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

                                   FORM 10-QSB

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

                For the quarterly period ended November 30, 2001

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


                              DR. OWL ONLINE, INC.
             (Exact name of registrant as specified in its charter)

                         Commission file number: 0-65768

              Texas                                     76-0672297
              -----                                     ----------
   (State or Other Jurisdiction of          (I.R.S. Employer Identification No.)
   Incorporation or  Organization)

777 Post Oak Blvd., Suite 320, Houston, Texas                    77056
---------------------------------------------                   --------
 (Address  of  Principal  Executive  Office)                   (Zip Code)

                                 (713) 552-9777
                                 --------------
              (Registrant's Telephone Number, Including Area Code)


Check whether the issuer:  (1) filed all reports required to be filed by Section
13 or 15(d) of the 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 [ ]

As of November 30, 2001, registrant had 22,057,000 shares of Common Stock
outstanding.


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<CAPTION>
                                     PART I

ITEM 1.   FINANCIAL STATEMENTS


                              DR. OWL ONLINE, INC.
                          (A Development Stage Company)
                                  BALANCE SHEET
                            As of November 30, 2001


     ASSETS
<S>                                                                    <C>

Cash                                                                   $ 13,447
                                                                       =========

     STOCKHOLDERS' EQUITY

Preferred stock, $.001 par, 20,000,000 shares
     authorized, none outstanding
Common stock, $.0001 par, 100,000,000 shares
     authorized, 22,057,000 shares issued
     and outstanding                                                   $  2,206

Additional paid in capital                                               63,994
Deficit accumulated during the development stage                        (52,753)
                                                                       ---------

          Total Stockholders' Equity                                   $ 13,447
                                                                       =========
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<CAPTION>
                              DR OWL ONLINE, INC.
                          (A Development Stage Company)
                             STATEMENTS OF EXPENSES
    For the Three Months and Six Months Ended November 30, 2001 and 2000 and
                    the Period from March 1, 2000 (Inception)
                            Through November 30, 2001

                             3 Months      6 Months      3 Months    6 Months   Inception
                               Ended         Ended        Ended       Ended      Through
                              Nov. 30,      Nov. 3,      Nov. 30,    Nov. 30,    Nov. 30,
                               2001          2001         2000        2000        2001
                           ------------  ------------  ----------  -----------  ---------
<S>                        <C>           <C>           <C>         <C>          <C>

Administrative expenses
     -  paid in cash       $     5,734   $    24,646   $   3,120   $    6,920   $ 32,041
     -  paid in stock                                                             20,000
Interest income                                           (  140)     (  334)    (   504)
Interest expense                                             300         600       1,216
                           ------------  ------------  ----------  -----------  ---------

Net loss                   $    (5,734)  $   (24,646)  $  (3,280)  $   (7,186)  $(52,753)
                           ============  ============  ==========  ===========  =========

Net loss per common share  $     (0.00)  $     (0.00)       n/a          n/a

Weighted average common
  shares outstanding        22,057,000    22,055,083        n/a          n/a
</TABLE>


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<TABLE>
<CAPTION>
                              DR. OWL ONLINE, INC.
                          (A Development Stage Company)
                            STATEMENTS OF CASH FLOWS
             For the Six Months Ended November 30, 2001 and 2000 and
                    the Period from March 1, 2000 (Inception)
                            Through November 30, 2001

                                           6 Months    6 Months   Inception
                                             Ended       Ended     Through
                                            Nov. 30,    Nov. 30,   Nov. 30,
                                             2001        2000        2001
                                          ----------  -----------  ---------
<S>                                       <C>         <C>          <C>

CASH FLOWS FROM OPERATING ACTIVITIES
Net deficit accumulated during the
  development stage                       $ (24,646)  $   (7,186)  $(52,753)

Adjustments to reconcile net deficit
  to cash used by operating activities:
   Stock issued for services                                         20,000
   Accrued interest                                          600      1,216
                                          ----------  -----------  ---------

NET CASH USED BY OPERATING ACTIVITIES       (24,646)      (6,586)   (31,537)
                                          ----------  -----------  ---------

CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from note payable to founder                              15,000
  Payments on note payable to founder                               ( 8,516)

  Sale of stock                              18,750                  38,500
                                          ----------               ---------

NET CASH FLOWS FROM FINANCING ACTIVITIES     18,750                  44,984
                                          ----------               ---------

NET INCREASE IN CASH                        ( 5,896)      (6,586)    13,447
     Cash balance, beginning                 19,343       15,152
                                          ----------  -----------  ---------

     Cash balance, ending                 $  13,447   $    8,566   $ 13,447
                                          ==========  ===========  =========
</TABLE>


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                              DR. OWL ONLINE, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS


NOTE 1 - BASIS OF PRESENTATION

The accompanying unaudited interim financial statements of Dr. Owl Online, Inc.
have been prepared in accordance with generally accepted accounting principles
and the rules of the Securities and Exchange Commission ("SEC"), and should be
read in conjunction with the audited financial statements and notes thereto
contained in the Company's Registration Statement filed with the SEC on Form
SB-2.  In the opinion of management, all adjustments, consisting of normal
recurring adjustments, necessary for a fair presentation of financial position
and the results of operations for the interim periods presented have been
reflected herein.  The results of operations for interim periods are not
necessarily indicative of the results to be expected for the full year.  Notes
to the financial statements which would substantially duplicate the disclosure
contained in the audited financial statements for the period from March 1, 2000
(Inception) through May 31, 2001, as reported in the SB-2, have been omitted.


