**UNITED STATES**

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

**FORM 10-QSB**

[**x** ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the
quarterly period ended March 31, 2001 .

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934 For the transition period from _________ to _____________

*Commission File Number:*0-31683

ROLLTECH, INC.

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

Nevada 98-0230423

(State of organization) (I.R.S. Employer Identification No.)

938 Howe Street, Suite 811, Vancouver, B.C. V6Z1N9 .

(Address of principal executive offices)

Issuer's telephone number, including area code: (604) 681-3071

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.

1. [X ] Yes [ ] No .................... 2. [X ] Yes [ ] No

(ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS):

Check whether the issuer has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act
after the distribution of securities under a plan confirmed by a court.

[ ]Yes [ ] No The registrant has not been involved in any bankruptcy proceeding

1

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(APPLICABLE ONLY TO CORPORATE REGISTRANTS)

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date.

As of March 31, 2000, the Registrant has 5,527,500 shares issued and outstanding, of which 4,027,500 are held as restricted
common shares and 1,500,000 are free trading common shares. Of the 4,027,500 restricted shares, 4,000,000 are held as
affiliate shares and 27,500 are held as non-affiliate shares. The par value of the shares is $.001.

DOCUMENTS INCORPORATED BY REFERENCE

If the following documents are incorporated by reference, briefly describe them and identify the part of the Form 10-QSB (e.g.,
Part I, Part II, etc.) into which the document is incorporated: (1) any annual report to security holders; (2) any proxy or
information statement; and (3) any prospectus filed pursuant to Rule 424(b) or (c) of the Securities Act of 1933 ("Securities
Act").

A description of "Documents Incorporated by Reference" is contained in Part II, Item 8 of this Statement.

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

CONTENT

PART I FINANCIAL INFORMATION

Item 1. Quarterly Financial Statement

Item 2. Management's Discussions and Analysis of Financial Condition and Results of Operations.

Financial Condition, Liquidity and Capital Resources

PART II OTHER INFORMATION

Item 3. Legal Proceedings.

Item 4. Changes in Securities.

Item 5. Defaults Upon Senior Securities

Item 6. Submission of Matters to a Vote of Security Holders.

Item 7. Other Information.

Item 8. Exhibits and Reports on Form 8-K.

SIGNATURES

__________________________

2

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PART I:

ITEM 1.

QUARTERLY FINANCIAL STATEMENT

The following unaudited Financial Statements of the Company, required to be filed with this Quarterly Statement, were
reviewed by Moore Stephens Ellis Foster, Ltd., of Vancouver, B.C.In the opinion of the Management of the Company, the
Financial Statements and the accompanying notes fairly represent the financial condition of the Company for the reporting
quarter.

page 1 of financial statement

**ROLLTECH, INC.**

(A development stage enterprise)

Financial Statements

(Expressed in U.S. Dollars)

March 31, 2001

(Unaudited)

**Index**

Report of Independent Accountants

Balance Sheets

Statement of Stockholders' Equity

Statements of Operations

Statements of Cash Flows

Notes to Financial Statements

page 2 of financial statement

**REPORT OF INDEPENDENT ACCOUNTANTS**

To the Board of Directors and Stockholders

ROLLTECH, INC.

(A development stage enterprise)

3

=======================

We have reviewed the accompanying balance sheets of Rolltech, Inc. ("the Company") as of March 31, 2001 and December 31,
2000 and the related statements of stockholders' equity, operations and cash flows for the cumulative period from January 25,
2000 (inception) to March 25, 2001, the three-month period ended March 31, 2001 and the period from January 25, 2000
(inception) to March 31, 2000. These financial statements are the responsibility of the Company's management.

We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A
review of interim financial information consists principally of applying analytical procedures to financial data and making
inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the
financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should be made to the accompanying financial
statements for them to be in conformity with generally accepted accounting principles in the United States.

Vancouver, Canada

April 20, 2001

"MOORE STEPHENS ELLIS FOSTER LTD."

