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, 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)

                              PO BOX 446, SEA CLIFF
                                 NEW YORK 11579
                    (Address of principal executive offices)

                                 (516) 671-5551
                           (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                                August 19, 2002
                -----                                ---------------

    Common stock, $ 0.001 par value                     26,530,000


<PAGE>
                             CARSUNLIMITED.COM, INC.

                                TABLE OF CONTENTS


PART I.  FINANCIAL INFORMATION

         ITEM 1 - Condensed Unaudited Financial Statements

         Balance Sheets as of  June 30, 2002 (Unaudited)........................

         Statements of Operations for the Six Months Ended
          June 30, 2002 and 2001 and Inception on March 7, 2000
          to June 30, 2002(Unaudited)...........................................

         Statements of Operations for the Three Months Ended
          June 30, 2002 and 2001 (Unaudited)....................................

         Statements of Cash Flows Operations for the Six Months Ended
         June 30, 2002 and 2001 and 2001 and Inception on March 7, 2000
          to June 30, 2002(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.............................................................

<PAGE>

                             CARSUNLIMITED.COM, INC.
                          (A Development Stage Company)
                                  BALANCE SHEET
                                  June 30, 2002
                                  (UNAUDITIED)

                                     ASSETS



Security deposits                                                 $      322
                                                                       -----
Total Assets                                                      $      322
                                                                       =====


               LIABILITIES AND STOCKHOLDERS' (DEFICIT)

Account payable and accrued expenses                               $  93,441
Salaries payable - officer                                           114,195
Payroll taxes payable                                                  2,419
                                                                     -------
Total Current Liabilities                                            210,055

Stockholders' (Deficit):
Common stock, $0.001 par value; 50,000,000 shares
   authorized and 26,530,000 shares issued
   and outstanding.                                                   26,525
Additional paid-in capital                                           559,436
(Less) subscriptions receivable                                         (200)
(Deficit) accumulated during the development stage                  (795,494)
                                                                     -------
Total Stockholders' (Deficit)                                       (209,733)
                                                                     -------
Total Liabilities and Stockholders' (Deficit)                      $     322
                                                                     =======
See notes to condensed unaudited financial statements.

<PAGE>

                             CARSUNLIMITED.COM, INC.
                          (A Development Stage Company)
                           STATEMENTS OF OPERATIONS
                 FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001
                 AND INCEPTION ON MARCH 7, 2000 TO JUNE 30, 2002
                                 (UNAUDITIED)

                                                                        From
                                                                     Inception
                                             Six Months Ended      March 7, 2000
                                          June 30,    June 30,      to June 30,
                                           2002          2001           2002
Revenues:
Sales Commissions                       $ 37,912     $  85,582     $   302,468
                                          ------        ------       ---------
Total Revenues                            37,912        85,582         302,468

Costs and Expenses:
Professional fees                         13,410        25,329         413,408
Salaries                                      --        73,020         268,965
Commissions                                  220            --          71,718
General and administrative                62,374        67,326         344,063
                                          ------       -------       ---------
  Total Costs and Expenses                76,004       165,675       1,098,154

Operating loss                           (38,092)     ( 80,093)     (  795,686)

Other income
Interest                                      --            50             192
                                          ------        ------        --------
Net income (loss)                      $ (38,092)    $( 80,043)     $( 795,494)
                                          ======        ======        ========


   Net (loss) per common share         $  ( .001)     $   .003      $  (  .031)
                                           =====         =====            ====

Weighted average common shares        26,530,000    25,500,000       25,383,000



See notes to condensed unaudited financial statements.


<PAGE>

                             CARSUNLIMITED.COM, INC.
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS
                 FOR THE THREE MONTHS ENDED JUNE 30, 2002 AND 2001
                                  (UNAUDITIED)

                                           Three Months Ended
                                          June 30,    June 30,
                                           2002          2001
Revenues:
Sales Commissions                       $ 19,280       $42,615
                                          ------        ------
Total Revenues                            19,280        42,615

Costs and Expenses:
Professional fees                          8,535            --
Salaries                                      --        66,751
Commissions                                   --            --
General and administrative                21,583        54,195
                                          ------       -------
  Total Costs and Expenses                30,118       120,946

Operating loss                           (10,838)     ( 78,331)


Net income (loss)                      $ (10,838)    $( 78,331)
                                          ======       =======

See notes to condensed unaudited financial statements.

