<PAGE>

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-QSB

[X]  Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange
     Act  of  1934

     For  the  quarterly  period  ended  October  31,  2001

[  ] Transition  Report  pursuant  to  13 or 15(d) of the Securities Exchange
     Act  of  1934

     For  the  transition  period ________ to ___________


          Commission  File  Number     000-33391
                                       ---------

                           WHISTLER INVESTMENTS, INC.

           ---------------------------------------------------------------
          (Exact name of small Business Issuer as specified in its charter)

     NEVADA                                        88 - 0490890
-------------------------------                    --------------
(State or other jurisdiction of                    (IRS  Employer
incorporation or organization)                     Identification  No.)


4815 W. Russell Road, Suite 18R
Las Vegas, Nevada                                  89118
---------------------------------                  --------------
(Address of principal executive offices)           (Zip Code)

Issuer's telephone number, including area code:    (702) 212-9900


                                 NOT APPLICABLE
          -------------------------------------------------------
          (Former  name, former address and former fiscal year,
                      if changed since last  report)

Check  whether  the issuer (1) 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 issuer was required to file such
reports),  and  (2) has been subject to such filing requirements for the past 90
days  [  ]  Yes    [X]  No

State the number of shares outstanding of each of the issuer's classes of common
stock,  as  of  the  latest practicable date:  8,450,000 shares of common stock,
$0.001  par  value  outstanding  as  of  December  7,  2001  .


                                       1

<PAGE>
                         PART 1 - FINANCIAL INFORMATION

Item  1.          Financial  Statements

The accompanying unaudited financial statements have been prepared in accordance
with  the  instructions  to Form 10-QSB and Item 310 (b) of Regulation S-B, and,
therefore, do not include all information and footnotes necessary for a complete
presentation  of  financial  position,  results  of  operations, cash flows, and
stockholders'  equity  in  conformity  with  generally  accepted  accounting
principles.  In  the opinion of management, all adjustments considered necessary
for a fair presentation of the results of operations and financial position have
been  included  and  all  such  adjustments  are  of  a normal recurring nature.
Operating results for the nine months ended October 31, 2001 are not necessarily
indicative  of  the results that can be expected for the year ending January 31,
2002.



                                       2

<PAGE>









                           WHISTLER INVESTMENTS, INC.



                              FINANCIAL STATEMENTS



                      (Unaudited - Prepared by Management)
                            (Stated in U.S. Dollars)



                                       3


<PAGE>

<TABLE>
<CAPTION>

                           WHISTLER  INVESTMENTS,  INC.
BALANCE  SHEET
                        (Unaudited - Prepared by Management)
                              (Stated in U.S. Dollars)

                                               October 31, 2001    January 31, 2001
                                              ------------------  ------------------
<S>                                           <C>                 <C>
                                                     (Unaudited)           (Audited)

                                     ASSETS

CURRENT
Cash                                          $          47,933   $          78,708
Prepaid expenses                                          2,533               2,533
------------------------------------------------------------------------------------

                                                         50,466              81,241
MINERAL PROPERTY  (Note 3)                                5,150               5,150
------------------------------------------------------------------------------------

                                              $          55,616   $          86,391
====================================================================================


                                  LIABILITIES

CURRENT
Accounts payable and accrued liabilities      $           4,114   $             364
Due to related parties (Note 4)                               -               4,500
------------------------------------------------------------------------------------
                                                            364               4,864
------------------------------------------------------------------------------------

                               STOCKHOLDERS' EQUITY

PREFERRED STOCK, $0.001 par value per share
Authorized - 5,000,000 shares
Issued - Nil                                                  -
COMMON STOCK, $0.001 par value per share
Authorized - 70,000,000 shares
Issued - 8,450,000 shares                                 8,450               8,450
ADDITIONAL PAID IN CAPITAL                               80,850              80,850
DEFICIT                                                 (37,798)             (7,773)
------------------------------------------------------------------------------------

                                                         51,502              81,527
------------------------------------------------------------------------------------

                                              $          55,616   $          86,391
====================================================================================
</TABLE>


Approved  on  behalf  of  the  Board:


/s/ Dewey Jones                    /s/ Stacy Fling
-------------------------          --------------------------
Dewey  Jones  -  Director          Stacey  Fling  -  Director
-------------------------          --------------------------

                                       4

<PAGE>

<TABLE>
<CAPTION>

                                         WHISTLER  INVESTMENTS,  INC.

