U.S. SECURITIES AND EXCHANGE COMMISSION
                    Washington, D.C.  20549
                         Form 10-QSB

(Mark One)
[  X  ]   QUARTERLY REPORT UNDER SECTION 13 OR 15(d)OF THE
          SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD
          ENDED JUNE 30, 2002

[     ]   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF
          THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD
          FROM _______________ TO     _______________


Commission file number 000-29873

                              PROLOGUE
 (Exact name of small business issuer as specified in charter)

              UTAH                               87-0412110

(State or other jurisdiction of               (I.R.S. Employer
incorporation or organization)              Identification No.)


3340 E. Del Verde Avenue,
Salt Lake City, Utah                              84109
(Address of principal executive offices)        (Zip Code)


                          (801) 484-0930
                   (Issuer's telephone number)

                           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 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 __


Applicable  only  to  issuers involved in bankruptcy  proceedings
during the preceding five years

Check  whether  the  registrant 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        No

Applicable only to corporate issuers

State  the  number of shares outstanding of each of the  issuer's
classes of common equity, as of the latest practicable date
50,000,000 shares of Common Stock As of June 30, 2002

Transitional Small Business Disclosure Format
(Check one):

Yes        No  X

                                -1-
<PAGE>

                   FORWARD LOOKING STATEMENTS

     This  report contains forward-looking statements as  defined
in  the  Private Securities Litigation Reform Act of 1995.   Such
statements  reflect the Company's views with  respect  to  future
events  based  upon information available to  it  at  this  time.
These   forward-looking  statements  are   subject   to   certain
uncertainties  and other factors that could cause actual  results
to  differ  materially from such statements.  These uncertainties
and other factors include, but are not limited to: the ability of
the  Company to locate a business opportunity for acquisition  or
participation  by  the  Company;  the  terms  of  the   Company's
acquisition  of  or participation in a business opportunity;  and
the   operating  and  financial  performance  of   any   business
opportunity  following its acquisition or  participation  by  the
Company.    The  words  "anticipates,"  "believes,"  "estimates,"
"expects," "plans," "projects," "targets" and similar expressions
identify  forward looking statements.  Readers are cautioned  not
to  place  undue  reliance on these forward  looking  statements,
which  speak  only as of the date the statement  was  made.   The
Company undertakes no obligation to publicly update or revise any
forward-looking   statements,  whether  as  a   result   of   new
information, changes in assumptions, future events or otherwise.


                            -2-
<PAGE>
                PART 1 - FINANCIAL INFORMATION


Item 1. Financial Statements




                                 PROLOGUE
                       [A Development Stage Company]




                                 CONTENTS

                                                                     PAGE


        -  Unaudited Condensed Balance Sheets, June 30,
            2002 and December 31, 2001                                 4


        -  Unaudited Condensed Statements of Operations,
            for the three and six months ended June 30, 2002
            and 2001 and from the re-entering of the development
            stage on May 1, 1991 through June 30, 2002                 5

        -  Unaudited Condensed Statements of Cash Flows,
            for the six months ended June 30, 2002 and 2001
            and from the re-entering of the development stage
            on May 1, 1991 through June 30, 2001                       6


        -  Notes to Unaudited Condensed Financial Statements         7 - 9








                                  -3-
<PAGE>



                            PROLOGUE
                  [A Development Stage Company]

               UNAUDITED CONDENSED BALANCE SHEETS


                             ASSETS


                                           June 30,   December 31,
                                             2002         2001
                                         ___________  ___________
CURRENT ASSETS:
  Cash                                    $        -   $        -
  Prepaid expenses                                 -            -
                                         ___________  ___________
     Total Current Assets                          -            -
                                         ___________  ___________
                                          $        -   $        -
                                        ____________ ____________


         LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)


CURRENT LIABILITIES:
  Accounts payable                        $       60   $      325
                                         ___________  ___________
     Total Current Liabilities                    60          325
                                         ___________  ___________

STOCKHOLDERS' EQUITY (DEFICIT):
  Common stock, $.001 par value,
   50,000,000 shares authorized,
   50,000,000 shares issued and
   outstanding                                50,000       50,000
  Capital in excess of par value              12,774       10,289
  Retained deficit                          (47,579)     (47,579)
  Deficit accumulated during the
    development stage                       (15,255)     (13,035)
                                         ___________  ___________
     Total Stockholders' Equity (Deficit)        500        (325)
                                         ___________  ___________
                                          $      500   $        -
                                        ____________ ____________







Note:The Balance Sheet as of December 31, 2001 was taken from the
   audited financial statements at that date and condensed.