<PAGE>
                             CARSUNLIMITED.COM, INC.
                          (A Development Stage Company)
                            STATEMENTS OF CASH FLOWS
                FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001
                 AND INCEPTION ON MARCH 7, 2000 TO JUNE 30, 2002

                                  (UNAUDITIED)
                                                                       From
                                                                     Inception
                                              Three Months Ended   March 7, 2000
                                          June 30,     June 31,     to June 30,
                                           2002          2001           2002

Cash Flows From Operating Activities:
 Net (loss)                            $(38,092)        $(80,043)    $ (795,494)
Adjustments to reconcile net (loss) to
net cash used in Operating Activities:
Depreciation and Amortization               358              968          3,311
(Increase) in commissions receivable         --              147             --
Write down of fixed assets                   --               --          6,367
Stock issued for services                    --               --        327,350
Increase in accounts payable
 and accrued expenses                    32,508           33,322        210,055
Increase in salaries payable officer         --           59,264             --
(Increase) in payroll taxes payable          --              994             --
(Increase) in security deposits              --               --           (322)
                                         ------          -------       --------
Net cash provided by (Used in)
 Operating Activities                   ( 5,226)          14,652       (248,733)

Cash Flows used in Investing Activities
Purchase of equipment                        --          (2,263)       (  9,678)
                                         ------           ------        -------
Cash (Used) in Investing Activities          --          (2,263)       (  9,678)

Cash Provided by Financing Activities
Issue of common stock for cash               --              --         254,542
Loans payable to shareholders               918              --              --
Contributed capital                       4,070              --           3,869
                                         ------           -----         -------
                                          4,988              --         258,411

Net increase in cash                       (238)         12,389              --
Cash at beginning of period                 238           1,977              --
                                          -----          ------         -------
Cash at end of period                   $    --       $  14,366       $      --
                                          =====          ======         =======


See notes to condensed unaudited financial statements.

<PAGE>

                             CARSUNLIMITED.COM, INC.
                          (A Development Stage Company)
                NOTES TO CONDENSED UNAUDITED FINANCIAL STATEMENTS
                                  JUNE 30, 2002


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.

<PAGE>
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.

<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  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 June 30,  2002 we had no cash  reserves  and no  other  liquid  assets  or
resources.  By  comparison,  as of December  31, 2001 our cash had  decreased by
$1,012.  On June 30, 2002 we had total current  liabilities of $210,055 compared
with $177,057 on December 31, 2001. Our liabilities  include accounts payable of
$93,441, unpaid salaries to officers of $114,195, and a payroll taxes payable of
$2,419.

Results of Operations

We  realized  revenue of  $37,912  for the six  months  ended  June 30,  2002 as
compared to $85,582 for period ending June 30, 2001.  The revenues  decreased by
$47,670 (56%).  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  $76,004 during the six month period ending June 30, 2002. Our expenses
for the six months ending June 30, 2001 were $165,675.  The principal  component
of the expenses were professional fees and general and administrative  expenses.
These  expenses  were  $75,784  in the first six months of 2002 as  compared  to
$92,655 in 2001. The $4,952 (7%) decrease in general and administrative expenses
were the result of the Company's winding down it's operations. We had a net loss
of $38,092 for the six month period  ending June 30, 2002 compared to a net loss
of $80,043 for the period ending June 30, 2001.

<PAGE>
PLAN  OF  OPERATIONS

     Because  of sustained losses from operations, in December 2001, the Company
decided  to  wind  down  and  discontinue  its  operations.

     On May 22, 2002, Anthony Genova, our President, Lawrence Genova, a director
of  the Company, Joseph Marks, a Director of the Company and the Company's VP of
Internet Marketing Development, William Quinn, a director of the Company and the
Company's  Treasurer  and  Secretary  and Michael Makropoulos, a director of the
Company  (collectively,  the  "Sellers") entered into a Stock Purchase Agreement
(the  "Stock  Purchase  Agreement") with Douglas Shih, Loyalty United (US), Inc.
and CH Ventures, Inc. (collectively, the "Buyers") pursuant to which the Sellers
will  sell  to  the Buyers, in the aggregate, 21,000,000 shares of the Company's
Common  Stock for $273,000 (the "Purchase Price").  The Purchase Price, however,
will be reduced by the amount of the Company's outstanding liabilities as of the
closing  (the  "Closing") of the transactions contemplated by the Stock Purchase
Agreement.

     The  Closing  is  subject to various conditions, including, (i) the sale of
the Company's operating assets to Anthony Genova, (ii) the issuance of 1,000,000
shares  of  the  Company's  Common Stock to certain company creditors, (iii) the
satisfactory completion by the Buyers of due diligence regarding the Company and
(iv)  other  customary  closing  conditions.