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

     Some of the statements contained in this Form 10-QSB, discuss future
expectations, contain projections of results of operations or financial
condition or state other "forward-looking" information.  These statements are
subject to known and unknown risks, uncertainties, and other factors that could
cause the actual results to differ materially from those contemplated by the
statements.  The forward-looking information is based on various factors and is
derived using numerous assumptions.  Important factors that may cause actual
results to differ from projections include, for example:

          -    our ability to raise sufficient capital to meet operating
               requirements;

          -    the success or failure of management's efforts to implement their
               business strategy;

          -    our ability to compete with established companies;

          -    our ability to attract members, and to retain an active
               membership who use our services on a regular basis;

          -    the amount and timing of operating costs and capital expenditures
               relating to maintaining and expanding our business, operations
               and infrastructure;

          -    our ability to upgrade and develop our web site and
               infrastructure to accommodate growth; and

          -    general economic conditions and economic conditions specific to
               the Internet and electronic commerce industries.

GENERAL

     We are a development stage company with a limited operating history.
Anthony Huang, our founder and chief executive officer began operations as a
sole proprietorship in March 2000. In February 2001, Dr. Owl Online was
incorporated in Texas, and Mr. Huang contributed a web site to the company. To
date, we have concentrated on raising the necessary capital in order to develop
our web site. As of November 30, 2001, we had not generated any revenues. Our
fiscal year is May 31.

     We have a limited operating history on which to base an evaluation of our
business and prospects. Our prospects must be considered in light of the risks,
expenses and difficulties frequently encountered by companies in their early
stages of development, particularly companies in new and rapidly evolving
markets such as online commerce. We will encounter various risks in implementing
and executing our business strategy. We can provide no assurance that we will be
successful in addressing such risks, and the failure to do so could have a
material adverse effect on our business.

     From inception through November 30, 2001, we have utilized funds raised in
a private placement offering conducted by our sole officer and director. We have
not recorded any revenues and have incurred net losses from operations totaling
approximately ($52,753) from inception through November 30, 2001.

     Our current cash forecast indicates that there will be negative cash flow
from operations for the foreseeable future. We are currently seeking short-term
and long-term debt or equity financing sufficient to fund working capital, web
site development and marketing needs. However, we can provide no assurance that
we will be successful in raising funds, that the amount and terms of any
financing will be acceptable, or that profits from the sale of our services in
the future will be sufficient to fund our working capital, web site development,
and marketing expenditure requirements.

PLAN OF OPERATION

     Our initial administrative expenses were approximately $52,041 from
inception through November 30, 2001. These initial expenditures were funded by a
loan from Mr. Huang of $15,000 and from proceeds of our March 2001 and April
2001 offerings, in which we raised $10,000 and $28,500, respectively.


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     We do not currently generate any revenues and we can provide no assurance
that we will be able to generate revenues in the future.

     We believe we will need a minimum of approximately $1,000,000 to develop
our web site, fund sales and marketing expenses, and fund general working
capital expenses. We have estimated that it will cost approximately $500,000 to
develop our web site and to produce several Internet talking picture books.

     We had cash reserves of $13,447 as of November 30, 2001, and approximately
$13,420 as of December 31, 2001. We will require significant working capital in
order to develop our business plan as intended. In July 2001, we reduced our
operations because we have limited working capital. We have limited our current
operations to limited web site development and maintenance, and raising
additional capital.

     Our current monthly working capital expenditures are approximately $1,000.
We plan to continue such limited operations for the next twelve months unless we
are able to raise additional capital earlier. We are able to work on a limited
budget because we have only one employee and we have minimal overhead expenses.
We believe our current cash reserves will provide sufficient working capital to
maintain current operations through December 2002.

     We intend to seek additional capital immediately so we may increase our
operations and execute our business plan as intended. The foregoing are merely
estimates, and we can provide no assurance that unexpected expenses will not
shorten the period of time within which our funds may be utilized.

     If we are unable to raise additional funds before January 2003, we may have
to sell assets or cease operations. Although we have no current commitments for
capital, we may raise additional funds through:

          -    public offerings of equity, securities convertible into equity or
               debt,
          -    private offerings of securities or debt, or
          -    other sources.

     Our investors should assume that any additional funding will cause
substantial dilution to current stockholders. In addition, we may not be able to
raise additional funds on favorable terms, if at all.


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                                     PART II

     Pursuant to the Instructions to Part II of the Form 10-QSB, Items 1, 2, 3,
4 and 5 have been omitted.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

     (a)  The  following  exhibits  are to be filed as part of this Form 10-QSB:


          EXHIBIT NO.          IDENTIFICATION OF EXHIBIT

          3.1(1)               Articles of Incorporation

          3.2(1)               By-Laws of Dr. Owl Online, Inc.

          4.1(1)               Form of specimen of common stock

          10.1(1)              2001 Employee Stock Option Plan

          (1)  Filed previously on registration statement Form SB-2 SEC File No.
               333-65768

     (b)  Reports  on  Form  8-K.

          None.

                                   SIGNATURES
                                   ----------


     In accordance with the Securities Act, this report has been signed below by
the following persons on behalf of the undersigned, thereunto duly authorized.


                                    Dr. Owl Online, Inc.


Date: January 9, 2002               //s//  Anthony Huang
                                    --------------------------------------------
                                    Anthony Huang
                                    Chief Executive Officer, Director, and Chief
                                    Accounting and Financial Officer


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