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

                               -4-
<PAGE>
                            PROLOGUE
                  [A Development Stage Company]

          UNAUDITED CONDENSED STATEMENTS OF OPERATIONS

                                                                    From the
                                                                   Re-entering
                                                                       of
                                                                   Development
                                                                    Stage on
                            For the Three        For the Six          May 1,
                             Months Ended       Months Ended           1991
                               June 30,            June 30,          Through
                         __________________   ___________________    June 30,
                            2002      2001      2002       2001        2002
                         ________   _______   ________   ________   _________
REVENUE                  $     -  $      -   $      -    $     -     $      -

COST OF SALES                  -         -          -          -            -
                         ________   _______   ________   ________   _________
GROSS PROFIT                   -         -          -          -            -

EXPENSES:
  General and
    administrative           890       675      2,220      2,175       15,255
                         ________   _______   ________   ________   _________

LOSS FROM OPERATIONS
  BEFORE INCOME TAXES       (890)     (675)    (2,220)    (2,175)     (15,255)

CURRENT TAX EXPENSE            -         -          -          -            -

DEFERRED TAX EXPENSE           -         -          -          -            -
                         ________   _______   ________   ________   _________
NET LOSS                  $ (890)   $ (675)   $(2,220)   $(2,175)    $(15,255)
                         ________   _______   ________   ________   _________

LOSS PER COMMON SHARE  $   (.00)      $ (.00)  $ (.00) $  (.00)  $    (.00)
                         ________   _______   ________   ________   _________











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

                                -5-
<PAGE>

                            PROLOGUE
                  [A Development Stage Company]

          UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS

                                                                 From the
                                                                Re-entering
                                                                    of
                                                                Development
                                            For the Six           Stage on
                                            Months Ended         May 1,1991
                                              June 30,            Through
                                         ____________________     June 30,
                                             2002      2001         2002
                                         _________  _________    _________
Cash Flows From Operating Activities:
 Net loss                                $ (2,220)  $ (2,175)    $ (15,255)
 Adjustments to reconcile net
   loss to net cash used by
   operating activities:
  Non-cash expense - stock
   issued for services rendered                 -          -         1,035
  Changes in assets and liabilities:
    (Increase) in prepaid expenses              -          -             -
    Increase (decrease) in
     accounts payable                        (265)      (650)           60
                                         _________  _________    _________
     Net Cash Provided (Used)
      by Operating Activities              (2,485)    (2,825)      (14,160)
                                         _________  _________    _________
Cash Flows From Investing Activities:
  Purchase of Investment                        -          -             -
                                         _________  _________    _________
     Net Cash Flows Provided
      by Investing Activities                   -          -             -
                                         _________  _________    _________
Cash Flows From Financing Activities:
 Proceeds from common stock issuance            -          -             -
 Contribution capital                       2,485      2,825        14,160
                                         _________  _________    _________
     Net Cash Provided
      by Financing Activities               2,485      2,825             -
                                         _________  _________    _________
Net Increase (Decrease) in Cash                 -          -             -

Cash at Beginning of Period                     -          -             -
                                         _________  _________    _________
Cash at End of Period                     $     -   $      -     $       -
                                         _________  _________    _________
Supplemental Disclosures of Cash Flow Information:

 Cash paid during the period for:
   Interest                               $     -   $      -     $       -

   Income taxes                           $     -   $      -     $       -

Supplemental Schedule of Noncash Investing and Financing
Activities:
  For the six months ended June 30, 2002:
     None

  For the six months ended June 30, 2001:
     None

  For the period from the re-entering of development stage on May
     1, 1991 through June 30, 2002:
    The Company issued 41,400,000 shares of its common stock for
     services valued at $1,035.



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

                                -6-
<PAGE>

                            PROLOGUE
                  [A Development Stage Company]

        NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  Organization - The Company was organized under the  laws  of  the
  State of Utah on October 14, 1982 and was previously engaged in a
  sales  and marketing business.  The Company currently has no  on-
  going operations and is considered a development stage company as
  defined  in  Statement of Financial Accounting Standards  No.  7.
  The  Company  is  currently  seeking  business  opportunities  or
  potential business acquisitions.

