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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 10-Q


[X]      ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
             EXCHANGE ACT OF 1934.

                  For the quarterly period ended June 30, 2001.

                                       OR

[ ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
             EXCHANGE ACT OF 1934 (NO FEE REQUIRED)

                          Commission file number 0-9563


                     ALPHA PETROLEUM EXPLORATION CORPORATION
                     ---------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)

          New York                                               23-2090563
-------------------------------                          -----------------------
(State or Other Jurisdiction of                          (IRS Employer I.D. No.)
Incorporation or Organization)


               3401 N. Tamiami Trail, Suite 207, Naples, FL 34103
               --------------------------------------------------
            Address of Principal Executive Offices Including Zip Code

Registrant's telephone number including area code: (941) 263-9900.

Securities registered pursuant to Section 12(b) of the Exchange Act: None.
                                                                     -----

Securities registered pursuant to Section 12(g) of the Exchange Act:
Common Stock.
------------

         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Exchange Act of 1934 during
the preceding 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 [ ] No [X].

         As of June 30, 2001, 120,697 shares of Common Stock, $0.01 par value,
were outstanding.

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                                    PART ONE

                             FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

                     ALPHA PETROLEUM EXPLORATION CORPORATION

                                 * * * * * * * *

                            REPORT ON COMPILATION OF
                        CONSOLIDATED FINANCIAL STATEMENTS

                                 * * * * * * * *


                        THREE MONTHS ENDED JUNE 30, 2001


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                               Accountant's Report

Board of Directors
Alpha Petroleum Exploration Corporation
Naples, Florida

We have compiled the accompanying consolidated balance sheets of Alpha Petroleum
Exploration Corporation as of June 30, 2001, and the related consolidated
statements of operations and retained earnings and cash flows for the three
months then ended in accordance with Statements on Standards for Accounting and
Review Services issued by the American Institute of Certified Public
Accountants.

A compilation is limited to presenting in the form of financial statements
information that is the representation of management. We have not audited or
reviewed the accompanying financial statements and, accordingly, do not express
and opinion or any other form of assurance on them.

We are not independent with respect to Alpha Petroleum Exploration Corporation.


                                                 State College, Pennsylvania
                                                          August 7, 2001


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                     ALPHA PETROLEUM EXPLORATION CORPORATION
                           CONSOLIDATED BALANCE SHEETS
                                  JUNE 30, 2001

<TABLE>
<S>                                                              <C>
ASSETS:
      Cash                                                       $       100
      Investment, net of valuation allowance of $13,077                   --
                                                                 -----------
          Total Assets                                           $       100
                                                                 ===========

LIABILITIES AND STOCKHOLDERS' EQUITY/
(DEFICIENCY IN ASSETS)

Liabilities:
      Accounts payable                                           $    73,832
      Accrued tax liabilities                                            217
      Notes payable - noncurrent                                     116,133
      Interest payable                                               247,903
                                                                 -----------
          Total Liabilities                                          438,085

Stockholders' Equity/(Deficiency in Assets):
      Common stock, $.01 par
      (authorized, 40,000,000 shares;
      issued and outstanding,
      120,697 shares)                                                  1,207
      Additional Paid-in-Capital                                   6,710,802
      Retained Earnings/(Deficit)                                 (7,149,994)
                                                                 -----------
      Total Stockholders' Equity/(Deficiency in Assets)             (437,985)
                                                                 -----------
          Total Liabilities and
          Stockholders' Equity/(Deficiency in Assets)            $       100
                                                                 ===========
</TABLE>

          See accompanying notes to consolidated financial statements.


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                    ALPHA PETROLUEM EXPLORATION CORPORATION
           CONSOLIDATED STATMENTS OF OPERATIONS AND RETAINED EARNINGS
                        THREE MONTHS ENDED JUNE 30, 2001

<TABLE>
<S>                                                              <C>
Revenues


Interest on Notes Payable                                              8,490
                                                                 -----------
          Net Loss                                                    (8,490)

Retained Earnings/(Deficit), Beginning of Year                    (7,141,504)
                                                                 -----------
Retained Earnings/(Deficit), End of Year                         $(7,149,994)
                                                                 ===========

Loss per share                                                   $      (.07)
                                                                 ===========
</TABLE>

          See accompanying notes to consolidated financial statements.


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                     ALPHA PETROLEUM EXPLORATION CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                        THREE MONTHS ENDED JUNE 30, 2001

<TABLE>
<S>                                                              <C>
Cash flows from operating activities:

   Net loss                                                      $ (8,490)
   Adjustments to reconcile net loss to net cash
       provided by operating activities:
           Interest accrual on notes payable                        8,490
                                                                 --------
           Net cash provided by operating activities                   --
Cash, beginning of year                                               100
                                                                 --------
Cash, end of year                                                $    100
                                                                 ========
</TABLE>


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                     ALPHA PETROLEUM EXPLORATION CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                        THREE MONTHS ENDED JUNE 30, 2001

A.       Organization and Nature of Operations

         Alpha Petroleum Exploration Corporation ("Alpha" or the "Company") was
incorporated under the laws of the State of New York in 1968 and has been
primarily inactive since 1989.

