SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549

                                   FORM 10QSB


                  Quarterly Report under Section 13 or 15(d) of
                       the Securities Exchange Act of 1934


For Quarter Ended                                 Commission File Number
-----------------                                 ----------------------
June 30, 2001                                         000-28711


                               MIND2MARKET, INC.
                       ----------------------------------
             (Exact name of registrant as specified in its charter)


            Colorado                                     84-1361341
--------------------------------                        -------------------
     (State of incorporation)                           (I.R.S. Employer
                                                        Identification No.)

          777 S. Wadsworth Boulevard, Suite B1-200, Lakewood, CO 80226
          ------------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code:  (800) 569-5317


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 the  filing
requirements for at least the past 90 days.

                                  Yes  X       No
                                     -----        ------
Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

                  29,957,457 common shares as of June 30, 2001

<PAGE>

<TABLE>
<CAPTION>

MIND2MARKET, INC
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS

                                                                        JUNE 30,                 DECEMBER 31,
                                                                         2001                        2000
                                                                      ------------              --------------
<S>                                                              <C>                        <C>
ASSETS

Current assets:
Cash                                                                              $ 532                      $ 868
Employee advances                                                                 1,500                      1,000
                                                                 -----------------------    -----------------------
Total current assets                                                              2,032                      1,868


Property and equipment:
Property and equipment                                                           42,801                     42,801
Less accumulated depreciation                                                   (27,478)                   (23,217)
                                                                 -----------------------    -----------------------
Net property and equipment                                                       15,323                     19,584

Other assets:

Manufacturing and marketing rights and patents                                   29,794                      2,375
Less accumulated amortization                                                      (136)                       (57)
                                                                 -----------------------    -----------------------
Total other assets                                                               29,658                      2,318
                                                                 -----------------------    -----------------------
Total assets                                                                   $ 47,013                   $ 23,770
                                                                 =======================    =======================

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
Accounts payable                                                              $ 856,473                  $ 169,115
Accrued salaries and other expenses                                             106,579                     37,000
Payroll taxes payable                                                            16,862                      8,753
Current portion of long-term debt                                                 3,552                      3,660
                                                                 -----------------------    -----------------------
Total current liabilities                                                       983,466                    218,528

Long-term liabilities - loans from stockholders                               1,039,599                    885,340

Stockholders' equity:

Preferred stock; authorized 5,000,000 shares $0.10 par value;
           none issued                                                                -                          -

Common stock; authorized 50,000,000 shares, $.0001 par value;
           29,957,457 issued at June 30, 2001 and
                 29,035,790  issued at December 31, 2000                          2,996                      2,904
Paid-in-capital                                                               1,216,861                    979,786
Retained earnings (deficit)                                                  (3,195,909)                (2,062,788)
                                                                 -----------------------    -----------------------
           Total stockholders' equity                                        (1,976,052)                (1,080,098)
                                                                 -----------------------    -----------------------
Total liabilities and stockholders' equity                                     $ 47,013                   $ 23,770
                                                                 =======================    =======================
</TABLE>

                             SEE ACCOMPANYING NOTES

                                      F-1

<PAGE>

<TABLE>
<CAPTION>

MIND2MARKET, INC.
(A DEVELOPMENT STAGE COMPANY)
UNAUDITED STATEMENTS OF OPERATIONS
                                                                                                                  Period from
                                                      Three months                          Six months            February 15, 1996
                                                         Ended                                Ended               (Inception) to
                                               JUNE 30          JUNE 30      JUNE 30,                JUNE 30,         JUNE 30,
                                                2001               2000         2001                    2000            2001
                                           -------------      ---------    -------------         ------------     -----------------
<S>                                         <C>            <C>             <C>               <C>                <C>

Revenues - other                                    $ -           $ 13              $ -              $ 284              $ 3,463

Cost of sales                                         -              -                -                  -                    -
                                            ------------   ------------    -------------     --------------     ----------------
Gross profit                                          -             13                -                284                3,463

