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
------------------                                 ----------------------
March 31, 2002                                         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.

                  37,016,457 common shares as of March 31, 2002

<PAGE>

<TABLE>
<CAPTION>

MIND2MARKET, INC
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS

                                                                          MARCH 31,                 DECEMBER 31,
                                                                            2002                        2001
                                                                   ------------------------    -----------------------
<S>                                                                <C>                         <C>
ASSETS

Current assets:
Cash                                                                               $ 9,632                    $ 1,500
Employee advances                                                                    3,500                      1,500
                                                                   ------------------------    -----------------------
Total current assets                                                                13,132                      3,000


Property and equipment:
Property and equipment                                                              42,801                     42,801
Less accumulated depreciation                                                      (33,945)                   (31,777)
                                                                   ------------------------    -----------------------
Net property and equipment                                                           8,856                     11,024

Other assets:

Manufacturing and marketing rights and patents                                      58,819                     52,319
Less accumulated amortization                                                       (2,956)                    (1,909)
                                                                   ------------------------    -----------------------
Total other assets                                                                  55,863                     50,410
                                                                   ------------------------    -----------------------
Total assets                                                                      $ 77,851                   $ 64,434
                                                                   ========================    =======================

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
Accounts payable                                                                 $ 925,572                $ 1,599,613
Accrued expenses                                                                   139,461                    232,073
Payroll taxes payable                                                               26,069                     26,070
Current portion of long-term debt                                                   18,105                     14,605
                                                                   ------------------------    -----------------------
Total current liabilities                                                        1,109,207                  1,872,361

Long-term liabilities - loans from stockholders                                  1,623,141                    673,546

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;
           37,016,457 issued at March 31, 2002 and
                 34,866,457  issued at December 31, 2001                             3,702                      3,487
Paid-in-capital                                                                  2,636,664                  2,529,379
Retained earnings (deficit)                                                     (5,294,863)                (5,014,339)
                                                                   ------------------------    -----------------------
           Total stockholders' equity                                           (2,654,497)                (2,481,473)
                                                                   ------------------------    -----------------------
Total liabilities and stockholders' equity                                        $ 77,851                   $ 64,434
                                                                   ========================    =======================
</TABLE>


                             SEE ACCOMPANYING NOTES

                                      F-1

<PAGE>

<TABLE>
<CAPTION>

MIND2MARKET, INC.
(A DEVELOPMENT STAGE COMPANY)
UNAUDITED STATEMENTS OF OPERATIONS
                                                                                                Period from
                                                                Three months                    February 15, 1996
                                                                    Ended                       (Inception) to
                                                   ----------------------------------------    ---------------------------
                                                             3/31/02               3/31/01                        3/31/02
                                                   ------------------   -------------------    ---------------------------
<S>                                                <C>                  <C>                    <C>
Revenues - other                                                 $ -                   $ -                       $ 11,248

Cost of sales                                                      -                     -                              -
                                                   ------------------   -------------------    ---------------------------
Gross profit                                                       -                     -                         11,248

Operating costs:

Administrative costs                                         280,524               868,399                      5,306,111
                                                   ------------------   -------------------    ---------------------------
Net loss                                                   $(280,524)           $ (868,399)                  $ (5,294,863)
                                                   ==================   ===================    ===========================

Net loss per share                                           $ (0.01)              $ (0.03)                       $ (0.51)
                                                   ==================   ===================    ===========================

Weighted average shares outstanding                       35,719,235            29,046,231                     10,343,610
                                                   ==================   ===================    ===========================
</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, 2000 TO MARCH 31, 2002


                                                                                             Additional
                                                          Common Stock                        Paid-in               Accumulated
                                                  Shares                Amount                Capital                 Deficit
                                                 -------------------   --------------    ------------------    ---------------------
<S>                                              <C>                   <C>               <C>                   <C>
 Balance, January 1, 2001                                29,035,790          $ 2,904             $ 979,787             $ (2,062,788)

Stock issued for cash - @.05
     per share                                              532,000               53               132,947                       --

 Stock issued to Uinfo - $.05
      per share                                             666,667               67               166,600                       --

Issuance of common stock to                               3,000,000              300               749,700                       --
     UINFO for debt - $.05 per share

Fair value of options issued to
     related companies for services                              --               --                83,008                       --

 Stock issued for services - $.05
      per share                                           1,632,000              163               417,337                       --

 Net loss for year                                                -                -                     -               (2,951,551)
                                                 -------------------   --------------    ------------------    ---------------------
 Balance, December 31, 2001                              34,866,457            3,487             2,529,379               (5,014,339)

Stock issued for cash - @.05
     per share                                              550,000               55                27,445                       --

 Stock issued for services - $.05
      per share                                           1,600,000              160                79,840                       --

