United States
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

              [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


                       Commission File Number:  000-28767


                     For the Quarter ended October 31, 2001


                          TRILUCENT TECHNOLOGIES CORP.


Nevada                                                                88-0403070
(Jurisdiction  of  Incorporation)        (I.R.S.  Employer  Identification  No.)

825  S.  St.  Mary's,  San  Antonio,  Texas                                78205
(Address of principal executive offices)                              (Zip Code)

Registrant's  telephone  number,  including  area  code:         (210)  444-2795


As  of  October  31,  2001,  27,656,000  shares  of common Stock were issued and
outstanding.

As  of  December  6,  2001,  98,656,000  shares  of Common Stock were issued and
outstanding.

Transitional  Small  Business  Disclosure  Format  (check one): yes [ ]   no [X]


PART  I:  FINANCIAL  INFORMATION

                          ITEM 1. FINANCIAL STATEMENTS.

     The financial statements, for the three and nine month period ended October
31,  2001,  included  herein  have  been  prepared by the Company, without audit
pursuant to the rules and regulations of the Securities and Exchange Commission.
Certain  information  and  footnotes  disclosure  normally included in financial
statements  prepared in accordance with generally accepted accounting principles
have  been condensed or omitted pursuant to such rules and regulations, although
the  Company  believes that the disclosures are adequate to make the information
not  misleading.

             The Remainder of this Page is Intentionally left Blank

                                        1
<PAGE>

                          TRILUCENT TECHNOLOGIES CORP.
                                  Balance Sheet
                             As of October 31, 2001


<TABLE>
<CAPTION>
                                                         October 31,    January 31,
                                                            2001           2001
                                                         (unaudited)
------------------------------------------------------------------------------------
<S>                                                     <C>            <C>
CURRENT ASSETS

Cash . . . . . . . . . . . . . . . . . . . . . . . . .  $      2,280   $          0
                                                       -----------------------------
TOTAL CURRENT ASSETS . . . . . . . . . . . . . . . . .         2,280              0
FIXED ASSETS
Equipment. . . . . . . . . . . . . . . . . . . . . . .         1,311              0
                                                       -----------------------------
TOTAL FIXED ASSETS . . . . . . . . . . . . . . . . . .         1,311
TOTAL ASSETS . . . . . . . . . . . . . . . . . . . . .  $      3,591   $          0
                                                       =============================
LIABILITIES & STOCKHOLDERS' EQUITY
LIABILITIES
Accounts payable . . . . . . . . . . . . . . . . . . .  $    115,102   $          0
Notes payable. . . . . . . . . . . . . . . . . . . . .     1,142,174              0
                                                       -----------------------------
TOTAL LIABILITIES. . . . . . . . . . . . . . . . . . .     1,257,276              0
                                                       -----------------------------
STOCKHOLDERS' EQUITY

Common Stock, $.001 par value; authorized 100,000,000
   shares; issued and outstanding, 27,656,000 shares
   and 98,244,000 shares respectively. . . . . . . . .        27,656         98,244
Additional Paid-In Capital . . . . . . . . . . . . . .       278,886        199,298
Accumulated Equity (Deficit) . . . . . . . . . . . . .    (1,561,227)      (297,542)
                                                       -----------------------------
Total Stockholders' Equity . . . . . . . . . . . . . .    (1,253,685)             0
                                                       -----------------------------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY . . . . . . .  $      3,591   $          0
                                                       =============================
</TABLE>

                   The accompanying notes are an integral part
                         of these financial statements.

                                        2
<PAGE>

                          TRILUCENT TECHNOLOGIES CORP.
                      Consolidated Statements of Operations
                                   (unaudited)


<TABLE>
<CAPTION>
                                                                                                     From
                                                                                                 Inception on
                              For the three    For the three    For the nine    For the nine    July 28, 2000
                              months ended     months ended     months ended    months ended       through
                               October 31,      October 31,     October 31,     October 31,      October 31,
                                  2001             2000             2001            2000            2001
---------------------------------------------------------------------------------------------------------------
<S>                          <C>              <C>              <C>             <C>             <C>

Revenues. . . . . . . . . .  $            0   $            0   $           0   $           0   $            0
                             ---------------------------------------------------------------------------------
General and Administrative.         249,049                0       1,509,958               0        1,509,958
                             ---------------------------------------------------------------------------------
Net Loss from Operations. .        (249,049)               0      (1,509,958)              0       (1,509,958)

Net Income (Loss) . . . . .  $     (249,049)  $            0   $  (1,509,958)  $           0   $   (1,509,958)
                             =================================================================================
Loss per Share. . . . . . .  $        (0.02)  $        (0.00)  $       (0.01)  $       (0.01)  $        (0.01)
                             =================================================================================
Weighted Average
  Shares Outstanding. . . .      27,656,000      143,470,660     106,355,111     143,470,660      133,006,600
                             =================================================================================
</TABLE>

                   The accompanying notes are an integral part
                         of these financial statements.

