5,827             40,762
Telephone                                       2,125            1,632            3,876             1,632              8,144
Insurance                                       3,217            1,262            5,364             1,262             10,564
Other                                           4,000               79            4,419                79              6,004
                                        --------------   -------------     ------------      ------------      -------------
  Total Costs and Expenses                    120,946          519,929          165,675           519,929            867,934
                                        --------------   -------------     ------------      ------------      -------------
Net (Loss)                              $     (78,331)   $    (485,331)    $    (80,043)     $   (485,331)     $    (645,311)
                                        ==============   =============     ============      ============      =============
Net (loss) per common share             $      (0.00)   $       (0.07)    $      (0.00)     $      (0.07)     $    N/A
                                        ==============   =============     ============      ============      =============
Weighted average common shares             25,500,000        7,149,000       25,500,000         7,149,000           N/A
                                        ==============   =============     ============      ============      =============

</TABLE>


              See notes to condensed unaudited financial statements.


                                       4

<PAGE>

                             CARSUNLIMITED.COM, INC.
                          (A Development Stage Company)
                            STATEMENTS OF CASH FLOWS
         FOR THE PERIOD FROM MARCH 7, 2000 (INCEPTION) TO JUNE 30, 2001
                                  (UNAUDITIED)

<TABLE>
<CAPTION>

                                                                         For The Six           For The Period From
                                                                    Months Ended June, 30       March 7, 2000 To
                                                                     2001           2000         June 30, 2001
                                                                    ---------     ---------     ----------------
<S>                                                                 <C>           <C>            <C>
Cash Flows From Operating Activities:
 Net (loss)                                                         $ (80,043)    $(485,331)     $     (645,311)
                                                                   ----------    ----------      --------------
 Adjustments to Reconcile Net (Loss) to
             Net Cash Provided (Used) by Operating Activities:
   Depreciation and amortization                                          968            79               1,533
   Stock issued for services                                                -       317,000             317,000
   (Increase) in commissions receivable                                   147       (20,260)             (8,859)
   Increase in accounts payable and accrued expenses                   33,322         9,118              59,230
   Increase in salaries payable - officer                              59,264             -              74,675
   Increase in payable to business consultant                               -        33,000              33,000
   Increase in payroll taxes payable                                      994        14,289               2,011
   (Increase) Provided in security deposits                                 -        (1,522)             (1,522)
                                                                   ----------    ----------      --------------
      Net Cash (Used) by Operating Activities                          14,652      (133,627)           (168,243)
                                                                   ----------    ----------      --------------

Cash Flows From Investing Activities:
 Purchase equipment                                                    (2,263)       (9,506)            (11,941)
                                                                   ----------    ----------      --------------
      Cash Flows (Used) by Investing Activities                        (2,263)       (9,506)            (11,941)
                                                                   ----------    ----------      --------------

Cash Flows From Financing Activities:
 Issue common stock for cash                                                -       191,930             194,550
                                                                   ----------    ----------      --------------
      Cash Flows Provided by Financing Activities                           -       191,930             194,550
                                                                   ----------    ----------      --------------

Net increase in cash                                                   12,389        48,797              14,366

Cash at beginning of period                                             1,977             -                   -
                                                                   ----------    ----------      --------------

Cash at end of period                                              $   14,366    $   48,797      $       14,366
                                                                   ==========    ==========      ==============

Supplemental Cash Disclosures:
 Stock issued for services                                         $        -    $  317,000      $      317,000
                                                                   ==========    ==========      ==============
</TABLE>


              See notes to condensed unaudited financial statements.


                                       5

<PAGE>

                             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 OPRATIONS

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 is to offer users the ability to
search a database that contains 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.

As the Company develops its website, its operations are currently limited to
marketing various lease products directly through automobile dealers. The
Company arranges for the dealer to market the products to their automotive
customers and collect the costs and fees. The Company receives commissions from
the third party administrators.

The Company is a development stage company with limited operations and revenues
and only nominal assets. The company's ability to commence its intended
operations is based on the successful placement of 1,500,000 units at a price of
$0.10 per unit, each unit consisting of 1 share of common stock valued at $0.10
per share, and, an option to purchase 3 warrants exercisable at $0.30 per
warrant. The Private Placement Memorandum (PPM) is being offered without
registration under the exemption from registration afforded by Section 4(2) of
the Securities Act 1933, as amended.

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.

Commissions Receivable

Commissions receivable represent the Company's commissions for sales of
automotive products (extended warranties, GAP insurance and other lease
products) through automobile dealers (dealers). These dealers have agreed to
market the Company's automotive products directly to their customers and to
collect the fees and costs. The Company is responsible for servicing the dealer
and transmitting the checks to a third party administrator. No provision for
uncollectibles has been recorded as the Company believes none is necessary.