                                      STATEMENT  OF  LOSS  AND  DEFICIT
                                    (Unaudited - Prepared by Management)
                                           (Stated in U.S. Dollars)


                                                                                                 From
                                                                                             Incorporation
                               For Three Months    For Three Months    For Nine Months       on April 12,
                                   Ended               Ended               Ended               2000 to
                               October 31, 2001    October 31, 2000    October 31, 2001    October 31, 2000
-----------------------------------------------------------------------------------------------------------
<S>                           <C>                 <C>                 <C>                 <C>


REVENUE
Interest income               $          246      $           82      $        1,007      $           82
-----------------------------------------------------------------------------------------------------------


EXPENSES
General and Administrative             2,352                  76               2,951                 122
Professional Fees                     14,581                   -              19,831                   -
Rent and Office                        1,500                   -               4,500                   -
-----------------------------------------------------------------------------------------------------------

                                      18,433                  76              27,282                 122
-----------------------------------------------------------------------------------------------------------

NET LOSS FOR THE PERIOD       $      (18,187)     $            6             (26,275)                (40)
                              =====================================
DEFICIT, BEGINNING OF PERIOD                                                  (7,773)                  -
-----------------------------------------------------------------------------------------------------------

DEFICIT, END OF PERIOD                                                $      (34,048)     $          (40)
===========================================================================================================

</TABLE>


                                       5

<PAGE>

<TABLE>
<CAPTION>

                          WHISTLER  INVESTMENTS,  INC.

                           STATEMENT  OF  CASH  FLOWS
                      (Unaudited - Prepared by Management)
                             (Stated in U.S. Dollars)




                                                        From Incorporation
                                     For Nine Months       on April 12,
                                         Ended               2000 to
                                     October 31, 2001    October 31, 2000
                                    ==================  ==================
<S>                                 <C>                 <C>


CASH FLOWS PROVIDED BY (USED FOR):


OPERATING ACTIVITIES

Interest income and other received  $           1,007   $              82
Paid to suppliers                             (31,782)            (10,272)
--------------------------------------------------------------------------
                                              (30,775)            (10,190)
--------------------------------------------------------------------------


FINANCING ACTIVITIES

Common stock issued for cash                        -               7,300
Additional paid in capital                          -              24,500
--------------------------------------------------------------------------

                                                    -              31,800
--------------------------------------------------------------------------

INCREASE IN CASH                              (30,775)             21,610

CASH, BEGINNING OF PERIOD                      78,708                   -
--------------------------------------------------------------------------

CASH, END OF PERIOD                 $          47,933   $          21,610
==========================================================================
</TABLE>


                                       6

<PAGE>

<TABLE>
<CAPTION>

                            WHISTLER  INVESTMENTS,  INC.

                         STATEMENT OF STOCKHOLDERS' EQUITY
                        (Unaudited - Prepared by Management)
                              (Stated in U.S. Dollars)



                                   Common  Stock    Additional
                                  ----------------   Paid In   Accumulated
                                  Shares    Amount   Capital    Deficit     Total
-----------------------------------------------------------------------------------
<S>                              <C>        <C>      <C>       <C>        <C>


BALANCE, beginning of period             -  $     -  $      -  $      -   $      -

Issuance of stock for cash       8,450,000    8,450    80,850         -     89,300

Net loss for the period                  -        -         -    (7,773)    (7,773)
-----------------------------------------------------------------------------------

BALANCE, as at January 31, 2001  8,450,000    8,450    80,850    (7,773)    81,527


Issuance of stock for cash               -        -         -         -          -

Net loss for the period                  -        -         -   (30,025)   (30,025)
-----------------------------------------------------------------------------------

BALANCE, as at October 31, 2001  8,450,000  $ 8,450  $ 80,850  $(37,798)  $ 51,502
===================================================================================
</TABLE>

                                       7

<PAGE>

                           WHISTLER INVESTMENTS, INC.

