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  QUARTER  ENDED  MARCH 31, 2002

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

             FOR  THE  TRANSITION  PERIOD  FROM                  TO

                        COMMISSION  FILE  NO.  000-31883

                           BENTLEYCAPITALCORP.COM INC.
                 (NAME OF SMALL BUSINESS ISSUER IN ITS CHARTER)

           WASHINGTON                                     91-2022700
 (STATE OR OTHER JURISDICTION OF                       (I.R.S.  EMPLOYER
  INCORPORATION OR ORGANIZATION)                       IDENTIFICATION NO)

                                5076 ANGUS DRIVE
                          VANCOUVER, BC V6M 3M5 CANADA
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

                                 (604) 269-9881
                            ISSUER'S TELEPHONE NUMBER

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  COMPANY  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 May 17, 2002, there were outstanding 2,250,000 shares of common stock, par
value  $.0001

Transitional  Small  Business  Issuer  Format      Yes  | |       No   |X|


<PAGE>
<TABLE>
<CAPTION>
PART  I  -  FINANCIAL  INFORMATION

Item  1.   Financial  Statements.

Bentleycapitalcorp.com  Inc.
(A  Development  Stage  Company)
Balance  Sheets
(expressed  in  U.S.  dollars)


                                                                                        March 31,     December 31,
                                                                                           2002           2001
                                                                                            $              $
                                                                                       (unaudited)     (audited)
<S>                                                                                    <C>           <C>
Assets

Current Assets

  Cash                                                                                      11,303          11,432

License (Notes 3 and 4(a))                                                                       -               -
-------------------------------------------------------------------------------------------------------------------
Total Assets                                                                                11,303          11,432
===================================================================================================================

Liabilities and Stockholders' Deficit

Current Liabilities

  Accounts payable                                                                           1,004             469
  Accrued liabilities                                                                        2,400           2,000
  Note payable (Note 4(b))                                                                  28,000          28,000
  Due to a related party (Note 4(c))                                                         5,000           5,000
-------------------------------------------------------------------------------------------------------------------

Total Liabilities                                                                           36,404          35,469
-------------------------------------------------------------------------------------------------------------------

Stockholders' Deficit

Common Stock, 100,000,000 common shares authorized with a par value of $0.0001;
20,000,000 preferred shares with a par value of $.0001; 2,250,000 common shares
issued and outstanding                                                                         225             225

Additional Paid in Capital                                                                  29,775          29,775
-------------------------------------------------------------------------------------------------------------------
                                                                                            30,000          30,000
Preferred Stock, 20,000,000 preferred shares authorized with a par value of $0.0001;
none issued                                                                                      -               -

Deficit Accumulated During the Development Stage                                           (55,101)        (54,037)
-------------------------------------------------------------------------------------------------------------------
Total Stockholders' Deficit                                                                (25,101)        (24,037)
-------------------------------------------------------------------------------------------------------------------
Total Liabilities and Stockholders' Deficit                                                 11,303          11,432
===================================================================================================================
<FN>
Contingent  Liability  (Note  1)

Commitment  (Note  3)
</TABLE>

                                       F-1

    (The accompanying notes are an integral part of the financial statements)


<PAGE>
<TABLE>
<CAPTION>
Bentleycapitalcorp.com Inc.
(A Development Stage Company)
Statements of Operations
(expressed in U.S. dollars)

                                                     From
                                                 March 14, 2000           Three Months
                                              (Date of Inception)             Ended
                                                  to March 31,              March 31,
                                                      2002              2002          2001
                                                       $                 $             $
                                                  (unaudited)       (unaudited)   (unaudited)
<S>                                           <C>                   <C>           <C>
Revenue                                                         -             -             -
----------------------------------------------------------------------------------------------

Expenses

  Accounting and audit                                      4,450           525           300
  Amortization of license                                   6,187             -             -
  Bank charges                                                 42             -             -
  Legal                                                     5,000             -             -
  License fee                                               1,000           500             -
  License written-off                                      18,563             -             -
  Organizational expenses and offering costs                8,000             -             -
  Transfer agent and regulatory fees                        1,773            59         1,181
  Less: Interest income                                      (164)          (20)          (39)
----------------------------------------------------------------------------------------------