Chartered Accountants

page 3 of financial statement

**ROLLTECH, INC**.(A development stage enterprise)

Balance Sheets

(Unaudited)

(Expressed in U.S. Dollars)

|                                                                                                                                        | March 31, 2001 | December 31, 2000
|--------------------------------------------------------------------------------------------------------------------------------------- | -------------- | -----------------
|**ASSETS**                                                                                                                              |                |                  
|Current 

Cash and cash equivalents

Prepaid expenses and deposits                                                                      | $65,079

3,311 | $103,825

674    
|Total current assets                                                                                                                    | 68,390         | 104,499          
|Fixed assets                                                                                                                            | 1,723          | 1,439            
|Total assets                                                                                                                            | 70,113         | 105,938          
|**LIABILITIES**                                                                                                                         |                |                  
|Current

Accounts payable and accrued liabilities

Due to related parties                                                               | 3,100

5,135   | 8,488

21,214    
|Total current liabilities                                                                                                               | 8,235          | 29,702           
|Commitments (Note 4)                                                                                                                    |                |                  
|**STOCKHOLDERS' EQUITY**                                                                                                                |                |                  
|Share capital

Authorized:

75,000,000 common shares a par value

of $0.001 per share

Issued and outstanding:

5,527,500 common shares | 5,528          | 5,528            
|Additional paid-in capital                                                                                                              | 141,235        | 126,940          
|Deficit accumulated during the
development stage                                                                                        | (84,885)       | (56,232)         
|Total stockholders' equity                                                                                                              | 61,878         | 76,236           
|Total liabilities and stockholders' equity                                                                                              | 70,113         | 105,938          

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

Page 4 of Financial Statement

**ROLLTECH, INC.**(A development stage enterprise)

Statements of Stockholders' Equity

(Unaudited)

(Expressed in U.S. Dollars)

|                                                                                | Common

Shares | Stock

Amount | Additional

paid-in

capital | Compre-

hensive

income

(loss) | Deficit

accumulated

during

development

stage | Total

Stock-

holders'

equity
|------------------------------------------------------------------------------- | -------------- | ------------- | ---------------------------- | -------------------------------- | ------------------------------------------------ | -------------------------------
|Shares issued

for cash on

February 3,
2000                                    | 4,000,000      | $4,000        | $11,000                      | -                                | -                                                | $15,000                        
|Shares issued

for cash on July
21, 2000, net of
share issuance
cost of $36,500 | 1,527,500      | 1,528         | 114,722                      | -                                | -                                                | 116,250                        
|Imputed interest
on loan and
amount due to
related parties                      | -              | -             | 1,218                        | -                                | -                                                | 1,218                          
|Comprehensive
income (loss)

-net (loss) for
the period                         | -              | -             | -                            | (56,232)                         | (56,232)                                         | (56,232)                       
|Comprehensive

income (loss)                                                    | -              | -             | -                            | (56,232)                         |                                                  |                                
|Balance,
December 31,
2000                                                      | 5,527,500      | 5,528         | 126,940                      |                                  | (56,232)                                         | 76,236                         
|Imputed interest
on amount due
management
fees                                  | -              | -             | 295                          | -                                | -                                                | 295                            
|Shares allotted
in settlement of
management
fees                                | -              | -             | 14,000                       |                                  |                                                  | 14,000                         
|Comprehensive
income (loss)

-net (loss) for
the period                         | -              | -             | -                            | (28,653)                         | (28,653)                                         | (28,653)                       
|Comprehensive
income (loss)                                                     |                |               |                              | (84,885)                         |                                                  |                                
|Balance,
March31, 2000                                                          | 5,527,500      | 5,528         | 141,235                      |                                  | (84,885)                                         | (61,878)                       

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

6

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Page 5 of Financial Statement

**ROLLTECH, INC.**(A development stage enterprise)

Statements of Opeations

(Unaudited)