                          NOTES TO FINANCIAL STATEMENTS
                                OCTOBER 31, 2001
(Unaudited  -  Prepared  by  Management)
----------------------------------------

                          NOTE 1 - NATURE OF OPERATIONS

The Company was incorporated in the State of Nevada, USA on April 11, 2000 under
the  name  Whistler  Investments,  Inc.

The Company's principal business is the exploration of mineral resources.  There
is  no assurance that the Company will successfully acquire businesses or assets
that  will  produce  a  profit.  Moreover,  if  a potential business or asset is
identified  which warrants acquisition or participation, additional funds may be
required to complete the acquisition or participation and the Company may not be
able  to  obtain  such financing on terms which are satisfactory to the Company.

These  financial  statements  have been prepared on a going concern basis, which
implies  the  Company  will  continue  to  realize  its assets and discharge its
liabilities  in the normal course of business. The Company has neither a history
of earnings nor has it paid any dividends and it is unlikely to pay dividends or
enjoy  earnings  in the immediate or foreseeable future. The continuation of the
Company  as  a  going  concern is dependent upon the continued financial support
from  its  shareholders and other related parties, the ability of the Company to
obtain  necessary equity financing to continue operations, and the attainment of
profitable operations.  There is no assurance that the Company will successfully
acquire  businesses  or  assets  that  will  produce  a  profit.  Moreover, if a
potential  business  or  asset  is  identified  which  warrants  acquisition  or
participation,  additional  funds may be required to complete the acquisition or
participation  and the Company may not be able to obtain such financing on terms
which are satisfactory to the Company. These financial statements do not include
any  adjustments  to  the  recoverability  and  classification of recorded asset
amounts  and  classification  of  liabilities that might be necessary should the
Company  be  unable  to  continue  as  a  going  concern.

NOTE  2  -  SIGNIFICANT  ACCOUNTING  POLICIES

Cash  and  cash  equivalents
Cash  equivalents  consist  of  highly  liquid  investments,  which  are readily
convertible into cash with maturities of Nine months or less when acquired.   As
at  October  31,  2001  there  were  no  cash  equivalents.

Mineral  Properties
The Company capitalizes the acquisition cost of mineral properties.  Exploration
costs,  such  as prospecting and geophysical analysis, are expensed as incurred,
and  pre-production development costs are generally capitalized on an individual
property  basis.  These  costs, which do not necessarily reflect present values,
will  be  amortized  over  the  estimated  productive  lives  of  the properties
following the commencement of commercial production using the unit of production
method.  If  a  property is subsequently abandoned, sold or determined not to be
economic,  all  related  costs are written down.  It is reasonably possible that
economically  recoverable  reserves  may  not  be  discovered  and accordingly a
material  portion  of  the  carrying  value  of  mineral  properties and related
deferred  exploration  costs  could  be  written off.  Properties acquired under
option  agreements  whereby  payments  are  made  at  the sole discretion of the
Company  are  recorded  in  the  accounts at such time

                                      8

<PAGE>

as  the  payments are made. Although the Company has taken steps to verify title
to  mineral  properties  in  which  it  has  an interest, according to the usual
industry  standards  for  the  stage  of  exploration  of such properties, these
procedures  do not guarantee the Company's title. Such properties may be subject
to  prior  agreements or transfers and title may be affected by undetected title
defects.

Foreign  Currency  Translation
The  financial  statements  are  presented  in  United  States dollars.  Foreign
denominated  monetary  assets  and  liabilities are translated to their American
dollar  equivalents  using foreign exchange rates in effect at the balance sheet
date.  Non-monetary  items  are  translated at historical exchange rates, except
for  items carried at market value, which are translated at the rate of exchange
in  effect  at  the balance sheet date.  Revenues and expenses are translated at
average  rates  of exchange during the period.  Exchange gains or losses arising
on  foreign  currency translation are included in the determination of operating
results  for  the  period.