Net Loss for the Period                                   (44,851)       (1,064)       (1,442)
==============================================================================================

Net Loss Per Share                                                         (.01)         (.01)
==============================================================================================

Weighted Average Shares Outstanding                                   2,250,000     2,000,000
==============================================================================================
<FN>
(Diluted loss per share has not been presented as the result is anti-dilutive)
</TABLE>

                                       F-2

    (The accompanying notes are an integral part of the financial statements)


<PAGE>
<TABLE>
<CAPTION>
Bentleycapitalcorp.com  Inc.
(A  Development  Stage  Company)
Statements  of  Cash  Flows
(expressed  in  U.S.  dollars)

                                                    Three Months
                                                       Ended
                                                      March 31,
                                                  2002          2001
                                                   $             $
                                              (unaudited)   (unaudited)
<S>                                           <C>           <C>
Cash Flows to Operating Activities

  Net loss for the period                          (1,064)       (1,442)

  Less non-cash working capital items

    Accounts payable and accrued liabilities          935          (174)
------------------------------------------------------------------------

Net Cash Used by Operating Activities                (129)       (1,616)
------------------------------------------------------------------------

Cash Provided by Financing Activities                   -             -
------------------------------------------------------------------------

Decrease in cash                                     (129)       (1,616)

Cash - beginning of period                         11,432         9,838
------------------------------------------------------------------------

Cash - end of period                               11,303         8,222
========================================================================

Non-Cash Financing Activities                           -             -
========================================================================

Supplemental Disclosures

  Interest paid                                         -             -
  Income tax paid                                       -             -
</TABLE>


                                       F-3

    (The accompanying notes are an integral part of the financial statements)


<PAGE>
Bentleycapitalcorp.com Inc.
(A Development Stage Company)
Notes to the Financial Statements
(expressed in U.S. dollars)


1.   Development Stage Company

     Bentleycapitalcorp.com  Inc. herein (the "Company") was incorporated in the
     State  of  Washington,  U.S.A.  on  March  14, 2000. The Company acquired a
     license  to  market  and  distribute  vitamins,  minerals,  nutritional
     supplements,  and  other  health  and  fitness  products in the Province of
     British  Columbia, Canada. The grantor of the license offers these products
     for  sale  from  various  suppliers  on  their  Web  Site.

     The  Company  is  in the development stage. In a development stage company,
     management  devotes  most  of its activities in developing a market for its
     products.  Planned  principal activities have not yet begun. The ability of
     the  Company  to  emerge  from  the  development  stage with respect to any
     planned  principal  business  activity  is  dependent  upon  its successful
     efforts  to  raise  additional  equity  financing  and/or attain profitable
     operations.  There  is  no guarantee that the Company will be able to raise
     any  equity  financing  or  sell  any of its products at a profit. There is
     substantial  doubt  regarding  the Company's ability to continue as a going
     concern.

     The  Company  filed an SB-2 Registration Statement with the U.S. Securities
     Exchange  Commission  which  was  declared  effective November 2, 2000. The
     Company completed its offering and issued 500,000 common shares at $.01 per
     share  for  cash  proceeds  of  $5,000.

     The Company also raised $10,000 pursuant to a private placement of $250,000
     shares  at  $0.01  per  share  to one Canadian investor on October 2, 2001.
     These  shares  are  restricted  under  Rule  144.

2.   Summary of Significant Accounting Policies

     (a)  Year End

          The Company's fiscal year end is December 31.

     (b)  Long Lived Assets

     The  carrying  value  of  long lived assets are evaluated in each reporting
     period  to  determine  if  there  were  events or circumstances which would
     indicate  a  possible  inability  to  recover  the  carrying  amount.  Such
     evaluation  is  based on various analyses including assessing the Company's
     ability  to  bring  the  commercial  applications  to  market,  related
     profitability  projections  and  undiscounted  cash  flows relating to each
     application  which  necessarily  involves  significant management judgment.

     (c)  Cash and Cash Equivalents

     The  Company  considers  all  highly  liquid instruments with a maturity of
     three  months  or  less  at  the  time  of issuance to be cash equivalents.