  Condensed  Financial  Statements  -  The  accompanying  financial
  statements have been prepared by the Company without  audit.   In
  the  opinion  of management, all adjustments (which include  only
  normal  recurring  adjustments) necessary to present  fairly  the
  financial position, results of operations and cash flows at  June
  30, 2002 and 2001 and for the periods then ended have been made.

  Certain information and footnote disclosures normally included in
  financial   statements  prepared  in  accordance  with  generally
  accepted  accounting principles in the United States  of  America
  have  been  condensed  or omitted.  It is  suggested  that  these
  condensed  financial statements be read in conjunction  with  the
  financial  statements and notes thereto included in the Company's
  December  31, 2001 audited financial statements.  The results  of
  operations for the periods ended June 30, 2002 and 2001  are  not
  necessarily  indicative of the operating  results  for  the  full
  year.

  Loss  Per  Share  - The computation of loss per share  of  common
  stock   is  based  on  the  weighted  average  number  of  shares
  outstanding  during  the periods presented,  in  accordance  with
  Statement  of  Financial Accounting Standards No. 128,  "Earnings
  Per Share" [See Note 7].

  Cash and Cash Equivalents - For purposes of the statement of cash
  flows,  the  Company considers all highly liquid debt investments
  purchased  with  a maturity of three months or less  to  be  cash
  equivalents.

  Accounting Estimates - The preparation of financial statements in
  conformity with generally accepted accounting principles  in  the
  United  States  of America requires management to make  estimates
  and  assumptions that affect the reported amounts of  assets  and
  liabilities, the disclosures of contingent assets and liabilities
  at  the  date of the financial statements and the reported amount
  of  revenues  and  expenses during the reported  period.   Actual
  results could differ from those estimated.

  Recently  Enacted Accounting Standards - Statement  of  Financial
  Accounting  Standards ("SFAS") No. 141, "Business  Combinations",
  SFAS  No.  142, "Goodwill and Other Intangible Assets", SFAS  No.
  143, "Accounting for Asset Retirement Obligations", SFAS No. 144,
  "Accounting for the Impairment or Disposal of Long-Lived Assets",
  and  SFAS No. 145, "Rescission of FASB Statements No. 4, 44,  and
  64,   Amendment   of  FASB  Statement  No.  13,   and   Technical
  Corrections", were recently issued.  SFAS No. 141, 142, 143,  144
  and  145  have no current applicability to the Company  or  their
  effect   on   the  financial  statements  would  not  have   been
  significant.

  Reclassification - The financial statements for periods prior  to
  June  30,  2002 have been reclassified to conform to the headings
  and   classifications  used  in  the  June  30,  2002   financial
  statements.
                               -7-
<PAGE>


                            PROLOGUE
                  [A Development Stage Company]

        NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 2 - DISCONTINUED OPERATIONS

  Discontinued  Operations - The accompanying financial  statements
  reflect  the Company re-entering into a new development stage  on
  May  1,  1991 as a result of management's decision to discontinue
  the former operations of the Company.

NOTE 3 - CAPITAL STOCK

  During 1983 Prologue filed a Registration Statement with the Utah
  Securities  Commission and completed a public sale  of  5,000,000
  shares  of  stock.  In 1987 a wholly owned subsidiary named  Bio-
  Clean  was  formed.   On  November 23,  1987  600,000  shares  of
  Prologue stock were issued to Kapitol Klean-All of Phoenix, AZ as
  partial consideration for some equipment and solvent.  Because of
  latent  defects  in the equipment all activities were  terminated
  and  Bio-Clean was dissolved on May 1, 1991.  On June  14,  1988,
  1,500,000  shares of Prologue stock was issued to an  officer  of
  Prologue in lieu of wages for services rendered in behalf of  the
  Company.

  On  December 19, 1994, 41,400,000 shares of stock were issued  to
  an  individual  in exchange for payment of the current  and  back
  taxes  due the state of Utah along with other reinstatement fees.
  As  a  result  of  the stock issuance control of the  corporation
  changed  hands  and  the  individual became  an  officer  of  the
  Company.   This  agreement  also  includes  the  payment  of  all
  necessary accounting and attorney fees and the production  of  an
  information  package  on Prologue to be  used  in  promoting  the
  Company's future business activities.