                                 Loss per Share
The  loss  per share figures have not been calculated as they are not considered
meaningful  at  this  stage  of  the  Company's  operations.

Estimates  and  Assumptions
The  preparation  of  financial  statements  in  conformity  with  United States
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 period.
Actual  results  could  differ  from  those  estimates.

Financial  Instruments
The  fair  value  of  the  Company's current assets and current liabilities were
estimated  to  approximate  their  carrying  values  due  to  the  immediate  or
short-term  maturity  of  these  financial  instruments.

                            NOTE 3 - MINERAL PROPERTY

By  an agreement dated September 19, 2000, the Company acquired a 100% interest,
subject  to  a  2%  net  smelter  royalty,  in  the  Queen  mineral  property in
consideration  for  the payment of $5,150.  This property consists of 20 mineral
claim  units  located  in the Nanaimo Mining Division, British Columbia, Canada.

                       NOTE 4 - RELATED PARTY TRANSACTIONS

By  an  agreement dated May 1, 2000, the Company agreed to pay $500 per month in
consideration  of  office rent to the president and director of the Company.  No
compensation  has  been  recognized  for  services  provided by the directors or
officers  during  the  period  as  the  amounts are immaterial in the aggregate.

                                       9

<PAGE>

Item  2.     Management's  Discussion  and  Analysis  or  Plan  of  Operations

FORWARD  LOOKING  STATEMENTS

This  report  on  Form  10-QSB  contains  certain forward-looking statements, as
defined  under  the Securities Exchange Act of 1934, as amended.  All statements
other  than  statements  of historical fact are "forward-looking statements" for
purposes  of  these provisions, including any projections of earnings, revenues,
or  other  financial  items;  any  statements  of  the  plans,  strategies,  and
objectives  of  management  for  future  operation;  any  statements  concerning
proposed  new  products,  services,  or  developments,  any statements regarding
future  economic  conditions  or  performance,  statements  of  belief,  and any
statement  of assumptions underlying any of the foregoing.  Such forward-looking
statements  are  subject to inherent risks and uncertainties, and actual results
could  differ  materially  from  those  anticipated  by  the  forward-looking
statements.

OVERVIEW

We were incorporated on April 11, 2000 under the laws of the state of Nevada. We
are  an  exploration stage company engaged in the acquisition and exploration of
mineral  properties.  Through  a  mineral  property  staking and sales agreement
dated  September  19,  2000 we retained Mr. Edward McCrossan to stake 20 mineral
claims  units  approximately  20  kilometres  west-northwest  of  Port  Alice on
Vancouver  Island,  Nanaimo  Mining Division, British Columbia in an area having
the potential to contain economic copper-gold and/or gold-silver mineralization.
This  mineral  property is referred to by us as the Queen property. The Canadian
government owns fee simple title to the lands comprising the Queen property. Mr.
McCrossan  holds  the  Queen  property  in  trust  for  us.

To  date,  we  have  not discovered a commercially viable mineral deposit on the
Queen  property, and we cannot assure investors that one exists on the property.
Further  exploration  will  be  required  before  a  final  evaluation as to the
economic  and  legal  feasibility  is  determined.

PLAN  OF  OPERATIONS

Our  plan  of operations for the next twelve months is to complete the following
objectives,  assuming  we  obtain  the  funding  necessary  for  the  continued
exploration  and  development  of  the  Queen  property and for the acquisition,
exploration  and  development  of  additional  mineral  properties:

1.   We  plan  to  explore  the  Queen  property.  This  consists of geological,
     geo-chemical  and  geophysical surveys. We anticipate that the cost of this
     part  of  the  recommended work program will cost approximately $41,100. We
     have  commenced  this  stage  of  exploration,  and anticipate that we have
     sufficient  capital  to  complete  this  stage  of  exploration. We hope to
     complete  this  stage by the end of April 2002. Our ability to complete our
     exploration  program  on  schedule  depends on the weather and, to a lesser
     extent, access to the property. The Queen property is accessible throughout
     the  entire  year  by  logging roads. In some areas of the property, second
     growth  vegetation in previously logged areas can be dense and difficult to
     transverse.  Rainfall,  at  times,  can  be  heavy  and continuous. On rare
     occasions,  Vancouver  Island  may encounter substantial snow accumulations
     which  could  delay  exploration  for  up  to  several  months.