 Net loss for period                                                                                                       (280,524)
                                                 -------------------   --------------    ------------------    ---------------------
 Balance, March 31, 2002                                 37,016,457          $ 3,702           $ 2,636,664             $ (5,294,863)
                                                 ===================   ==============    ==================    =====================
</TABLE>


                             SEE ACCOMPANYING NOTES

                                      F-3

<PAGE>

<TABLE>
<CAPTION>

 MIND2MARKET, INC.
 (A DEVELOPMENT STAGE COMPANY)
 UNAUDITED STATEMENTS OF CASH FLOWS                                                                  Period from
                                                                      Three months                   February 15, 1996
                                                                          Ended                      (Inception) to
                                                             --------------------------------       --------------------
                                                                  3/31/02               3/31/01                 3/31/02
                                                             -------------   -------------------    --------------------
<S>                                                          <C>             <C>                    <C>
 Net (Loss)                                                     $(280,524)           $ (868,399)           $ (5,294,863)
 Adjustments to reconcile net loss to cash
      used in operations:
 Depreciation                                                       2,169                 2,131                  33,946
 Amortization                                                       1,047                    40                 101,600
 Common stock issued for interest                                                                               110,000
 Common stock issued for services                                  80,000               175,667                 983,232
 (Increase) decrease in assets                                     (8,500)                 (500)                153,911
 Increase (decrease) in current liabilities                      (763,155)              565,384               1,494,600
                                                             -------------   -------------------    --------------------
 Net cash provided by (used in) operating activities             (968,963)             (125,678)             (2,417,574)

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

 Cash flows from financing activities
 Common stock issued for cash                                      27,500                     -                 341,566
 Loans from stockholders                                                -               125,151               2,128,441
                                                             -------------   -------------------    --------------------
 Cash provided by (used in) financing activities                   27,500               125,151               2,470,007
                                                             -------------   -------------------    --------------------
 Net (decrease) increase in cash                                 (941,463)                 (527)                  9,632

 Cash, beginning of period                                          1,500                     -                       -
                                                             -------------   -------------------    --------------------

 Cash, end of period                                            $(939,963)               $ (527)                $ 9,632
                                                             =============   ===================    ====================

 Supplemental cash flow information:

 Common stock issued for patent rights                                                                        $ 125,000
                                                                                                    ====================
 Spinoff from Nelx, Inc.                                                                                      $ 187,500
                                                                                                    ====================
 Common stock issued for services                                $ 80,000                                     $ 983,232
                                                                                                    ====================
 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 periods ended March 31, 2002 and 2001, and the period from
                February 15, 1996 (inception) to March 31, 2002

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 periods ended March 31, 2002 are not
necessarily indicative of the results that may be expected for the year ending
December 31, 2002. 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, 2001.

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.

The calculation of basic earnings per share is as follows:

<TABLE>
<CAPTION>

                                                                                Period from
                                                                                February 15,
                                                 Three months ended             1996 (inception)
                                                      March 31,                 to March 31,
                                                2002              2001          2002
                                                ----              ----          ----------------
<S>                                     <C>                    <C>              <C>

Net loss                                 ($280,524)             ($868,399)      ($5,294,863)
                                        ===========            ===========      ============
Weighted average shares outstanding     35,719,235             29,046,231        10,343,610
                                        ===========            ===========      ============
Basic earnings (loss) per share             ($0.01)                ($0.03)           ($0.51)
                                        -----------            -----------      ------------
</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 March 31, 2002 aggregating $5,294,863 and incurred a loss of
$280,524 for the three months ended March 31, 2002. The Company has a deficiency
in assets at March 31, 2002 of $2,654,499. 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.

Substantially all the Company's liabilities are owed to parties related to the
Company, all of which are willing to wait for payment until the Company starts
generating revenues. The Company is attempting to raise funds in sufficient
amounts to enable commencement of operations. Management believes the needed
financing will be received in sufficient amounts to enable the Company to begin
generating revenues within four 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 MARCH 31, 2002 COMPARED TO QUARTER ENDED
MARCH 31, 2001

     The Company had no revenues during the quarter in 2002 or 2001.  Operations
during the quarter in 2002  consisted of website  design,  systems  integration,
and software development.

     The Company  incurred  expenses of $868,399 in the quarter in 2001 compared
to  $280,524  in  expenses  in the  quarter in 2002.  The  Company had a loss of
($868,399)  in the  quarter  in 2001  compared  to a loss of  ($280,524)  in the
quarter in 2002.  The loss per share was ($.03) in the quarter in 2001  compared
to ($.01) in 2002.

     The trend of operating  losses is expected to continue  indefinitely  until
and unless the  Company is able to  generate or develop  business  revenues  for
which there is no assurance.


LIQUIDITY AND CAPITAL RESOURCES

     The Company  had $9,632  cash  capital at the end of the period and current
liabilities  exceeded  current assets by $1,087,000  approximately.  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: July 3, 2002

                                              MIND2MARKET, INC.


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