<PAGE>

Common Stock

The Company offered 389,000 shares at $0.10 per share through a promissory note
wherein the Company received the proceeds of the notes and in return agreed to
issue the shares upon the note holder completing a subscription agreement from
the PPM. Through December 31, 2000, the Company collected $38,900 in cash.

The Company intends to raise $1,500,000 by offering 1,500,000 units at a price
of $0.10 per unit, each unit consisting of one share of common stock valued at
$0.10 per share and an option to purchase three warrants exercisable at $0.30
per warrant. The Private Placement Offering (PPM) is being offered without
registration under the Securities Act of 1933 or under the securities laws of
any state. Through December 31, 2000, the Company raised $150,000 in the first
round of financing and expects to have the warrants exercised at $0.30 per
warrant in the coming year. The company is dependent upon maximum exercise of
all option in order to raise the full $ 1,500,000.

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.

(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 intended operations will
require substantial capital and until revenues are sufficient to fund ongoing
operations, the Company will be highly dependent on external sources of
financing. The Company has no internal sources of liquidity and does not expect
to generate any positive cash flows in the immediate future. These conditions
raise substantial doubt about its ability to continue as a going concern.

The Company has begun to raise $1,500,000 through a Private Placement Memorandum
(PPM) as more fully discussed under "Common Stock", the company through December
31, 2000, raised $150,000 and expects to raise the balance or $1,350,000 in the
coming year from the exercise of 100% of the options ($0.90 per option X's
l,500,000 units).

Although the Company believes that it can successfully complete the PPM there
can be no assurance that it will do so or even if completed it will be
sufficient to permit the Company to implement its intended operations.


                                       6
<PAGE>

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 provide 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 currently have two revenue streams. The first is from
our Internet site and the second is from our automotive wholesale products
division, which sells automotive products to auto dealerships, leasing companies
and credit unions. We sell benefit roadside assistance packages to corporations,
companies and credit unions. We sell this product in the Northeastern portion of
the United States. We receive commissions on the sales we make. We expect to
expand our operations into franchised car care centers in the months ahead.

         Our goal is to become a market leader in providing top quality content
and information about automobile related needs from around the world. Our
business strategy includes developing an attractive Internet presence that is
easy to us and meets the customer's needs. In the months ahead we hope to
attract new product suppliers and broaden our market.

         It will be important to expand our customer base in the months ahead.
To achieve this will allow automobile producers, cooperative dealers, parts
producers and warranty suppliers to be listed on our website free of charge for
a limited time. After an initial servicing period, we will charge a monthly fee
to each of these vendors. Our strategy will focus on instituting an intensive
marketing and promotional campaign to increase traffic to our site and sales of
our products. We will enter advertising agreements with on-line companies with
similar target audiences. In addition, as funding becomes available, we intend
to advertise in trade journals and set up promotional booths at automobile
shows.

Analysis of Financial Condition.

         As of June 30, 2001, we had cash reserves of $14,366 and no other
liquid assets or resources. By comparison, as of the period ending December 31,
2000 we had cash reserves of $48,797. On June 30, 2001 we had total current
liabilities of $168,916 compared with $56,407 on December 31, 2000. Our
liabilities include accounts payable of $59,230, unpaid salaries to officers of
$74,675, and a payable to a business consultant of $33,000.



                                       7

<PAGE>

         We will need additional capital to implement our business plan
successfully. If we are not able to raise sufficient capital through the sale of
equity or debt, we may not be able to successfully implement our business plan.

         Results of Operations

         We realized revenue of $85,582 for the six month period ending June 30,
2001. For the quarter ending June 30, 2001, we realized revenue of $42,615
compared with $34,550 for the same period in 2000. 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 $165,675 during the six-month period
ending June 30, 2001. Our expenses for the quarter ending June 30, 2001 were
$120,946 compared with $519,929 for the period ending June 30, 2000.

         We had a net loss of $80,043 for the six month period ending June 30,
2001 compared to a net loss of $485,331 for the period ending June 30, 2000. Our
net losses for the quarter ending June 30, 2001 were $78,331. This represents a
loss of less than $0.01 per share for the six month and three month period
ending June 30, 2001 compared to a loss of $0.07 per share for the same periods
in 2000. We have very limited liquidity and will be required to find additional
sources of capital to succeed.

         Plan of Operations

         We plan to focus on the acquisition of additional operating capital in
the months ahead in order to provide adequate funding for operations. In
addition to continuing to develop our Web presence, we hope to enter into an
agreement to participate with a popular New York area car care franchise in
order to roll out a number of their franchises in other markets under
CarsUnlimited.com. We expect to begin with an existing, profitable franchise in
New York and expand into New Jersey, Westchester county New York and
Connecticut. Our goal is to establish ten franchises in the next 12 to 18
months.