                                        3
<PAGE>

                          TRILUCENT TECHNOLOGIES CORP.
                      Consolidated Statements of Cash Flows
                                   (Unaudited)


Operating  Activities

<TABLE>
<CAPTION>
                                                                                From
                                                                            Inception  on
                                       For the nine      For the nine      July 28, 2000
                                      months  ended     months  ended         through
                                       October  31,      October  31,      October 31,
                                          2001                2000             2001
-----------------------------------------------------------------------------------------
<S>                               <C>                         <C>          <C>
  Net  Income  (Loss)             $          (1,509,958)      $      0     $ (1,509,958)

  Less  items  not  effecting  cash
    Depreciation  &  Amortization                     0              0                0
    Increase  in  receivables                         0              0                0
    Increase  in  payables                      115,102              0          115,102
       (organizational  expense)
  Increase  in  advances                              0              0                0
                                   ----------------------------------------------------
Net  Cash  from  Operations                  (1,394,856)             0       (1,394,856)
                                   ----------------------------------------------------
Cash  Flows  from  Investment  Activities
  Cash  contributed  in  distribution                 0              0                0
  Purchase  of  Equipment                        (1,311)             0           (1,311)
                                   ----------------------------------------------------
Net  Cash  from  Investing  Activities           (1,311)             0           (1,311)
                                   ----------------------------------------------------
Cash  Flows  from  Financing  Activities
Cash  received  from  notes  payable          1,398,447              0        1,398,447
Cash  paid  for  notes  payable                       0              0                0
                                   ----------------------------------------------------

Net  Cash  from  Financing  Activities        1,398,447              0        1,398,447
                                   ----------------------------------------------------
Net  increase  (decrease)  in  cash2,280              0          2,280
Beginning  Cash                                       0              0                0
                                   ----------------------------------------------------
Ending  Cash                        $             2,280       $      0        $   2,280
                                   ====================================================
Cash  paid  for Taxes               $                 0      $       0        $       0
                                   ====================================================
Cash  paid for Interest             $                 0      $       0        $       0
                                   ====================================================
</TABLE>



                   The accompanying notes are an integral part
                         of these financial statements.


                                        4
<PAGE>



                          TRILUCENT TECHNOLOGIES CORP.
                          (A Development Stage Company)
                 Consolidated Notes to the Financial Statements
                                October 31, 2001

NOTE  1  -  ORGANIZATION  AND  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

a.  Organization

TriLucent  Technologies  Corp.  (formerly  Editworks,  Ltd.) was incorporated on
August  20,  1998 under the laws of the State of Nevada. TriLucent Technologies,
Inc.  was  incorporated  on July 28, 2000 under the laws of the State of Nevada,
primarily  for  the  purpose  of  exploration  of  oil  and  natural  gas.

The  Company  has  limited operations, assets and liabilities.  Accordingly, the
Company  is dependent upon management and/or significant shareholders to provide
sufficient  working  capital  to  preserve the integrity of the corporate entity
during  this phase.  It is the intent of management and significant shareholders
to  provide  sufficient  working  capital  necessary to support and preserve the
integrity  of  the  corporate  entity.

b.  Accounting  Method

The  Company's  financial  statements  are  prepared using the accrual method of
accounting.  The  Company  has  elected  a fiscal year  end of January 31, 2001.

c.  Cash  and  Cash  Equivalents

Cash  equivalents  include short-term, highly liquid investments with maturities
of  three  months  or  less  at  the  time  of  acquisition

     d.  Basic  Loss  Per  Share

The computation of basic loss per share of common stock is based on the weighted
average number  of shares outstanding during the period of financial statements.