Operating costs:

Administrative costs                            264,722          9,004        1,133,121             17,027            3,199,372
                                            ------------   ------------    -------------     --------------     ----------------
Net loss                                      $(264,722)      $ (8,991)    $ (1,133,121)         $ (16,743)        $ (3,195,909)
                                            ============   ============    =============     ==============     ================

Net loss per share                              $ (0.01)       $ (0.00)         $ (0.04)           $ (0.01)             $ (0.45)
                                            ============   ============    =============     ==============     ================

Weighted average shares outstanding          29,869,424      3,131,600       29,456,402          3,131,600            7,076,377
                                            ============   ============    =============     ==============     ================

</TABLE>

                             SEE ACCOMPANYING NOTES

                                      F-2

<PAGE>

<TABLE>
<CAPTION>

MIND2MARKET, INC
(A development stage company)
UNAUDITED STATEMENT OF STOCKHOLDERS' EQUITY
FOR THE PERIOD FROM DECEMBER 31, 1999 TO JUNE 30, 2001


                                                                                   Additional
                                               Common Stock                         Paid-in               Accumulated
                                        Shares                Amount                Capital                 Deficit
                                        ------                ------              ------------            ------------
<S>                                       <C>                 <C>               <C>                     <C>
Balance, January 1, 2000                   3,381,600            $ 338             $ 523,617               $ (348,951)

Stock issued for services:                                                                                         -
                $.25 per share                25,000                3                12,498
                $1.00 per share                6,000                1                 1,499

Stock issued for technology
     rights                               23,740,000            2,374                     -                        -

Stock issued to settle loans                 916,523               91               200,603                        -

Stock issued for cash - $.25
     per share                               300,000               30                74,970                        -

Stock issued to Uinfo - $.25
     per share                               666,667               67               166,600                        -

Net loss for year                                  -                -                     -               (1,713,837)
                                        -------------   --------------    ------------------    ---------------------
Balance, December 31, 2000                29,035,790            2,904               979,787               (2,062,788)

Stock issued for services - $1.00              9,000                9                 8,991
     per share
Stock issued to Uinfo - $.25
     per share                               666,667               67               166,600
Stock issued for cash - $.25
     per share                               246,000               16                61,483

Net loss for period                                                                                       (1,133,121)
                                        -------------   --------------    ------------------    ---------------------
Balance, June 30, 2001                    29,957,457          $ 2,996           $ 1,216,861             $ (3,195,909)
                                        =============   ==============    ==================    =====================
</TABLE>

SEE ACCOMPANYING NOTES

F-3

<PAGE>

<TABLE>
<CAPTION>

MIND2MARKET, INC.
(A DEVELOPMENT STAGE COMPANY)
UNAUDITED STATEMENTS OF CASH FLOWS                                                                                 Period from
                                                               Three months                  Six months            February 15, 1996
                                                                  Ended                        Ended               (Inception) to
                                                       JUNE 30        JUNE 30         JUNE 30,          JUNE 30,      JUNE 30,
                                                        2001            2000            2001              2000          2001
                                                     -----------    ------------    -------------      ----------- ----------------
<S>                                                   <C>               <C>         <C>               <C>          <C>
Net (Loss)                                            $(264,722)        $ (8,991)   $(1,133,121)      $ (16,743)   $ (3,195,909)
Adjustments to reconcile net loss to cash
     used in operations:
Depreciation                                              2,131            2,070          4,261          11,161          27,478
Amortization                                                 40            5,580             80           4,140          98,780
Common stock issued for interest                                                                                        110,000
Common stock issued for services                              -                -              -               -         236,054
(Increase) decrease in assets                           (27,420)          (5,364)       (27,920)         (5,364)       (129,938)
Increase (decrease) in current liabilities              199,664            3,716        765,047          (3,484)        979,914
                                                  --------------   --------------  -------------   -------------   -------------
Net cash used in operating activities                   (90,308)          (2,989)      (391,653)        (10,290)     (1,873,621)