         Despite our efforts, we may not be successful in implementing our
vision based on the recent trends within the Internet industry, particularly
with respect to consumer oriented e-commerce companies. Beginning in early 2000
and continuing into 2001, a significant number of these companies began to
experience financial difficulties, which included dropping share prices, layoffs
or closures and lack of profits. In addition, many Internet companies have
sought combination with their competitors or with more traditional
"brick-and-mortar" companies in an effort to survive. Many Internet companies
are running deep losses and have spent heavily on marketing, customer
acquisition, personnel and product development only to experience cash shortages
prior to reaching profitability. We may be affected by similar market
conditions.

         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. In 2000 and the first two quarters of 2001, we recorded
a total of $511,750 in capital from common stock and additional paid in capital.
As of June 30, 2000, we had total assets of $80,006 and $56,407 in current
liabilities with shareholder equity of $23,599. As of June 30, 2001 we had total
assets of $35,155 and $168,916 in current liabilities.



                                       8

<PAGE>

         We will have to succeed in our debt and equity financing activities in
the year ahead in order to complete and execute on our business plan. Our
working capital requirements and cash flow from operations are expected to vary
from quarter to quarter, depending on the success of marketing activities,
operating expenses, capital expenditures and other factors. We will need to
raise substantial additional capital in order to succeed and to continue in
business. Since inception, we have experienced negative cash flow from
operations and will continue to experience negative cash flow for some time in
the future. It is not expected that the internal source of liquidity will
improve until significant net cash is provided by operating activities, and
until then, we intend to rely upon external sources for liquidity. As of June
30, 2001, our sources of external and internal financing are limited.

         During the period ending June 30, 2000 we received $191,930 from the
issuance of common stock. We have raised $150,000 through a Regulation D, Rule
506 offering that was Initiated on May 10, 2000 and closed on June 10, 2000. The
offering was for purchase of 1,500,000 units with each unit consisting of one
share of common stock valued at $0.10 per share and, 3 warrants exercisable at
$0.30 per warrant, par value $.001 per share. We may receive additional funds if
and when the warrants associated with the Regulation D, Rule 506 offering are
exercised. We did not receive any cash from financing activities in the first
two quarters of 2001. Cash on hand at the conclusion of the period ending June
30, 2001 was $14,366.

         Our financial statements are prepared using principles applicable to a
going concern, which contemplates the realization of assets and liquidation of
liabilities in the normal course of business. However, we do not have
significant cash or other material liquid assets, nor do we have an established
source of revenue sufficient to cover our operating costs and to allow us to
continue as a going concern. We may, in the future, experience significant
fluctuations in our results of operations. We will be required to obtain
additional debt and equity financing or our illiquidity could suppress the value
and price of our shares if and when a market for those shares becomes available.
However, our offerings of securities may not be undertaken, and if undertaken,
may not be successful or the proceeds derived from these offerings may be less
than anticipated and/or may be insufficient to fund operations and meet the
needs of our business plan. Our current working capital is not sufficient to
cover cash requirements for the balance of the current fiscal year or to bring
us to a positive cash flow position. It is possible that we will never become
profitable and will not be able to continue as a going concern. If we are unable
to continue operations, our assets may be worth considerably less than the net
book value reported on our balance sheet.

     FORWARDING-LOOKING STATEMENTS

This quarterly report on Form 10-QSB includes "forward-looking statements"
within the meaning of SECTION 27A of the Securities Act of 1933 and SECTION 21E
of the Securities Exchange Act of 1934. These forward-looking statements may
relate to such matters as anticipated financial performance, future revenues or
earnings, business prospects, projected ventures, new products and services,
anticipated market performance and similar matters. The Private Securities
Litigation Reform Act of 1995 provides a safe harbor for forward-looking
statements. To comply with the terms of the safe harbor, we caution readers that
a variety of factors could cause our actual results to differ materially from
the anticipated results or other matters expressed in our forward-looking
statements. These risks and uncertainties, many of which are beyond our control,
include (i) the sufficiency of our existing capital resources and our ability to
raise additional capital to fund cash requirements for future operations, (ii)
uncertainties involved in the rate of growth and acceptance of the Internet,
(iii) adoption by our target customer community of electronic technology for
gathering information, facilitating e-commerce transactions, and providing new
products, websites, and services, (iv) volatility of the stock market,
particularly within the technology sector, and (v) general economic conditions.
Although we believe that the expectations reflected in these forward-looking
statements are reasonable, the expectations reflected in these forward-looking
statements may prove to have been incorrect.

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.



                                       9

<PAGE>


                                  CARSUNLIMITED
                                    PART II.
                                OTHER INFORMATION

Item 1. Legal Proceedings

        None

Item 6. Exhibits and Reports on Form 8-K

        None
                                       10

<PAGE>

                                   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: August 14, 2001


                                       11