(Expressed in U.S. Dollars)

|                                                                         | Cumulative from January 25,
2000 (inception) to March 31,
2001 | Three Months Ended March
31, 2001 | January 25, 2000 (inception)
to March 31, 2000
|------------------------------------------------------------------------ | -------------------------------------------------------------- | --------------------------------- | ----------------------------------------------
|**Expenses** 

Depreciation                                              | $ 246                                                          | $ 86                              | $ -                                           
|Interest (imputed)-related
parties                                       | 1,513                                                          | 295                               | 245                                           
|Management compensation

-related parties                                | 32,000                                                         | 12,000                            | -                                             
|Office and miscellaneous                                                 | 7,815                                                          | 3,443                             | 143                                           
|Professional fees                                                        | 18,208                                                         | 4,285                             | 800                                           
|Rent                                                                     | 4,904                                                          | 2,349                             | -                                             
|Transfer, filing and listing                                             | 6,530                                                          | 4,520                             | -                                             
|Travel and promotion                                                     | 17,234                                                         | 2,530                             | -                                             
|                                                                         | (88,450)                                                       | (29,508)                          | (1,188)                                       
|**Other Income**

Interest income                                        | 3,565                                                          | 855                               | -                                             
|**Net (loss) for the period**                                            | (84,885)                                                       | (28,653)                          | (1,188)                                       
|**(Loss) per share**

Basic and diluted                                  |                                                                | (0.01)                            | -                                             
|Weighted average number of

common shares outstanding

Basic and diluted |                                                                | 5,527,500                         | 2,533,333                                     

7

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

Page 6 of Financial Statement

**ROLLTECH, INC.**(A development stage enterprise)

Statements of Opeations

(Unaudited)

(Expressed in U.S. Dollars)

|                                                                                       | Cumulative from January 25,
2000 (inception) to March 31,
2001 | Three Months Ended March
31, 2001 | January 25, 2000

(inception) to March 31,
2000
|-------------------------------------------------------------------------------------- | -------------------------------------------------------------- | --------------------------------- | -----------------------------------------------
|**Cash flows from (used in)**

**operating activities**

****Net (loss) for the period | $ (84,885)                                                     | $ (28,653)                        | $ (1,188)                                      
|Adjustment to reconcile net
loss to

net cash used in operating
activities             |                                                                |                                   |                                                
|-depreciation                                                                          | 246                                                            | 86                                | -                                              
|-interest (imputed) - related
parties                                                  | 1,513                                                          | 295                               | 245                                            
|-foreign exchange loss                                                                 | 2,438                                                          | 2,438                             | -                                              
|-shares allotted in settlement
ofmanagement fees                                       | 14,000                                                         | 14,000                            | -                                              
|Changes in assets and
liabilities:

-prepaid expenses and
deposits                     | (3,311)                                                        | (2,637)                           | -                                              
|-accounts payable and
accrued liabilities                                              | 3,100                                                          | (5,388)                           | -                                              
|                                                                                       | (66,899)                                                       | (19,859)                          | (943)                                          
|**Cash flows from (used in)**

**financing activities**                                |                                                                |                                   |                                                
|Shares issued for cash, net of
issuance costs                                          | 131,250                                                        | -                                 | 5,000                                          
|increase in deferred costs                                                             | -                                                              | -                                 | (32,000)                                       
|Advances from related parties                                                          | 5,135                                                          | (16,079)                          | -                                              
|Loan from a related party                                                              | 30,000                                                         | -                                 | 30,000                                         
|Repayment of loan from a
related party                                                 | (30,000)                                                       | -                                 | -                                              
|                                                                                       | 136,385                                                        | (16,079)                          | 3,000                                          
|**Cash flows used in
investing activities**