     (d)  Revenue Recognition

     The  Company  will  receive from the Grantor of the license, commissions of
     one-half  of  all  the  profit  on all sales made through the Grantor's Web
     Site.  The  commission  revenue  will be recognized in the period the sales
     have  occurred.  The  Company  will  report the commission revenue on a net
     basis  as  the  Company  is acting as an Agent for the Grantor and does not
     assume  any  risks or rewards of the ownership of the products. This policy
     is  prospective in nature as the Company has not yet generated any revenue.

     (e)  Use of Estimates

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


                                       F-4

    (The accompanying notes are an integral part of the financial statements)


<PAGE>
2.   Summary of Significant Accounting Policies (continued)

     (f)  Offering Costs

     In  accordance  with SEC staff accounting Bulletin No. 5 offering costs may
     properly  be  deferred  and  charged  against proceeds of the offering. The
     Company  has  elected  to  charge  such  offering  costs  to  operations.

     (g)  Interim Financial Statements

     These interim unaudited financial statements have been prepared on the same
     basis  as the annual financial statements and in the opinion of management,
     reflect  all  adjustments, which include only normal recurring adjustments,
     necessary  to  present  fairly the Company's financial position, results of
     operations  and cash flows for the periods shown. The results of operations
     for such periods are not necessarily indicative of the results expected for
     a  full  year  or  for  any  future  period.


3.   License

     The  Company's  only  asset  is  a  license  to  market vitamins, minerals,
     nutritional  supplements  and  other  health  and  fitness  products in the
     Province  of  British Columbia, Canada, through the Grantor's Web Site. The
     Company  desires  to  market  these  products  to  medical  practitioners,
     alternative  health  professionals,  martial  arts studios and instructors,
     sports and fitness trainers, other health and fitness practitioners, school
     and  other  fund raising programs and other similar types of customers. The
     license  was  acquired  on  March  20,  2000 for a term of three years with
     renewal  rights. The Company must pay an annual fee of $500 for maintenance
     of  the  Grantor's  Web Site commencing on the anniversary date (paid March
     20,  2001  and  payable  as  at March 31, 2002). The Grantor of the license
     retains  50%  of  the  profits.  The License was written-off to operations.
     However  it  is  the Company's intention to determine if it is economically
     feasible  to  commercially  exploit  a  business  plan.

     See  Note 4 for consideration paid to a related party for the assignment of
     this  license.


4.   Related Party Transactions

     (a)  The  License  referred to in Note 3 was assigned to the Company by the
          sole  director  and  President  of  the  Company  for consideration of
          1,500,000  shares  having  a  fair  market value of $15,000 and a note
          payable  of $20,000. The Company has estimated the cost of the license
          to its President at $24,750. The estimate is based on an allocation of
          the  President's  cash  outlay  of  $33,000 for common stock of Gentry
          Resources, Inc., by virtue of which the President obtained the license
          as  well as his continued ownership of Gentry Resources, Inc. The fair
          market  value of $35,000, based on comparable transactions at the time
          of acquisition, was allocated to note payable as to $20,000, par value
          as to $150 and additional paid in capital as to $14,850. The excess of
          fair  market value over predecessor cost, being $10,250, is treated as
          a  dividend which increased the deficit. The Grantor of the License is
          not  related  to  the  Company.

     (b)  The President of the Company also paid for organizational expenses and
          offering  costs in the amount of $8,000 which was added to the $20,000
          note  payable. The note payable is unsecured, non-interest bearing and
          has  no  specific  terms  of  repayment.

     (c)  The  Company  received  $5,000  from  Ucellit.com  Inc.,  a  company
          controlled  by  the  sole  director.  During  fiscal 2001 the director
          loaned  $5,000  to the Company to repay the loan from Ucellit.com. The
          advance  is  unsecured, non-interest bearing and has no specific terms
          of  repayment.