         In March 1997, the Company formed a 100% owned subsidiary, Polo Energy
Corporation ("Polo"). Polo's business is the investment in oil and gas
production on an international basis.

         Plans for Reinstatement

         During 1997 the Company initiated plans to reinstate itself as a
         corporation in good standing with the Secretary of State of New York
         and the Securities and Exchange Commission ("SEC"), this will allow it
         to branch into new business fields. The Company's reinstatement plans
         include the following:

                           1.       Reinstatement in the State of New York by
                  filing its New York State Franchise Tax Returns and paying the
                  assessed penalties and interest.

                           2.       Filing Form 10-K, as of September 30, 2000,
                  and subsequent Forms 10-Q with the Securities and Exchange
                  Commission ("SEC").

                           3.       Approve the dilution of the existing
                  stockholders' shares in the Company by the issuance of
                  additional stock.

                           4.       Obtain approval from the SEC to trade its
                  shares publicly.

                           5.       Initiate stock swaps with Finnish Companies,
                  in order to market the Finnish technologies and products on a
                  global basis.

                           6.       Make offerings of stock in order to raise
                  capital.

         Upon its reinstatement the Company will seek to identify companies
         which are capable of being market leaders in segments of the
         information technology industry and which are at a stage of development
         that would benefit from the Company's business development and
         management support, financing, and market knowledge. The Company will
         invest in companies in which it can purchase a large enough stake to
         enable it to have significant influence over the management and
         policies of the company and to realize a large enough return to
         compensate it for its investment of management time and effort, as well
         as capital.


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                     ALPHA PETROLEUM EXPLORATION CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                        THREE MONTHS ENDED JUNE 30, 2001

A.       Organization and Nature of Operations (continued)

         Plans for Reinstatement (continued)

         Effective as of July 5, 2001 the Forms 10-K and 10-Q referred to above
were accepted by the SEC.

         On April 9, 2001, the Company invested in several newly incorporated
companies. The Company acquired 100% of Journey Entertainment Corp. which will
be fully consolidated in future periods. The Company also invested in Fruit Wash
Corporation and LinuxCE, Inc., which will be accounted for using the equity
method.

         On April 26, 2001, the Board of Directors authorized a 1 for 286
reverse stock split of common stock to shareholders of record on April 26, 2001.
Per- share amounts have been adjusted for the split.

         On April 26, 2001, the Company issued 1,279,303 shares of post-split
stock to Drumore Corporation. Shares were issued as compensation for fees paid
to reinstate the Company, as discussed above.

         2.       Summary of Significant Accounting Policies

         The financial statements of the Company are presented in accordance
with generally accepted accounting principles. A summary of the more significant
policies are presented below.

         Cash and Cash Equivalents

         The Company considers highly liquid investments, with a maturity of
         three months or less, when acquired, to be cash equivalents.

         Investments

         The Company's subsidiary, Polo, owns a .0617983% interest in Benex Oil
         and Gas Company, LLC representing a share in its KOI Chush #1 well in
         Atoka County, Oklahoma. The capital account at December 31, 1998 was
         $13,077, however, it is shown on the balance sheet net of an equivalent
         valuation allowance, due to the lack of revenue production from the
         well.

         Use of Estimates

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


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                     ALPHA PETROLEUM EXPLORATION CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                        THREE MONTHS ENDED JUNE 30, 2001

         2.       Summary of Significant Accounting Policies (continued)

         Consolidation Policy

         The consolidated financial statements include the accounts of Alpha and
         its subsidiaries. All significant intercompany balances and
         transactions have been eliminated. Investments in companies in which
         the company has a 20% to 50% interest are carried at cost, adjusted for
         the company's proportionate share of their undistributed earnings or
         losses.

         Monies advanced by owners and interested parties are recorded as
         expenses of the Company with offsetting credits to additional
         paid-in-capital. During the quarter ended June 30, 2001, $200 was
         recognized as such a contribution.

         Earnings Per Share

         The Company has adopted SFAS No. 128, Earnings Per Share, which
         established standards for computing and presenting both basic and
         diluted earnings per share ("ESP").

         3.       Income Taxes

         Under generally accepted accounting principles, deferred tax assets and
liabilities are recognized for the future tax consequences attributable to
temporary differences between the financial statement carrying amounts of
existing assets and liabilities and their respective tax bases. Deferred tax
assets and liabilities are measured using enacted tax rates expected to apply to
taxable income in the years in which temporary differences are expected to be
recovered or settled.