Purchase of fixed assets                  | (1,969)                                                        | (370)                             | -                                              
|**Foreign exchange loss on
cash held in foreign
currency**                             | (2,438)                                                        | (2,438)                           |                                                
|**Increase (decrease) in cash
and cash equivalents**                                   | 65,079                                                         | (38,746)                          | 2,057                                          
|**Cash and cash equivalents,**beginning of period                                      | -                                                              | 103,825                           | -                                              
|**Cash and cash equivalents,**end of period                                            | 65,079                                                         | 65,079                            | 2,057                                          

8

====================

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

Page 7 of Financial Statement

**ROLLTECH, INC.**(A development stage enterprise)

Notes to Financial Statements

(Unaudited)

(Expressed in U.S. Dollars)

**1. Incorporation and Continuance of Operations**

The Company was incorporated on January 25, 2000 under the laws of the State of Nevada to engage in any lawful business
or activity for which corporations may be organized under the laws of the State of Nevada. The Company is in the business of
innovative internet marketing of new high technology manufacturing products and new manufacturing solution. Since
inception, the Company's effort has been in the development of a business-to-business manufacturing technology interactive
website and acquisition of marketing licences of high technology manufacturing products. In accordance with Statement of
Financial Accounting Standards ("SFAS") No. 7 "Accounting and Reporting by Development Stage Companies", the Company
is deemed to be in the Development Stage. These financial statements have been prepared using the generally accepted
accounting principles applicable to a going concern which contemplates the realization of assets and the satisfaction of liabilities
and commitments in the normal course of business. The general business strategy of the Company is to acquire licences of high
technology manufacturing products and market the licensed products on its business-to-business website on internet to generate
revenues. The Company's management plans on raising more funds in the equity market and, in the longer term, deriving cash
from revenue from the sale of its licensed products. The ability of the Company to continue as a going

9

=======================

concern is dependent on funds raised in the equity market, competitions in the industry, and, ultimately, upon achieving
profitable operations of its internet marketing business. These financial statements do not include any adjustments that might
result from this uncertainty.

**2. Significant Accounting Policies**

(a) Accounting Estimates

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

(b) Cash Equivalents

Cash equivalents usually consist of highly liquid investments which are readily convertible into cash with maturities of three
months or less when purchased. As at March 31, 2001, cash and cash equivalents consist of cash only.

Page 8 of Financial Statement

**ROLLTECH, INC.**(A development stage enterprise)

Notes to Financial Statements

(Unaudited)

(Expressed in U.S. Dollars)

**2. Significant Accounting Policies (continued)**

(c) Fixed Assets

Fixed assets are amortized on the declining-balance basis at the following annual

rate:

Computer equipment ..............30%

Office equipment.....................20%

(d) Advertising Expenses

The Company expensed advertising costs as incurred. There were no advertising expenses incurred by the Company for the
period ended March 31, 2001.

(e) Foreign Currency Transactions

The Company maintains its accounting records in its functional currencies (i.e., U.S. Dollars). Foreign currency transactions
are translated into their functional currency in the following manner.

At the transaction date, each assets, liabilities, revenue and expense is translated into the functional currency by the use of
exchange rate in effect at that date. At the period end, monetary assets and liabilities are translated into the functional currency
by using the exchange rate in effect at that date. The resulting foreign exchange gains and losses are included in operations.

(f) Income Taxes

The Company has adopted SFAS No. 109, "Accounting for Income Taxes", which requires the Company to recognize deferred
tax liabilities and assets for the expected future tax consequences of events that have been recognized in the Company's financial
statements or tax returns using the liability method. Under this method, deferred tax liabilities and assets are determined based
on the temporary differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in
effect in the years in which the differences are expected to reverse. The effect on deferred income tax assets and liabilities of a
change in income tax rates is included in the period that includes the enactment date.