                                       F-5

    (The accompanying notes are an integral part of the financial statements)


<PAGE>
Item  2.   Management's  Discussion  and  Analysis,  and  Plan  of  Operation


Certain  statements  contained  in  this  Report, including, without limitation,
statements containing the words, "believes," "anticipates," "expects," and other
words  of  similar  import,  constitute  "forward-looking statements" within the
meaning  of  Section  27A of the Securities Act of 1933, as amended, and Section
21E  of  the  Securities  Exchange Act of 1934, as amended. Such forward-looking
statements  involve  known  and  unknown  risks, uncertainties and other factors
which  may  cause  the  actual  results,  performance  or  achievements  of
Bentleycapitalcorp.com, Inc. to be materially different from any future results,
performance,  or  achievements  expressed  or  implied  by  such forward-looking
statements.  Given these uncertainties, readers are cautioned not to place undue
reliance  on  such  forward-looking  statements.  Bentleycapitalcorp.com,  Inc.
disclaims  any obligation to update any such factors or to announce publicly the
results  of  any  revision  of  the  forward-looking  statements  contained  or
incorporated  by  reference  herein  to  reflect  future events or developments.

The  following  discussion and analysis of the Company's financial condition and
results of operations should be read in conjunction with the unaudited financial
statements  and accompanying notes and the other financial information appearing
elsewhere  in  this  Form  10-QSB.  This  Form  10-QSB  contains, in addition to
historical  information,  forward-looking  statements  that  involve  risks  and
uncertainties. Actual results could differ materially from the results discussed
in  the  forward-looking  statements.  Factors that could cause or contribute to
such  differences  include  those  discussed  below,  as well as those discussed
elsewhere  in  this  Form  10-QSB.

The  following  discussion  and  analysis  of  Bentley's financial condition and
results  of  operations  should  be  read  in  conjunction  with  the  Financial
Statements  and accompanying notes and the other financial information appearing
elsewhere  in  this  report.

     PLAN  OF  OPERATION

During  the  period  from  March  14,  2000  through March 31, 2002, Bentley has
engaged  in  no  significant  operations  other  than organizational activities,
acquisition  of  the  rights  to  market  Vitamineralherb,  preparation  for
registration of its securities under the Securities Act of 1933, as amended, and
capital  raising.  No  revenues  were  received  by  Bentley during this period.

For  the first quarter of 2002, Bentley anticipates incurring a loss as a result
of expenses associated with setting up a company structure to begin implementing
its  business  plan.  Bentley  anticipates  that  until  these  procedures  are
completed,  it will not generate revenues, and may continue to operate at a loss
thereafter,  depending  upon  the  performance  of  the  business.


     MANAGEMENT'S  DISCUSSION  & ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF
     OPERATIONS


Bentley  remains  in the development stage and, since inception, has experienced
no significant change in liquidity or capital resources or shareholders' equity.
Bentley's  business  plan  is  to  determine  the  feasibility  of  selling
Vitamineralherb.com  products  to  targeted  markets.  In order to determine the
feasibility  of  its business plan, Bentley plans, during the next six to twelve
months,  to conduct research into these various potential target markets. Should
Bentley  determine  that  the  exploitation  of the license is feasible, it will
engage  salespeople  to market the products. Based primarily on discussions with
the  licensor,  Bentley  believes  that  during  its  first  operational quarter
(whenever  that  might  be  in  the  future), it will need a capital infusion of
approximately  $55,000  to  achieve  a  sustainable  sales  level  where ongoing
operations  can  be funded out of revenues. This capital infusion is intended to
cover  costs  of  advertising,  hiring  and  paying  two  salespeople,  and
administrative  expenses.  In addition, Bentley will need approximately $260,000
in  the  event  it  determines that its customers will not pay in advance and it
will  have  to  extend  credit. Bentley will have to obtain additional financing
through  an  offering  or  capital  contributions  by  current  shareholders.

Bentley will need additional capital to carry out its business plan or to engage
in  a business combination. No commitments to provide additional funds have been
made by management or other shareholders. Accordingly, there can be no assurance
that any additional funds will be available on terms acceptable to Bentley or at
all.  Bentley  has  no  commitments  for  capital  expenditures.

In addition, Bentley may engaged in a combination with another business. Bentley
has  engaged  in discussions concerning potential business combinations, but has
not  entered  into  any  agreement  for  such  a  combination.