Cash flows from investing activities:
Purchase of property and equipment                            -           (1,531)             -          (1,531)        (42,801)
                                                  --------------   --------------  -------------   -------------   -------------
Net cash used in investing activities                         -           (1,531)             -          (1,531)        (42,801)

Cash flows from financing activities
Common stock issued for cash                             61,500                -        237,166               -         873,803
Loans from stockholders                                  29,000            3,500        154,151          10,747       1,043,151
                                                  --------------   --------------  -------------   -------------   -------------
Cash provided by (used in) financing activities          90,500            3,500        391,317          10,747       1,916,954
                                                  --------------   --------------  -------------   -------------   -------------
Net (decrease) increase in cash                             192           (1,020)          (336)         (1,074)            532

Cash, beginning of period                                   340            1,282            868           1,336               -

                                                  --------------   --------------  -------------   -------------   -------------
Cash, end of period                                       $ 532            $ 262          $ 532           $ 262           $ 532
                                                  ==============   ==============  =============   =============   =============

Supplemental cash flow information:

Common stock issued for patent rights                                                                                 $ 125,000
                                                                                                                   =============
Spinoff from Nelx, Inc.                                                                                               $ 187,500
                                                                                                                   =============
Common stock issued for services                                                                                      $ 236,054
                                                                                                                   =============
Common stock issued as consideration for loans                                                                        $ 250,695
                                                                                                                   =============

</TABLE>

SEE ACCOMPANYING NOTES

F-4

<PAGE>

                                Mind2Market, Inc.
                          (A Development Stage Company)
                          Notes to Financial Statements
     Three month and six month periods ended June 30, 2001 and 2000, and the
           period from February 15, 1996 (inception) to June 30, 2001

NOTE A - DESCRIPTION OF THE BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING
--------------------------------------------------------------------------
POLICIES:
---------

Interim financial information
-----------------------------

The accompanying unaudited condensed financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information. They do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of management, all adjustments, consisting of normal recurring
accruals, considered necessary for a fair presentation have been included.
Operating results for the three-month and six-month periods ended June 30, 2001
are not necessarily indicative of the results that may be expected for the year
ended December 31, 2001. For further information, refer to the financial
statements and footnotes included in our annual report on Form 10-K for the year
ended December 31, 2000.

Description of the business
---------------------------

Mind2Market, Inc. ("the Company") was incorporated in Colorado on February
15,1996 as NELX Marketing, Inc., a wholly owned subsidiary of NELX, Inc., a
publicly owned company. On October 14, 1996, in a corporate divestiture, the
Company was divested from NELX by issuing 600,000 shares of the Company's common
stock to NELX, Inc.'s shareholders.

Subsequent to the divestiture, the Company changed its name to Mind2Market, Inc.

Change of Control:

The Company recently changed controlling interest in conjunction with the
acquisition of a technology license from Global Network Media, Inc. (GNM)
through issuance of 23,740,000 restricted shares of common stock pursuant to an
exemption under Section 4(2) of the Securities Act of 1933. GNM had acquired
from James R. Clark the exclusive use and licensing rights to certain technology
that has the capability for distribution of copy-protected information over the
Internet. M2M has acquired the exclusive rights to use and license to others the
technology, described in three pending patents, covering three related systems.
They are the Kopy-protected Internet Distribution System (KIDS), the Personal
Computer Secured Internet Device (PCSID), and the Secured Internet Media Player
(SIMP). The new management intends to develop M2M into a service company that
will enable vendors to copyrighted or patented digital data to market their
products over the Internet with proper controls and accountability. M2M's main
revenue stream would be from the transaction fees charged when the copyrighted
digital media is purchased.


                                      F-5

<PAGE>


Earnings per share:
-------------------
Basic earnings per share is the amount of earnings for the period available to
each share of common stock outstanding during the period. The number of shares
outstanding is computed based on a daily weighted average.