     e.  Additional  Accounting  Policies

     Additional  accounting  policies will be established once planned principal
Operations commence.

     g.  Estimates

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

                                        5
<PAGE>

                          TRILUCENT TECHNOLOGIES CORP.
                          (A Development Stage Company)
                 Consolidated Notes to the Financial Statements
                                October 31, 2001


NOTE  2  -  GOING-  CONCERN

The  Company's  financial  statements  are  prepared  using  generally  accepted
accounting  principles  applicable  to  a  going  concern which contemplates the
realization  of  assets  and  liquidation of liabilities in the normal course of
business.  However, the Company does not have significant cash or other material
assets,  nor  does it have an established source of revenues sufficient to cover
its  operating  costs and to allow it to continue as a going concern.  It is the
intent  of  the  Company to raise operating capital through a private placement.
Until  this  occurs,  shareholders  of the Company have committed to meeting the
Company's  operating  expenses.

NOTE  3  -  NOTES  PAYABLE  -  THIRD  PARTIES

As  of  October  31,  2001, TriLucent Technologies had a total of $ 1,142,174 in
notes  payable.  Of  this total, $135,980 is due to the Tiburon Group, a Private
third  party  investor.  This  note  carries  a  10%  interest  rate payable per
quarter,  based  on  the previous quarter's balance and is due in one year.  The
remaining  amount  of  $1,006,194  is due to Exim International, a Private third
party  investor.  This  note  carries  a  10% interest rate payable per quarter,
based  on  the  previous  quarter's  balance  and  is  due  in  one  year.

On  or  around November 28, 2001 the holders of these notes have converted these
notes  payable  balances to restricted shares, as defined in Rule 144(a), of the
Company's  common  stock  at  a conversion price slightly higher than the market
price.

                                        6
<PAGE>

              ITEM 2. DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

 (A)  PLAN  OF  OPERATION FOR THE NEXT TWELVE MONTHS. The plan of operation that
we  discussed  in  our  Form  10-KSB  filed  on April 2, 2001, has substantially
changed.  Our  plan  of  operation  for  the  next  12  months  is  as  follows.

     The  original  business  of  the  Company  involved  the application of its
proprietary  technologies  to  the  exploration of oil and gas deposits in North
America.  Initially,  the  Company  planned  on raising working capital to cover
overhead  expenses  and further development of its technologies.  Unfortunately,
due  to  adverse  circumstances  in  the  public equity markets, the Company was
unable  to  secure  a substantive capital raise in order to fund its operations.
Due  to  this  fact  and the fact that management still feels that the Company's
technologies will ultimately be successful in the exploration of oil and gas, it
has been determined that the subsidiary, TriLucent Technologies, Inc. be sold to
the  shareholders  of  the  Company and become a non-public, non-trading entity.
TriLucent  Technologies Corp. then intends to restructure its capitalization and
begin  to  seek  a  qualified,  acquisition  target.

     1.  CASH  REQUIREMENTS. As previously disclosed, when we acquired TriLucent
Technologies,  Inc.,  we were attempting to satisfy our cash requirements for 12
months  of  operations through the issuance of equity capital, we were forced to
borrow  funds  from  outside  lenders and shareholders. We estimate that we will
need  approximately  $250,000  of  capital to execute our new business model and
generate  revenues within twelve months after the execution of the model.  If we
are  not  successful  in obtaining these funds, then we may not be successful in
carrying  out  our  future  acquisition  plans.

     2.  PRODUCT  RESEARCH  AND  DEVELOPMENT.  None

     3.  PURCHASE  OR  SALE  OF  PLANT  AND  SIGNIFICANT  EQUIPMENT.  None.

     4.  SIGNIFICANT  CHANGES  IN  THE  NUMBER  OF  EMPLOYEES.  None.


 (B)  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS.  The  following  discussion  and analysis of financial condition and
results operations should be read in conjunction with the Company's accompanying
unaudited  consolidated  financial  statements and notes included herein and the
audited  consolidated  financial  statements and notes included in the Company's
Annual  Report  on  Form  10-KSB  for  the  fiscal  year ended January 31, 2001.


CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE
SECURITIES  LITIGATION  REFORM  ACT  OF  1995.