         Generally accepted accounting principles requires the establishment of
a deferred tax asset for all deductible temporary differences and operating loss
carry forwards. The Company has available at September 30, 2000, approximately
$1,894,000 of unused operating loss carryforwards that may be applied against
future taxable income and that expire in various years from 2001 to 2012.
Approximately $82,000 of that amount will expire in the year 2001. At September
30, 2000, based on the amount of operating loss carry forwards, the Company
would have had a deferred tax asset of approximately $777,000. However, because
of the uncertainty that the Company will generate income in the future
sufficient to fully or partially utilize these carry forwards, an equivalent
valuation allowance has been established. Accordingly, no current or deferred
tax benefit nor deferred tax asset is reflected in these financial statements.

         4.       Franchise Taxes

         At June 30, 2001 the amount of tax liability consisted solely of
penalty and interest accruals.


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                     ALPHA PETROLEUM EXPLORATION CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                        THREE MONTHS ENDED JUNE 30, 2001

         5.       Notes Payable

         The Company had two notes payable as of June 30, 2001.

<TABLE>
<CAPTION>
                                                            June 30,
                                                              2001
                                                            --------
                  <S>                                       <C>
                  Principal - Andrikoupoulous note          $ 58,162
                  Principal - Bockius note                    57,971
                                                            --------

                                                             116,133
                  Interest                                   247,903
                                                            --------

                     Total                                  $364,036
                                                            ========
</TABLE>

         No payments have been made since 1989. Interest is accrued at the prime
rate plus 2%. It is not practicable to estimate the fair value of this debt.

         6.       Loss Per Share

         Loss per share of common stock is based on weighted average number of
common shares outstanding for each period presented. The Company has 120,697
shares of common stock issued and outstanding.

         7.       Contingencies

         There is no pending or threatened litigation against the Company which
could have a material effect on the consolidated financial statements.

         The Company plans to fund its reinstatement by issuing stock to the
Drumore Corporation.

         Meanwhile, a group of individuals has advanced funds on behalf of
Drumore, in order to pay the legal, accounting, audit, tax and other costs
incurred in connection with this effort.


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                     ALPHA PETROLEUM EXPLORATION CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                        THREE MONTHS ENDED JUNE 30, 2001

         7.       Contingencies (continued)

         The effect of this dilution will compensate the group or individuals
advancing funds who will become shareholders of Drumore Corporation.

         In the event that these efforts fail, the Company may be contingently
liable for costs an fees incurred to various service providers.

H.       Subsequent Events

         On August 7, 2001, the Peach Bottom Corporation was incorporated under
the laws of the State of Delaware, Drumore Corporation's interest in Alpha
Petroleum will be transferred to it.

                                * * * * * * * *


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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
                  OF OPERATIONS.

                  Results of Operations

                  As the Company has been inactive since 1988, the Company has
                  had no revenue or any other type of income since 1988.
                  Similarly, the Company has had virtually no general and
                  administrative expenses since 1988. During the quarter ended
                  June 30, 2001, the only activity of the Company involved
                  discussions with various technology-driven companies in
                  Finland for the Company to assist in their capital raising
                  activity.

                  Liquidity and Capital Resources

                  There are no known trends or known demands, commitments,
                  events or uncertainties that will result in or that are
                  reasonably likely to result in the Company's liquidity
                  increasing or decreasing in any material way. As previously
                  stated, the Company's proposed business activities are
                  dependent upon a successful completion of a proposed private
                  placement offering. If a private placement offering cannot be
                  completed, the Company will not be able to carry out its
                  business plan.

                  The Company does not have any material commitments for capital
                  expenditures. Again, the Company is investigating possible
                  business combinations with other companies. However, the
                  Company's ability to enter into any business combinations is
                  contingent upon its ability to raise funds through a private
                  placement offering of its common stock.

                                    PART TWO

                                OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

                  None.

ITEM 2. CHANGES IN SECURITIES.

                  All of the shares of stock in the Company that was owned by
                  Drumore Corporation have been transferred to Peach Bottom
                  Corporation. Roland Jermyn, the President and a Director of
                  the Company, owns all of the issued and outstanding shares of
                  Peach Bottom Corporation.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

                  None. The Company is in default of two promissory notes with a
                  principal amount totaling


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                  $116,113.00. However, the company believes that the statute of
                  limitations involving the promissory notes has expired and
                  that, therefore, the holders of the promissory notes have no
                  legal ability to enforce the notes.

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)      Financial Statements: Attached hereto

                  (b)      Reports on Form 8-K: None

                                   SIGNATURES

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

                                       ALPHA PETROLEUM EXPLORATION
                                              CORPORATION

                                       By: /S/ Roland M. Jermyn
                                           ------------------------------------
                                           Roland M. Jermyn, President



Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the Company in the
capacities and on the dates so indicated.


/S/ Roland M. Jermyn                                            August 17, 2001.
----------------------------------------
Roland M. Jermyn, Director
Principal Executive Officer, and
Principal Financial Officer


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