<TABLE>
<CAPTION>

The calculation of basic earnings per share is as follows:

                                                                                                       Period from
                                                                                                       February 15,
                                            Three months ended            Six months ended             1996 (inception)
                                                 June 30,                     June 30,                 to June 30,
                                         2001             2000           2001           2000           2001
                                       ---------       ----------      --------      ----------        ----------------
<S>                                    <C>            <C>             <C>            <C>              <C>
Net loss                                ($264,722)      ($8,991)      ($1,133,121)    ($16,743)       ($3,195,909)
                                       ===========    ==========      ============   ==========       ============
Weighted avereage shares outstanding   29,869,424     3,131,600        29,456,402    3,131,600          7,076,377
                                       ===========    ==========      ============   ==========       ============
Basic earnings (loss) per share            ($0.01)       ($0.00)           ($0.04)      ($0.01)           ($0.045)
                                       -----------    ----------     -------------  -----------       ------------

</TABLE>


NOTE B - MANAGEMENT'S PLANS:
----------------------------

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As shown in the financial statements,
the Company has incurred a net loss for the period from February 15, 1996
(inception) to June 30, 2001 aggregating $3,195,909 and incurred a loss of
$1,133,121 for the six months ended June 30, 2001. The Company has a deficiency
in assets at June 30, 2001 of $1,976,052. These conditions raise substantial
doubt about its ability to continue as a going concern. The financial statements
do not reflect any adjustments that might result from the outcome of this
uncertainty.

Management has engaged the services of Capstone Select Capital Partners, LLC to
assist in obtaining equity or debt financing in the amount of $3,000,000 to
$9,000,000. The Company is also attempting to raise funds through other sources
that are excluded from the Capstone agreement. Management believes the financing
from Capstone and the other sources will provide sufficient funding to enable
the Company to begin generating revenues within three months. These anticipated
sales will generate cash flows sufficient to enable the Company to operate for
at least the next twelve months.


                                      F-6



<PAGE>

ITEM 2.  Management's Discussion and Analysis or Plan of Operation
------------------------------------------------------------------

RESULTS OF  OPERATIONS  FOR QUARTER ENDED JUNE 30, 2001  COMPARED TO SAME PERIOD
IN 2000

     During the three-month  period ended June 30, 2001, the Company had no ($0)
revenues  as  compared  to $13 in the  same  period  in  2000.  Net loss for the
three-month  period  ended June 30,  2001 was  ($264,722)  or ($0.01) per share,
while the same  period in 2000  resulted  in a loss of  ($8,991)  or ($0.00) per
share.


RESULTS OF OPERATIONS FOR SIX MONTHS ENDED JUNE 30, 2001 COMPARED TO SAME PERIOD
IN 2000

     During the  six-month  period ended June 30, 2001,  the Company had no ($0)
revenues  as  compared  to $284 in the same  period  in  2000.  Net loss for the
six-month period ended June 30, 2001 was ($1,133,121) or ($0.04) per share while
the same period in 2000 resulted in a loss of ($16,743) or ($0.01) per share.


LIQUIDITY AND CAPITAL RESOURCES

     The  Company  had $532 cash  capital at the end of the  period and  current
liabilities  exceeded current assets by $981,434.  The company will be forced to
either borrow or make private  placements of stock in order to fund  operations.
No  assurance  exists  as to the  ability  to  achieve  loans  or  make  private
placements of stock.

<PAGE>

                          PART II - OTHER INFORMATION


ITEM 1.           LEGAL PROCEEDINGS

                  None

ITEM 2.           CHANGES IN SECURITIES

                  None

ITEM 3.           DEFAULT UPON SENIOR SECURITIES

                  None

ITEM 4.           SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

                  None

ITEM 5.           OTHER INFORMATION

                  None

ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K

                        Reports on Form 8-K were  made for the  period for which
                  this  report is filed.  None.


<PAGE>


                                   SIGNATURES

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.

Date: August 20, 2001

                                              MIND2MARKET, INC.


                                              /s/ James Clark
                                              -----------------------------
                                              James Clark, CEO