Page 9 of Financial Statement

**ROLLTECH, INC.**(A development stage enterprise)

Notes to Financial Statements

(Unaudited)

(Expressed in U.S. Dollars)

**2. Significant Accounting Policies (continued)**

(g) Accounting for Derivative Instruments and Hedging Activities The Company has adopted SFAS No. 133 "Accounting for
Derivative Instruments and Hedging Activities", which requires companies to recognize all derivatives contracts as either assets
or liabilities in the balance sheet and to measure them at fair value. If certain conditions are met, a derivative may be
specifically designated as a hedge, the objective of which is to match the timing of gain or loss recognition on the hedging
derivative with the recognition of (i) the changes in the fair value of the hedged asset or liability that are attributable to the
hedged risk or (ii) the earnings effect of the hedged forecasted transaction. For a derivative not designated as a hedging
instrument, the gain or loss is recognized in income in the period of change.

(h) Comprehensive Income

The Company has adopted SFAS No. 130, "Reporting Comprehensive Income", which establishes standards for reporting and
display of comprehensive income, its components and accumulated balances. The Company is disclosing this information on its
Statement of Stockholders' Equity. Comprehensive income comprises equity except those resulting from investments by owners
and distributions to owners. SFAS No. 130 did not change the current accounting treatments for components of comprehensive
income.

(i) Financial Instruments and Concentration of Risks

10

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Fair value of financial instruments are made at a specific point in time, based on relevant information about financial markets
and specific financial instruments. As these estimates are subjective in nature, involving uncertainties and matters of significant
judgement, they cannot be determined with precision. Changes in assumptions can significantly affect estimated fair values. The
carrying value of cash and cash equivalents and accounts payable and accrued liabilities and amount due to related parties
approximates their fair value because of the short-term nature of these instruments. Management is of the opinion that the
Company is not exposed to significant interest, credit, or currency risks arising from these financial statements.

Page 10 of Financial Statement

**ROLLTECH, INC.**(A development stage enterprise)

Notes to Financial Statements

(Unaudited)

(Expressed in U.S. Dollars)

**2. Significant Accounting Policies (continued)**

(j) Stock-Based Compensation

The Company has adopted the disclosure-only provisions of SFAS No. 123, "Accounting for Stock-based Compensation".
SFAS No. 123 encourages, but does not require, companies to adopt a fair value based method for determining expense related
to stock-based compensation. The Company accounts for stock-based compensation issued to employees and directors using the
intrinsic value method as prescribed under Accounting Principles Board Opinion No. 25, "Accounting for Stock Issued to
Employees" and related interpretations.

(k) Loss Per Share

Loss per share is computed using the weighted average number of shares outstanding during the period. The Company has
adopted SFAS No. 128, "Earnings per share". Diluted loss per share is equal to the basic loss per share.

(l) Impairment

Certain long-term assets of the Company are reviewed when changes in circumstances require as to whether their carrying
value has become impaired pursuant to guidance established in Statement of Financial Accounting Standards ("SFAS") No.
121, Accounting for the Impairment of Long-lived Assets and for Long-lived Assets to be Disposed off. Management considers
assets to be impaired if the carrying value exceeds the future projected cash flows from related operations (undiscounted and
without interest charges). If impairment is deemed to exist, the assets will be written down to fair value.

11

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**3. Fixed Assets**



|                   |         | March 31, 2000            |                
|------------------ | ------- | ------------------------- | ---------------
|                   | Cost    | Accumulated

depreciation | Net book

value
|Computer equipment | $ 370   | $ 14                      | $ 366          
|Office equipment   | 1,599   | 232                       | 1,367          
|                   | 1,969   | 246                       | 1,723          
|                   |         | December 31,

2000        |                
|                   | Cost    | Accumulated

depreciation | Net book value 
|Office equipment   | $ 1,599 | $ 160                     | $ 1,439        
|                   |         |                           |                

Page 11 of Financial Statement

**ROLLTECH, INC.**(A development stage enterprise)

Notes to Financial Statements

(Unaudited)

(Expressed in U.S. Dollars)

