U.S. SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549

                                Form 10-QSB

(X) Quarterly report under section 13 or 15(d) of the Securities
    Exchange Act of 1934 for the quarterly period ended June 30,
    2001.

                        Commission File No: 000-28801

                          POLYCERA CORPORATION
                 (Name of small business in its charter)

         NEVADA                                      94-3348433
         ------                                      ----------
        (State or other                        (IRS Employer Id. No.)
         jurisdiction of Incorporation)

         7011 South Brookshire Court
         Spokane, Washington                           99223
         -------------------                           -----
        (Address of Principal Office)                Zip Code

              Issuer's telephone number: (509) 448-4946

Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act during the past 12 months
(or for such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past
90 days. Yes  X   No

Check whether the issuer has filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution
of securities under a plan confirmed by a court. Yes  X  No

State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date.  At June 30, 2001, the
following shares of common were outstanding: Common Stock, par value of
$0.001, 5,000,000 shares.

Transitional Small Business Disclosure Format (Check one): Yes   No  X

PART 1 - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS AND EXHIBITS

The unaudited financial statements of registrant for the three months ended
June 30, 2001, follow.  The financial statements reflect all adjustments,
which are, in the opinion of management, necessary to a fair statement of the
results for the periods presented.

The following financial statements are attached to this report and filed as a
part thereof.

     1) Balance Sheet
     2) Statement of Operations
     3) Statement of Cash Flows
     4) Notes to Financial Statements

                          Polycera Corporation
                      (A Development Stage Company)
                         Unaudited Balance Sheets
                As of June 30, 2000 and June 30, 2001

                                                 June 30,    June 30,
                                                     2000        2001
                                               ----------   ---------
ASSETS
Cash                                              $ 5,000     $ 5,000
                                                  -------     -------

Total Assets                                      $ 5,000     $ 5,000
                                                  =======     =======

LIABILITIES
Accounts Payable                                  $     0     $     0
                                                  -------     -------
STOCKHOLDERS' EQUITY
Common Stock:
   Paid-In Capital, Par Value $0.001 per
   Share, 75,000,000 Shares Authorized,
   5,000,000 Shares Outstanding                   $ 5,000     $ 5,000
Paid In Capital In Excess of Par Value                  0           0
(Deficit) Accumulated During Development
   Stage                                                0           0
                                                  -------     -------
Total Stockholders' Equity                        $ 5,000     $ 5,000
                                                  -------     -------

Total Liabilities and Stockholders' Equity        $ 5,000     $ 5,000
                                                  =======     =======
                  See accompanying notes to financial statements.
<PAGE>
                           Polycera Corporation
                      (A Development Stage Company)
                          Statement of Operations
             For the Three Months Ended June 30, 2000 and
                    June 30, 2001 and for the Period
         From Inception (February 16, 1999) through June 30, 2001

                                  Three Months  Three Months  Inception
                                      Ended         Ended      Through
                                     June 30,      June 30,    June 30,
                                         2000          2001       2001
                                     ---------     ---------  ---------
Operating Revenues                    $     0       $     0    $     0

Operating Expenses                    $     0       $     0    $     0
                                     ---------     ---------  ---------

Net Income (Loss )                    $     0       $     0    $     0

Per Share Information:
   Basic and Diluted (Loss)
   per Common Share                   $ (0.00)      $ (0.00)    $(0.00)

Weighted Average Shares Outstanding  5,000,000     5,000,000  5,000,000

               See accompanying notes to financial statements.
<PAGE>
                           Polycera Corporation
                       (A Development Stage Company)
                          Statement of Cash Flows
                 For the Three Months Ended June 30, 2000 and
                    June 30, 2001 and for the Period
         From Inception (February 16, 1999) through June 30, 2001

                                  Three Months  Three Months  Inception
                                      Ended         Ended      Through
                                     June 30,     June 30,  June 30,
                                         2000          2001       2001
                                    ---------     ---------  ---------

Net Income (Loss)                     $     0       $     0    $     0
                                    ---------     ---------  ---------
Net Cash Provided From (Used In)
   Operating Activities               $     0       $     0    $     0

Cash Flows From (Used In) Financing   $     0       $     0    $     0
   Activities:
      Common Stock Sold for Cash            0             0      5,000
                                    ---------     ---------  ---------

Net Increase (Decrease) in Cash             0             0          0

Cash at Beginning of Period             5,000         5,000      5,000
                                   ----------    ----------  ---------

Cash at End of Period                $  5,000      $  5,000    $ 5,000
                                   ==========    ==========  =========
                See accompanying notes to financial statements.
<PAGE>
                             Polycera Corporation
                        (A Development Stage Company)
                             Management Provided
                        Notes to Financial Statements
                               June 30, 2001

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Polycera Corporation was Corporation on February 11, 1999, under the laws of
the State of Nevada, for the purpose of engaging in any lawful business. The
Company has elected to report on a calendar year basis.

The Company is in its development stage and to date its activities have been
limited to organization, capital formation, and issuance of shares to its
original shareholders.  It has not yet commenced any operational activities.
The Company plans to locate and negotiate with a business entity to merge
into the Company.  In certain instances, such a company may wish to become a
subsidiary of the Company or may wish to contribute assets to the Company
rather than merge.