NOTE 4 - INCOME TAXES

  The   Company  accounts  for  income  taxes  in  accordance  with
  Statement  of Financial Accounting Standards No. 109  "Accounting
  for  Income Taxes".  SFAS No. 109 requires the Company to provide
  a  net  deferred tax asset/liability equal to the expected future
  tax  benefit/expense  of temporary reporting differences  between
  book  and tax accounting methods and any available operating loss
  or  tax credit carryforwards.  At June 30, 2002, the Company  has
  available  unused  operating loss carryforwards of  approximately
  $15,200,  which may be applied against future taxable income  and
  which expire in various years through 2022.

  The  amount of and ultimate realization of the benefits from  the
  operating   loss  carryforwards  for  income  tax   purposes   is
  dependent,  in  part,  upon the tax laws in  effect,  the  future
  earnings of the Company, and other future events, the effects  of
  which   cannot   be  determined.   Because  of  the   uncertainty
  surrounding  the  realization  of  the  loss  carryforwards,  the
  Company  has established a valuation allowance equal to  the  tax
  effect of the loss carryforwards and, therefore, no deferred  tax
  asset  has been recognized for the loss carryforwards.   The  net
  deferred  tax  assets are approximately $5,100 and $4,400  as  of
  June  30,  2002  and  December 31, 2001,  respectively,  with  an
  offsetting valuation allowance of the same amount resulting in  a
  change  in  the valuation allowance of approximately $700  during
  the six months ended June 30, 2002.

NOTE 5 - RELATED PARTY TRANSACTIONS

  Management Compensation - During the periods ended June 30,  2002
  and  2001,  the  Company  did not pay  any  compensation  to  any
  officer/directors of the Company.

                               -8-
<PAGE>

                            PROLOGUE
                  [A Development Stage Company]

        NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 5 - RELATED PARTY TRANSACTIONS [Continued]

  Office  Space  -  The Company has not had a need to  rent  office
  space.   An  officer/shareholder of the Company is  allowing  the
  Company  to use his home as a mailing address, as needed,  at  no
  expense to the Company.

  Expenses  -  An officer/shareholder has paid certain expenses  on
  behalf  of  the corporation.  The amounts of these  payments  are
  shown  as  contributions to capital in excess of  par  value  and
  amounted  to $2,485 and $2,825 during the six months  ended  June
  30, 2002 and 2001.

NOTE 6 - GOING CONCERN

  The  accompanying  financial statements  have  been  prepared  in
  conformity with generally accepted accounting principles  in  the
  United  States of America, which contemplate continuation of  the
  Company  as a going concern.  However, the Company, has  incurred
  losses  since  its  inception  and has  no  on-going  operations,
  raising  substantial doubt about the ability of  the  Company  to
  continue  as  a  going  concern.  In this regard,  management  is
  seeking  potential  business opportunities and  is  proposing  to
  raise  any  necessary additional funds not provided by operations
  through  loans  and/or through additional  sales  of  its  common
  stock.  There is no assurance that the Company will be successful
  in raising additional capital or achieving profitable operations.
  The  financial  statements do not include  any  adjustments  that
  might result from the outcome of these uncertainties.

NOTE 7 - LOSS PER SHARE

  The  following data show the amounts used in computing  loss  per
  share and the effect on income and the weighted average number of
  shares  of  dilutive  potential  common  stock  for  the  periods
  presented:
                                                                   From the
                                                                Re-entering of
                        For the Three      For the Six            Development
                         Months Ended      Months Ended         Stage on May 1,
                           June 30,          June 30,             1991, Through
                    ______________________  _____________________    June 30,
                         2002       2001        2002       2001        2002
                    __________  __________  __________  _________  ___________
  Loss from continuing
   operations available
   to common stock
   holders
   (numerator)         $ (890)    $ (675)    $ (2,220)  $ (2,175)   $ (15,255)
                    __________  __________  __________  __________  __________
  Weighted average
   number ofcommon
   shares outstanding
   used in earnings
   per share during
   the period
   (denominator)    50,000,000  50,000,000  50,000,000  50,000,000  36,518,097
                    __________  __________  __________  __________  __________

  Dilutive loss per share was not presented, as the Company had  no
  common  equivalent  shares for all periods presented  that  would
  effect the computation of diluted loss per share.