**4. Commitments**

(a) The Company has entered into an operating lease agreement with a company controlled by the

directors of the Company for computer equipment, with minimum lease payments as follows:



|2001  | $ 4,050
|----- | -------
|2002  | 3,150  
|Total | 7,200  

(b) The Company has entered into an office lease contract with minimum lease payments as follows:

12

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|2001  | $ 8,248
|----- | -------
|2002  | 10,997 
|2003  | 2,749  
|Total | 21,994 

**5. Related Party Transaction**

(a) During the three-month period ended March 31, 2001, the Company accrued the following expenses to its directors and a
company controlled by the directors of the Company:

|Management compensation | $ 12,000
|----------------------- | --------
|Office-equipment rental | 1,350   
|                        | $ 13,350

(b) During the three-month period ended March 31, 2001, the Company accrued imputed interest of $295 at an interest rate of
10% per annum on the amount due to related parties.

(c) In the fiscal year ended December 31, 2000, the Company borrowed $30,000 from a company controlled by the directors of
the Company. This $30,000 is non-interest bearing and was repaid in July, 2000. The Company accrued imputed interest of
$900 at an interest rate of 6% per annum.

Page 12 of Financial Statement

**ROLLTECH, INC.**(A development stage enterprise)

Notes to Financial Statements

(Unaudited)

(Expressed in U.S. Dollars)

**6. Income Taxes**

At December 31, 2000, the Company has an estimated net operating loss carryforward of $55,000, expiring in 2014 if not
offset against future federal taxable income. There may be certain limitationsas to the future annual use of the estimated net
operating loss carryforward due to certain changes in the Company's ownership. The tax effect of temporary differences that
give rise to the Company's deferred tax assets (liabilities) are as follows:

13

=======================

|Estimated net operating loss carryforward | $ 8,000
|----------------------------------------- | -------
|Less: valuation allowance                 | (8,000)
|                                          | $ -    

**7. Subsequent Events**

Subsequent to the period ended March 31, 2001, the following shares were issued:

(a) 140,000 common shares, at US$0.10 each, previously allotted to directors of the Company in settlement of management
fees owed.

(b) 1,000 common shares, at US$0.10 each, in settlement of service fee owed.

PART I:

ITEM 2.

MANAGEMENT'S DISCUSSIONS AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

1. **Discussion and Analysis of Results of Financial Condition**.

1.1 Results of Operation for Period Ending December 31, 2000.

Revenue for the current reporting quarter ending March 31, 2001, was $0.00. The Company received an interest income of
$855 during the reporting quarter. For the reporting period, the Company had a net operating loss of $(28,653) and incurred
General and Administrative Expenses of $(29,508), of which $12,000 was for Management Compensation.

1.2 Liquidity

From inception of the Company in January of 2000 to the period ending March 31, 2001, the Company had total operating
expenses of $(84,885), while receiving $0.00 in revenue. The deficit accumulated during developmental stage was $(84,885),
compared to $(56,232) reported in the previous quarter The weighted loss per share was $(.01).

At the end of the reporting quarter, the Company had total current cash asset of $65,079, compared to $103,825 reported in the
previous quarter, and a total current asset of $70,113, against total current liabilities of $8,235, compared to total asset of
$105,938 and total current liabilities of $29,702 reported

14

=======================

in the previous quarter. For the period, the increase (decrease) in cash and cash equivalent was $(38,746).

For the reporting period, the Company received $0.00 from the sale of its shares. From inception to the reporting period, the
Company received $15,000 from the sale of 4 million shares in restricted securities to its founders and the gross proceeds of
$150,000 and net proceeds of approximately $120,000 from the sale of 1.5 million shares in the initial public offering of shares
(the Offering).

1.3 No revenue from continued operation for quarter ended March 31, 2001. The Company launched its Rolltech2000.com
Web site in December of 2000. However, during the reporting quarter, no revenue was derived from the sale of the Licensed
Product from the Web site or from the sale of the exclusive licensed territories. Furthermore, the Company was not successful in
its effort to consummate a sublicense agreement with Protecsa of the Republic of Panama, a party interested in the Cobra (tm)
Solid Lubricant, as reported in the 10KSB for period ending December 31, 2000.