In  its  Independent  Auditor's  Report  for  the  year ended December 31, 2001,
Bentley's independent auditor stated that Bentley's failure to generate revenues
and  conduct  operations  since  its  inception  raise  substantial  doubt about
Bentley's  ability  to  continue  as  a  going  concern.  Bentley  will  require
substantial  working  capital,  and currently has inadequate capital to fund its
business.  Bentley  may  be unable to raise the funds necessary for implementing
its business plan, which could severely limit its operations and cause its stock
to  be  worthless.


RESULTS  OF  OPERATIONS

During  the  period  from  March  14, 2000 (date of inception) through March 31,
2002,  the  Company  has engaged in no significant operations other than raising
$15,000 for the issuance of 750,000 common shares, and organizational activities
and  acquisition  of  the rights to market Vitamineralherb products. No revenues
were  received  by  the  Company  during  this  period.

For  the  first  quarter  of 2002, the Company anticipates incurring a loss as a
result  of  expenses  associated  with  setting  up a company structure to begin
implementing  its business plan. The Company's business plan is to determine the
feasibility  of  marketing the Vitamineralherb products in various markets, and,
if  the  products  prove  to  be  in  demand,  begin  marketing  and  selling
Vitamineralherb  products.


<PAGE>
We  had  a net loss of $1,064 for the quarter ended March 31, 2002 compared to a
net  loss  of  $1,442  for  the  period  March  31,  2001.

LIQUIDITY

The  Company  has  historically  satisfied  its  capital needs by borrowing from
related  parties  in the short-term, and by selling common stock. The operation,
development and expansion of our business will likely require additional capital
infusions  for  the  foreseeable  future.

The  working capital deficit at March 31, 2002, was $25,101. The Company has not
achieved  profitable operations since inception and has suffered mounting losses
of  $44,851  from  inception  (March  14,  2000)  through  March  31,  2002.

The  Company  remains  in  the  development  stage  and,  since  inception,  has
experienced  no  significant  change  in  liquidity  or  capital  resources  or
shareholders' equity. The Company's balance sheet as of March 31, 2002, reflects
total  assets  of  $11,303  in  the  form  of  cash.

The  original  sole  shareholder  paid  for organizational expenses and offering
costs  in  the amount of $8,000 which was added to the $20,000 note payable. The
note  payable  is  unsecured  non-interest  bearing and has no specific terms of
repayment.

The  Company's  business  plan  is  to  determine  the  feasibility  of  selling
Vitamineralherb.com products to targeted markets in British Columbia, Canada. In
order  to  determine  the  feasibility  of its business plan, the Company plans,
during  the next twelve months, to conduct research into these various potential
target  markets.  Should  the  Company  determine  that  the exploitation of the
license  is  feasible,  it will engage salespeople to market the products. Based
primarily on discussions with the licensor, the Company believes that during its
first  operational  quarter,  it  will  need a capital infusion of approximately
$55,000  to  achieve  a  sustainable sales level where ongoing operations can be
funded  out  of  revenues.  This  capital infusion is intended to cover costs of
advertising,  hiring and paying two salespeople, and administrative expenses. In
addition,  the  Company  will  need  approximately  $260,000  in  the  event  it
determines  that  its  market will not pay in advance and it will have to extend
credit. The Company will have to obtain additional financing through an offering
or  capital  contributions  by  current  shareholders.

The  Company  will  need additional capital to carry out its business plan or to
engage  in  a  business  combination. No commitments to provide additional funds
have been made by management or other shareholders. Accordingly, there can be no
assurance that any additional funds will be available on terms acceptable to the
Company  or  at  all.  The  Company has no commitments for capital expenditures.

In  addition, the Company may engage in a combination with another business. The
Company  has  engaged in discussions concerning potential business combinations,
but  has  not  entered  into  any  agreement  for  such  a  combination.


<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.

           (a)  Exhibits

                None.

           (b)  Reports  on  Form  8-K

                None.



                                   SIGNATURES

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

BENTLEYCAPITALCORP.COM  INC.





                                       ------------------------------------
Date:  May  20,  2002                  By:  /s/  Dr.  Michael  Kirsh
                                           Dr. Michael  Kirsh,  Director,
                                           President  and  Chief  Accounting
Officer


<PAGE>