The Company has authorized 75,000,000 shares of Common Stock having a par
value of $.001 per share. On February 11, 1999, the Company issued a total of
5,000,000 of its Common Shares at $0.001 per Share, for total proceeds of
$5,000. As of June 30, 2001, 5,000,000 shares of Common Stock had been issued
and were outstanding.

The Company has not yet determined and established its accounting policies
and procedures, except as follows:

1. The Company uses the accrual method of accounting.

2. Net loss per share is provided in accordance with Financial Accounting
Standards No. 128 (FAS No. 128) "Earnings Per Share". Basic loss per share is
computed by dividing losses available to common stockholders by the weighted-
average number of common shares during the period. Diluted loss per share
reflects the per share amounts that would have resulted if dilutive common
stock equivalents had been converted to common stock. No stock options were
available or granted during the periods presented. Accordingly, basic and
diluted loss per share are the same for all periods presented.

3. The Company has not yet adopted any policy regarding payment of dividends.
No dividends have been paid since inception.

NOTE 2 - RELATED PARTY TRANSACTIONS

The Company neither owns nor leases any real property. The President of the
Company provides office services without charge. Such costs are immaterial to
the financial statements and, accordingly have not been reflected therein.
The officer and director of the Company is involved in other business
activities including other companies with business intent similar to that of
the Company, and may, in the future, become active in other business
activities.  If a specific business opportunity becomes available, such
persons may face a conflict in selecting between the Company and their own
business interests. The Company has not formulated a policy for the
resolution of such conflicts.

As of June 30, 2001, no shareholders, officers, directors, or other related
parties had incurred costs on behalf of the Company to be repaid or refunded
by the Company.

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Liquidity and Capital Resources.

The Company remains in the development stage, and since inception, has
experienced no significant change in liquidity or capital resources or
stockholders' equity other than the receipt of net proceeds in the amount of
$5,000 from its initial capitalization. Consequently, the Company's balance
sheet for the quarter ended June 30, 2001, reflects a total asset value of
$5,000.

Management believes the Company for the next twelve months has sufficient
assets or capital resources to pay its on-going expenses while it is seeking
out business opportunities, and it has no current plans to raise additional
capital through sale of securities, or otherwise. As a result, although the
Company has no agreement in place with its shareholders or other persons to
pay expenses on its behalf, it is currently anticipated that the Company may
rely on loans from shareholders or third parties to pay expenses at least
until it is able to consummate a business combination.

Results of Operations.

During the period from February 11, 1999 (inception) through June 30, 2001,
the Company has engaged in no significant operations other than
organizational activities and registering its securities under the Securities
and Exchange Act of 1934, as amended. No revenues were received during this
period, and the Company experienced no cumulative net losses.

As of the end of its first quarter ending June 30, 2001, the Company is
pursuing, but has not yet reached any agreement or definitive understanding
with any person concerning any business combination transaction between the
Company and any other entity. The Company's immediate business plan is to
pursue a possible business combination transaction. The predicted time frame
and methodology of a possible business combination transaction, as of the
date of this filing, has not been determined. A business combination
transaction is considered possible but not probable. The Company plans to
continue with its business plan to seek, investigate, and possibly acquire
one or more properties or businesses. Such an acquisition may be made by
purchase, merger, and/or exchange of stock, or otherwise and may encompass
assets or a business entity, such as a corporation, joint venture, or
partnership. The Company has very limited capital, and it is unlikely that
the Company will be able to take advantage of more than one such business
opportunity. The Company intends to seek opportunities demonstrating the
potential of long-term growth as opposed to short-term earnings.

The Company has not conducted any operations to date and has no net losses
since inception (February 11, 1999). The Company does not expect to generate
any revenue until it completes a business combination, but in the future it
may incur legal and accounting fees and other costs associated with
compliance with its reporting obligations. As a result, the Company may incur
losses each quarter at least until it has completed a business combination.
Depending upon the performance of any acquired business, the Company may
continue to operate at a loss even following completion of a business
combination.

STATEMENT REGARDING FORWARD-LOOKING INFORMATION

This report contains various forward-looking statements that are based on the
Company's beliefs as well as assumptions made by and information currently
available to the Company. When used in this report, the words "believe,"
"expect," "anticipate," "estimate" and similar expressions are intended to
identify forward-looking statements. Such statements may include statements
regarding seeking business opportunities, payment of operating expenses, and
the like, and are subject to certain risks, uncertainties and assumptions
which could cause actual results to differ materially from projections or
estimates contained herein. Factors which could cause actual results to
differ materially include, among others, unanticipated delays or difficulties
in location of a suitable business acquisition candidate, unanticipated or
unexpected costs and expenses, competition and changes in market conditions,
lack of adequate management personnel and the like. Should one or more of
these risks or uncertainties materialize, or should underlying assumptions
prove incorrect, actual results may vary materially from those anticipated,
estimated or projected. The Company cautions again placing undue reliance on
forward-looking statements all of that speak only as of the date made.

PART II

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS
None.

ITEM 3.  DEFAULTS 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

(a) None

(b) Reports on Form 8-K - No reports on Form 8-K were required to be filed
for the quarter for which this report is filed.

Signatures

In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.

POLYCERA CORPORATION
(Registrant)

Date:  August 8, 2001

By: /s/ Kevin Nichols
    -----------------
        Kevin Nichols
        President and Director