1.4 Lower Cash and Cash Equivalent Asset. At the end of the reporting quarter, the Company had total current cash asset of
$65,079. To preserve cash for continued operation, the Management is currently reviewing the overall expenditures of the
Company to curtail some expenditures, until additional funding is available, of which there is no assurance.

1.5 Share Trading Activities on the OTCBB. The Company was approved for OTCBB listing on January 12, 2001, with the
trading symbol of "RLTE." The average share price and the trade volume for the reporting may be summarized as follow:

1.51 Average Price.

Last trade: $0.51

range: $0.25 to $1.00

1.52 Monthly Volume.

January: 1,000 shares traded

February: 3,100

March: 2,600

Total Q1: 6,700

1.6 Continued Poor Market Condition. As disclosed in the Prospectus of the Company's initial public offering of shares in June
of 2000, it was the intent of the Company to seek additional funding via a private placement in the amount of $500,000 to
$750,000, within six months from the completion of the Offering, to enhance the working capital of the Company. The poor
market conditions for public funding may render the desire of the Company for additional funding to be futile during the first
two quarters of 2001. The difficult access to immediate private placement funding may cause financial difficulty for the
operation and execution of the Company's business plan, since the Company received only an estimated net proceed of
$120,000 from its initial public offering of shares, plus an initial capitalization of

15

=======================

$15,000. In addition, the investor sentiment for Internet related shares has clearly turned negative since the final quarter of
2000, which has adversely affected the Company's effort to trade its shares successfully and may further aggravate the effort of
the Company to seek additional capital through equity financing.

1.7 Change in Financial Auditor. On February 26, 2001, the Company filed with the SEC a Form 8-K/Item 4, to appropriately
report a change in accountants, from Michael Bonner, Inc. to Moore Stephens Ellis Foster, Ltd., of Vancouver, B.C.

**2. Discussion and Analysis of Results of Continued Operation.**

During the quarter ending March 31, 2001, the Management of the Company has performed the following corporate and
business activities:

2.1. Improvement on Web site. During January of 2001, the Company made improvement to the Rolltech2000.com Web site,
at the cost of $800, which was paid to the original contractor of the Web site, AZ Design;

2.2 New Office Lease. On February 16, 2001, the Company signed an office lease contract with Grantham Adjusters, to lease
an office property located at 938 Howe Street, Su. 811, Vancouver, B.C. V6Z1N9 . The corporate resolution authorizing the
lease is hereunder attached as an exhibit in Part II, Item 8;

2.3. Resolution to Terminate Marketing License Agreement. On February 1, 2001, after serious discussion with Terlaz USA,
Inc., the Licensor, the Board of the Company rendered the decision to terminate the Marketing License Agreement with Terlaz
USA, Inc. The corporate resolution related to this decision of the Board and the signed Termination Agreement are attached to
this Statement as exhibits in Part II, Item 8. The factors leading to the decision of the Board may be summarized as follow:

2.31 Deteriorating financial condition of Licensor, partly due to market condition for manufacturers;

2.32 Manufacturing process too complicated and costly to achieve profitability;

2.33 Unfavorable factors listed in Evans & Evans analysis of the Licensor's product potential for a startup operation; need of
capital outlay not available to the Licensor nor the Licensee;

2.34 Difficulty encountered by the Company to market the Licensed Product on its Web site;

2.35 Difficulty in sublicensing the Marketing License Rights in Exclusive Territory;

2.36 Difficulty in attracting new investors for OTCBB trade, based on the potential of the Licensed Product.

2.4 Management's Search for New Product and New Projects. The Management reviewed three new projects during Q1, as
potential business for its continued operation to generate revenue. No decision was made related to these projects. Due to the
change in investor sentiment toward Internet B2B related shares, the Management may seek opportunities in other business
sectors, which provide better outlook for revenues and additional equity funding;

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3. **Discussion on Share Issuance, Annual Shareholder Meeting, and Board Activities**.