                                  -9-

<PAGE>



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


LIQUIDITY AND CAPITAL RESOURCES FOR THE THREE MONTH PERIOD
     ENDED JUNE 30, 2002 (Unaudited)

     The  Company  remains in the development stage  and  has  no
     revenues.  Current expenses are being paid by the president,
     Allen  Avery,  including the costs of becoming  a  reporting
     company   under  the  Securities  Exchange  Act   of   1934.
     Management is hopeful that becoming a reporting company will
     increase  the  quality  and number of  prospective  business
     ventures that may be available to the Company. For the three
     month   period   ended   June 30, 2002,  general  and
     administrative expenses were  $890.   The  expenses relate
     primarily to the costs of SEC filing expenses.  Such  losses
     will continue unless a business  opportunity  with  revenues
     and profits can be acquired  by  the  Company. There  is  no
     assurance  that  revenues  or  profitability  will  ever  be
     achieved by the Company.

     The Company will carry out its plan of business as discussed
     above.   The Company cannot predict to what extent its  lack
     of   liquidity  and  capital  resources  will   impair   the
     consummation  of a business combination or whether  it  will
     incur  further operating losses through any business  entity
     which the Company may eventually acquire.

RESULT OF OPERATIONS

    For the Three months ended June 30, 2002 and 2001
    (Unaudited).

    Net losses per share for the periods ended June 30, 2002 and
    2001 were $0.00 per share  each  quarter. For the current
    fiscal year, the President has  agreed to pay, if necessary,
    the expenses associated with the 10-QSB and  10-KSB  filings
    for  the calendar year 2002.  The  Company anticipates  that
    until   a  business   combination   is  completed   with  an
    acquisition candidate, it will not generate revenues and may
    continue  to  operate  at a loss after completing a business
    combination, depending upon the performance of  the acquired
    business.

                               -10-
<PAGE>

NEED FOR ADDITIONAL FINANCING

     Management believes  that the  Company  will have sufficient
     cash (through  verbal commitments of its president) to  meet
     the anticipated  needs of  the Company's  operations through
     at  least  the  first  calendar  quarter  of  2003.
     However, there can be no assurances to that effect,  as  the
     Company  has no revenues and the Company's need for  capital
     may  change  dramatically if it acquires an  interest  in  a
     business  opportunity during that period.  In the event  the
     Company requires additional funds, the Company will have  to
     seek  loans  or equity placements to cover such cash  needs.
     There  is  no assurance additional capital will be available
     to  the  Company  on acceptable terms.   In  the  event  the
     Company  is  able to complete a business combination  during
     this  period,  lack  of  its  existing  capital  may  be   a
     sufficient  impediment to prevent it from accomplishing  the
     goal  of  completing a business combination.   There  is  no
     assurance,  however, that without funds it  will  ultimately
     allow registrant to complete a business combination.  Once a
     business  combination is completed, the Company's needs  for
     additional financing are likely to increase substantially.

     Other  than  previously  stated, no commitments  to  provide
     additional  funds  have  been made by  management  or  other
     stockholders.   Accordingly, there can be no assurance  that
     any  additional  funds will be available to the  Company  to
     allow it to cover its expenses as they may be incurred.

     Irrespective of whether the Company's cash assets  prove  to
     be  adequate  to meet the Company's operational  needs,  the
     Company  might seek to compensate providers of  services  by
     issuance's of stock in lieu of cash.

                               -11-

<PAGE>


                  PART II - OTHER INFORMATION



See Form 10-SB, as amended.




Item 1. Legal Proceedings

     None.


Item 2. Changes in Securities
     None


Item 3. Defaults Upon Senior Securities
     Not Applicable.


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)  Exhibits
             None

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



                            -12-
<PAGE>






                        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.

                                      Prologue




Date: August 14, 2002                By /s/ Allen L. Avery
                                        Allen L. Avery, President








                         CERTIFICATION PURSUANT TO
                         18 U.S.C. SECTION 1350,
                          AS ADOPTED PURSUANT TO
               SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


In connection with the Quarterly Report of Prologue (the "Company") on
Form 10-QSB for the period ending June 30, 2002 as filed with the
Securities and Exchange Commission on the date hereof (the "Report"), I,
Allen L. Avery, Chief Executive Officer and Chief Financial Officer of the
Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002, that:

          (1) The Report fully complies with the requirements of section
13(a) or 15(d) of the Securities Exchange Act of 1934; and

          (2) The information contained in the Report fairly presents, in
all material respects, the financial condition and result of operations of
the Company.




/s/ Allen L. Avery
Chief Executive Officer and Chief Financial Officer
August 14, 2002



                             -13-
<PAGE>