     Following  completion  of  the  phase  one work program, our geologist will
     compile  exploration  results  and  prepare  a  geological  report  either
     recommending  that  we conduct further work on the property or recommending
     that  we  abandon  the property due to poor results. Results are considered
     "positive"  if  they  confirm  that the property still has the potential to
     host  an

                                       10

<PAGE>

     economic  copper  reserve.

2.   If  results  from  phase  one of the work program on the Queen property are
     positive,  we will attempt to raise the funds necessary to conduct a second
     phase  of  exploration  on  the  property to consist of detailed geological
     surveys  and  trenching.  We expect to raise this money through the sale of
     our securities on a private placement or public offering basis. Our ability
     to raise this money, estimated to be approximately $100,000, will depend on
     the market conditions at the time, the price of copper and the results from
     the  phase  one  program.

3.   A phase three program consisting of drilling is estimated to cost $200,000.

4.   We  anticipate  spending  approximately  $2,000  in  ongoing  general  and
     administrative  expenses  per  month  for  the  next  twelve  months.

Our  completion  of  the  work  program  and  investigation  and  acquisition of
additional  mineral  property  interests  depends  on  us  obtaining  adequate
financing.  During  the  next 12-month period, we do not anticipate that we will
generate  any revenue.  We intend to raise additional capital through private or
public  offerings  of  our common stock.  We do not have any financing arranged,
nor has an underwriter expressed an interest in a public offering.  Accordingly,
we  cannot  assure  investors  that  additional  funding  will  be  available.

If  our  efforts to raise additional capital is unsuccessful, we will attempt to
locate  one  or  more  joint  venture  partners  that would help finance further
exploration  of  the Queen property in exchange for an interest in the property.
We  have  not  undertaken  any efforts to locate a joint venture partner for the
Queen  property  nor have we identified any potential joint venture partners. If
we  decide  to  pursue joint venture exploration of the Queen property, we would
likely contact companies who are currently conducting exploration or development
work  on  mineral  properties  in  close  proximity  to  the  Queen property, or
companies  that  are  involved  in  the  exploration  and  development  of
copper/gold/silver  properties  similar  to  the  Queen  property.

If  we  are  successful in completing an equity financing, existing shareholders
will  experience dilution of their interest in our company.  In the event we are
not  successful  in raising additional financing, we anticipate that we will not
be  able  to  proceed  with our business plan.  In such a case, we may decide to
discontinue our current business plan and seek other business opportunities.  In
the  event  no  other  such  opportunities  are  available,  we may be forced to
discontinue  business.

Whistler  will  not  be  making any purchases of plants or significant equipment
before  June  2002.  The  only  significant  assets,  if  any, that we intend to
acquire  during  the  coming  twelve  months  are mineral properties.  We do not
specifically  have  any  additional resource properties in mind for acquisition.
However,  we  do  intend  to  focus on the acquisition of gold and copper claims
located  in North America.  Acquisition targets will depend on market conditions
and  precious  and  base  metal  prices.  We  do  not  intend  to  consider  any
acquisition  opportunities  until  we  complete  the  initial  phase exploration
program  on  the Queen property.  If our consulting geologist does not recommend
additional  work  on  the Queen property, after analyzing results from the first
phase  of exploration, and if we are unable to raise additional funds to acquire
interests  in  other  mineral  properties,  we may consider entering alternative
business  sectors.