3.1 Corporate Resolution to Amend the Date of Annual Shareholder Meeting. On January 30, 2001, the Board consummated a
corporate resolution to amend the date of the Annual Shareholder Meeting to 10 a.m., May 30, 2001, during which the Board
intends to discuss the following agenda: 1) to perform the election of directors for the ensuing year; 2) to appoint Moore
Stephens Ellis Foster, Ltd., of Vancouver, B.C., as financial auditors; 3)to discuss the potential new projects for the Company
going forward; and 4) other matters related to the Company's finance and business as deemed necessary.

3.2 Corporate Resolution for Issuance of Shares for Management Compensation. On February 12, 2001, the Board executed a
corporate resolution to issue 70,000 restricted shares to Mr. Taly Keren, President, and 70,000 restricted shares to Dr. Michael
Scheglov, Vice President, based on the disclosure in the Management Remuneration of the Prospectus, which stipulated "upon
the completion of this Offering, Mr. Taly Keren and Dr. Michael ScheglovVice Presidentwill eachreceive
$1000 per month
($12,000 per year), plus $1000 in restricted shares of the Company to be issued at $.10 (ten cents) per share.. These restricted
shares are subject to sale restriction defined in Rule 144 of the Rules and Regulations of the SEC promulgated under the Act.
As of March 31, 2001, the issuance of the 140,000 restricted shares has not been enacted, and thus, will not be reflected in the
total issued and outstanding shares in this report.

PART II:

ITEM 3.

LEGAL PROCEEDINGS.

The Company had no legal proceeding since its inception.

PART II:

ITEM 4..

CHANGES IN SECURITIES

There was no change in the Company's securities during the reporting period.

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PART II:

ITEM 5.

DEFAULTS UPON SENIOR SECURITIES

Not applicable. The Company has no senior securities.

PART II:

ITEM 6.

SUBMISSION OF MATTERS TO

A VOTE OF SECURITY HOLDERS.

For the reporting period, the Company has not submitted any matter to a vote of security holders.

PART II:

ITEM 7.

OTHER INFORMATION.

None.

PART II:

ITEM 8.

EXHIBITS AND REPORTS ON FORM 8-K.

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ITEMS INCORPORATED BY REFERENCE

1. Unaudited Financial Statements, reviewed by Moore Stephens Ellis Foster, Ltd., of Vancouver, B.C., December 31, 2000,
for period ending March 31, 2001, as incorporated by reference in PartI/Item 1 of this report.

2. Reports on 8-K/Item 4, dated February26, 2001, to report change in accountants, as incorporated by reference in Section 1.7
of PartI/Item 2 of this report;

3. Form 10KSB for period ending December 31, 2000, filed with the SEC on March 31, 2001.

EXHIBITS

The following exhibits are attached in a single file to this Statement:

Exhibit 1. Corporate resolution to execute new office lease, as reported in Section 2.2 of Part I/Item 2.

Exhibit 2. Corporate resolution to terminate marketing license agreement, as reported in section 2.3 of PartI/Item 2.

Exhibit 3. Signed Agreement to Terminate Marketing License Agreement, as reported in section 2.3 of Part I/Item 2.

Exhibit 4. Corporate resolution to amend the date of annual shareholder meeting, as reported in Section 3.1 of Part I/Item 2.

Exhibit 5. Corporate resolution for issuance of shares for management compensation, as reported in Section 3.2 of Part I/Item 2.

_________________________________________

**SIGNATURES**

Pursuant to Section 13 or Section 15(d) of the Securities Act of 1934, the Registrant caused this registration to be signed on its
behalf by the undersigned, thereunto duly authorized.

**Rolltech, Inc.**

By: /S/Taly Keren Date May 10, 2001

Taly Keren, President, Rolltech, Inc.

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