     In  furtherance of the Closing, which was expected to have happened on June
17,  2002,  the  Company  entered  into an Asset Purchase Agreement with Anthony
Genova,  our  Director  and  Chief  Executive  Officer.  Pursuant  to  the Asset
Purchase  Agreement,  Mr. Genova is acquiring substantially all of the Company's
assets  and  assuming  substantially  all  of  the  Company's  liabilities.  In
consideration  for the acquired assets, Mr. Genova will release the Company from
all  liabilities  that  the  Company  owes  to  Mr.  Genova,  including, without
limitation,  $114,000  in  accrued  salary.  The  closing  of  the  transactions
contemplated  by  the  Asset  Purchase  Agreement  is  scheduled  to  occur
simultaneously  with  the  Closing of the transactions contemplated by the Stock
Purchase  Agreement.

     At  the  Closing,  the  existing officers and directors of the Company will
resign  and  persons  designated by the Buyers will be appointed as officers and
directors  of  the  Company.


<PAGE>

     The Buyers have advised the Sellers of the Buyers intention to identify one
or more qualified target entities in order to cause the Company to acquire those
qualified  target entities or otherwise effect a business combination with those
entities  after the Closing.  The Buyers have agreed that during the period from
the  Closing until the consummation of any such business combination, the Buyers
will  not  permit  the  Company to effect a reverse split of the Company's stock
unless  the  Buyers  first  obtain  the  written  consent of Anthony Genova.  In
addition, the Buyers and the Company agreed in the Stock Purchase Agreement that
the  number  of  common  shares  issuable  in  connection with any such Business
Combination  will  not exceed 74,780,000 shares unless the Company first obtains
the  written  consent  of  Anthony  Genova.

     The  Buyers  also  agreed in the Stock Purchase Agreement that, without the
prior written consent of Anthony Genova, the Buyers shall not permit the Company
to  effect  a  business  combination  with  an entity or entities unless, at the
consummation  of  the  business  combination, the target entities have had, on a
combined  basis,  revenues  of  at  least  $2,500,000.

     As  of the date of the filing of this Quarterly Report for the period ended
June  30, 2002, the Buyers have paid the Sellers a down payment of $50,000.  The
Closing  was  scheduled  to occur on or before June 28, 2002.  On July 24, 2002,
the  Buyers  requested  an extension of the Closing until August 8, 2002 and the
parties  entered  into  a letter agreement providing for such an extension.  The
Sellers  conditioned the extension upon the payment by the Buyers to the Sellers
of  $4,000,  in  the  aggregate.  The  Sellers  also required the Buyers to loan
$3,000  to  the Company for costs incurred in connection with the preparation of
this  quarterly  report.  This loan will be automatically forgiven by the Buyers
if  the  Closing doesn't occur on or before the date agreed upon by the parties.
Thereafter,  on  August  12, 2002, the Buyers requested a second extension until
September  6,  2002.  The  Sellers  agreed to this extension subject to a weekly
penalty  payment  to  the  Sellers  of  $3,200  until  the  Closing  occurs.
The  Company  can  give  no  assurance  that  the  Closing  will  occur.

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.

<PAGE>

                                    PART II.

                                OTHER INFORMATION

ITEM  1.  LEGAL  PROCEEDINGS

None

ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

     (A)  Exhibits

                     None

     (B)  Reports  on  Form  8-K

     The  Company  filed  a Current Report on Form 8-K, dated April 25, 2002 and
filed  a  Current  Report on Form 8-K/A, dated June 11, 2002  regarding a change
in  the  Company's  accountants.

     The  Company  filed  a  Current  Report  on Form 8-K, dated May 23, 2002 in
connection  with  the  Stock  Purchase  Agreement  discussed  herein.

<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, Director and
    Principal  Accounting  Officer





Dated:  August  19,  2002


<PAGE>
                         CERTIFICATION OF 10-QSB REPORT
                                       OF
                             CARSUNLIMITED.COM, INC.
                       FOR THE QUARTER ENDED JUNE 30, 2002

1.  The  undersigned is the Chief Executive Officer and the Principal Accounting
Officer  of  Carsunlimited.com,  Inc.  This  Certification  is  made pursuant to
Section  906  of  the Sarbanes-Oxley Act of 2002. This Certification accompanies
the  10-QSB  Report  of  Carsunlimited.com,  Inc. for the quarter ended June 30,
2002.

2.  The  undersigned  certifies  that such 10-QSB Report fully complies with the
requirements  of  Section  13(a) or 15(d) of the Securities Exchange Act of 1934
and that the information contained in such 10-QSB Report fairly presents, in all
material  respects,  the  financial  condition  and  results  of  operations  of
Carsunlimited.com,  Inc.

This  Certification  is  executed  as  of  August  19,  2002.



 By:    /s/  Anthony  Genova
 -----------------------------------------
Name:  Anthony  Genova
Title:(Principal  Executive  Officer)
      (Principal  Accounting  Officer)