We  do  not currently have the cash on hand to cover the costs of phases two and
three  of  our  exploration programs.  We anticipate raising these funds through
the sale of our securities on a private placement basis or a public offering, or
by  exploring  and developing the property on a joint

                                       11

<PAGE>

venture  basis. Due to the nature of our business and the high risk involved, we
will  not qualify for bank or traditional debt financing. The amount of time and
financing  required  to turn a grass roots exploration project such as the Queen
property  into a producing mining operation, and the likelihood of failure makes
banks  and  other  institutions  are  usually  unwilling  to finance early phase
drilling  programs.  We  do  not  have  any arrangements in place for any future
equity  financing.  We  cannot  assure  investors  that we will be able to raise
sufficient funding from the sale of our common stock to fund phases two or three
of  the  exploration program. If results from phase one are disappointing and we
are  unable to raise funds for successive work program, we intend to abandon the
Queen  property. We then intend to pursue the acquisition of alternative mineral
properties  or  alternative  business  opportunities  that  investors  would  be
prepared  to  finance.

If  a phase three drilling program on the property is successful, we may be able
to  market it to or joint venture with a major mining company.  Typically, major
mining  companies will pay cash and issue securities to purchase a property that
has  a  potentially economic mineral deposit.  They may also attempt to purchase
all  the  issued  and outstanding securities of the junior resource company that
owns  the  property.  If  the  potential  of  the  Queen  property  is not clear
following  a  phase  three  drilling program, we may have to complete additional
drilling  programs  on  the  property  to  establish  that  the property has the
potential to host economic quantities of copper and this will require additional
funding.

We  intend to retain consultants rather than hire employees, which is typical in
the  junior resource business.   This is in our best interests since exploration
programs  are  conducted  on a periodic basis.  As well, exploration can only be
conducted on some mineral properties at certain times of the year.  It would not
be  economic  to  be paying employees wages or making severance payments when we
are  not  actively  engaged  in  an  exploration  program.

RESULTS  OF  OPERATIONS

Other  than  interest income, we did not earn any revenues during the nine-month
period  ending  October  31,  2001.  We do not anticipate earning revenues until
such  time  as  the  development of our mineral properties is completed.  We are
presently  in the development stage and we can provide no assurance that we will
be  successful  in  completing  development of our mineral properties or earning
revenues  from  our  mineral  properties  once  development  is  complete.

We  incurred  operating  expenses  in the amount of $18,433 for the three-months
ended October 31, 2001. Of this amount, $14,581 was spent for professional fees.
We  incurred  operating  expenses  in  the amount of $27,282 for the nine-months
ended  October 31, 2001. For the nine-month period ended October 31, 2001, these
operating  expenses  were comprised primarily of professional fees in the amount
of  $19,831.  We  also incurred rent and office expenses in the amount of $4,500
during  this  period.

We  incurred  a  loss of $18,187 for the three-months ended October 31, 2001 and
$26,275  for  the  nine-months  ended  October  31,  2001.  Our  net  loss  was
attributable  entirely  to  our  operating  expenses.

FINANCIAL  CONDITION

Liquidity  and  Financial  Condition

We  had  cash  of  $47,933 as of October 31, 2001. This is sufficient to pay our
administrative  expenses  for  twelve  months  following October 31, 2001 and to
complete  phase  one  of  our

                                       12

<PAGE>

exploration  program  for  the  Queen  property.


                                       13


<PAGE>

PART  II  -  OTHER  INFORMATION

Item  1.  Legal  Proceedings

     None

Item  2.  Changes  in  Securities

     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.

EXHIBITS

     None

REPORTS  ON  FORM  8-K

     None

                                       14

<PAGE>



                                   SIGNATURES

In  accordance with the requirements of the Securities and Exchange Act of 1934,
the  Registrant  has  duly  caused this report to be signed on its behalf by the
undersigned,  thereunto  duly  authorized.

WHISTLER  INVESTMENTS,  INC.

Date:  January  21,  2002


By:  /s/ Dewey Jones
     ---------------------------------------
     Dewey Jones
     President, and Chief Executive Officer