     Safe Harbor Statement under the Private Securities Litigation Reform Act of
1995:  This news release contains forward-looking information within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities  Exchange  Act of 1934, as amended, including statements that include
the words ``believes,'' ``expects,'' ``anticipates'' or similar expressions. Any
statements with respect to the success rates of exploratory drilling for oil and
gas  utilizing  TriLucent's  technologies  are  based  solely  on the historical
experience  of  TriLucent,  and there are no assurances that these success rates
can be obtained in every instance of exploratory drilling.  Such forward-looking
statements involve known and unknown risks, uncertainties and other factors that
may  cause  the  actual  results,  performance  or  achievements  of  TriLucent
Technologies  Corp.  (the  company) to differ materially from those expressed or
implied by such forward-looking statements. (Such factors include, among others,
the  risk  factors  contained  in  the company's filings with the Securities and
Exchange  Commission.) In addition, description of anyone's past success, either

                                        7
<PAGE>

financial  or  strategic,  is  no  guarantee of future success. The company will
remain  dependent  upon future financing for its growth and development, and for
it  to  successfully  implement its business plan. No statement contained herein
should  be  construed as indicating that such financing is or will be available,
and  if  available, will be on terms favorable to the company. This news release
speaks  as  of  the  date  first  set  forth  above  and  the company assumes no
responsibility  to  update  the information included herein for events occurring
after  the  date  hereof.


 .  RESULTS  OF  OPERATION

a.  REVENUE.  There  was no revenue for the Company for the three and nine-month
periods  ended  October 31, 2001 and there is no comparison with the revenue for
the  three  and nine-month periods ended October 31, 2000.  Lack of revenues for
those  periods  is inconsequential to the new focus and direction of the Company
because  of  the  reverse-merger.

b.  OPERATING  EXPENSES.  Because  of  the  restructuring of the Company and its
product  lines,  management  does  not  feel  that  a  comparison of revenue and
expenses,  for  this  reporting  period,  would  provide  valuable  information.
Therefore, the following analysis is based on a comparison of total expenses for
the  three and nine month periods ended October 31, 2001 compared with the three
and  nine  months period ended October 31, 2000, and the comparison of line item
expenses  to  total  expenses  for those periods.  The Company's total operating
expenses  for  the  three  and  nine  month  periods ended October 31, 2001 were
$249,049  and  $  1,509,958 versus  $0 and $0, respectively, for the three month
period  ended  October  31,  2000  and  from  inception on July 28, 2000 through
October  31,  2000.

c.  NET  INCOME  (LOSS) The Company's net loss for the third quarter of 2001 was
$249,049  as  compared to a net loss of  $0 for the second quarter of 2000.  The
loss  of  $249,049  was  result  of  the  expense  associated  with  general and
administrative  expenses.


2.  FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES. As of October 31, 2001
the  Company  had cash and cash equivalents of $2,280 compared to $0 at December
31,  2000,  an  increase  of  $2,280 or 100%.  Total assets increased from $0 at
December  31,  2000  to  $3,591  at  October  31,  2001, an increase of  $3,591.

     For  the  nine-month  period  ended  October  31, 2001 the net cash used by
operating activities was ($1,394,856) as compared to $0 for the same period last
year.  The  Company's  net  cash  used  by  investing activities was ($1,311) as
compared  to  ($0)  respectively  for  the  nine-month  period ended October 31,
2001and  the  comparable six months last year. The net cash that was provided by
financing  activities was $1,398,447 for the nine-month period ended October 31,
2001  as  compared  to  $0  for  the  nine  months  ending  October  31,  2000.

                                        8
<PAGE>

                           PART II: OTHER INFORMATION


ITEM  1.  LEGAL  PROCEEDINGS.  None


ITEM  2.  CHANGES  IN  SECURITIES.  None


ITEM  3.  DEFAULTS  ON  SENIOR  SECURITIES.  None


ITEM  4.  SUBMISSION  OF  MATTERS  TO  VOTE  OF  SECURITY  HOLDERS.  None


ITEM  5.  OTHER  INFORMATION.  None.


ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K.  None.


                                   SIGNATURES

     Pursuant  to  the requirements of the Securities Exchange Act of 1934, this
Form 10-QSB Report for the Quarter ended OCTOBER 31, 2001, has been signed below
by  the  following person on behalf of the Registrant and in the capacity and on
the  date  indicated.

Dated:  December  14,  2001



                                      /s/Mark Zouvas
                                      Mark S. Zouvas

                                        9
<PAGE>