UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-Q

              ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]

                 For the Quarterly Period ended December 31, 2000


                         Commission File Number: 0-6034


                          STANSBURY HOLDINGS CORPORATION
             --------------------------------------------------
             (Exact Name of Issuer as Specified in its Charter)



              UTAH                                  87-0281239
- -------------------------------      ---------------------------------------
(State or Other Jurisdiction of      (I.R.S. Employer Identification Number)
 Incorporation or Organization)


            8811 East Hampden Avenue, Suite 100, Denver, CO 80231
            -----------------------------------------------------
                 (Address of Principal Executive Offices)



                                 (720) 748-1407
              ----------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities 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 [ X ]     NO [   ]

Indicate  the number of shares  outstanding  of the  issuer's  classes of common
stock as of the latest practicable date.

At  December  31,  2000,  there  were  99,717,149   common  shares  issued  and
outstanding, $.001 par value.






<PAGE>


                          PART 1 - FINANCIAL STATEMENTS


<TABLE>
<CAPTION>

                 STANSBURY HOLDINGS CORPORATION AND SUBISIDARIES
                           CONSOLIDATED BALANCE SHEETS
                                DECEMBER 31, 2000

                                                   December 2000     June 2000
                                                   -------------   -------------
<S>                                                <C>             <C>
Assets

Current Assets:

    Cash                                           $      9,848    $       --
    Accounts Receivable                            $     29,726    $       --
    Inventory                                      $    163,816    $     18,960
    Prepaid expenses                               $    226,332    $     11,640
    Other                                          $      9,916    $      9,916
                                                   -------------   -------------
         Total Current Assets                      $    439,638    $     40,516

Land                                               $    120,000    $       --

Property and Equipment, at cost:
    Undeveloped mineral claims and
        projects, using full-cost method           $ 23,265,020    $ 19,349,198
    Los Banos exfoliation plant                    $    569,102    $    569,102
    Buildings                                      $    850,000    $    100,000
    Other property and equipment                   $      6,219    $      6,219
                                                   -------------   -------------
                                                   $ 24,690,341    $ 20,024,519

Less:  accumulated depreciation                    $    (35,233)   $    (35,233)
                                                   -------------   -------------
         Net Property and Equipment                $ 24,655,108    $ 19,989,286

Other Assets:
    Reclamation bonds                              $     45,100    $     45,100
    Investment in Resource Vermiculite LLC         $    126,088    $    126,088
    Deposits                                       $       --      $       --
                                                   -------------   -------------
  Total Other Assets                               $    171,188    $    171,188

Total Assets                                       $ 25,385,934    $ 20,200,990
                                                   =============   =============


Liabilities and Stockholders' Equity


Current Liabilities:
    Bank Overdrafts                                $       --      $     52,227
    Elk Creek acquisition obligations              $    972,500    $  1,072,500
    Los Banos acquisition obligation               $    350,000    $    350,000
    Sweetwater acquisition obligation              $    163,000    $       --
    Current installments of long-term debt         $    820,718    $    820,718
    Convertible notes payable to officers
        and shareholders                           $     94,774    $    195,750
    Convertible note payable to related party      $    130,000    $    130,000
    Accrued interest                               $    695,309    $    694,717
    Trade accounts payable                         $  1,201,185    $    587,916
                                                   -------------   -------------

         Total Current Liabilities                 $  4,427,486    $  3,903,828

Long-Term Debt                                     $  1,160,000    $       --
                                                   -------------   -------------
         Total Liabilities                         $  5,587,486    $  3,903,828
                                                   -------------   -------------
Stockholders' Equity:
    Common stock, par value $0.001,
        authorized 100,000,000, issued
        and outstanding 99,717,149 and
        74,508,534 at September 30, 2000 and
        1999, respectively                         $     90,557    $     74,509
    Paid-in capital                                $ 33,064,404    $ 26,716,353
    Deferred interest                              $    (88,691)   $    (88,691)
    Accumulated deficit                            $(13,267,822)   $(10,405,009)
                                                   -------------   -------------

         Total Stockholders' Equity                $ 19,798,448    $ 16,297,162
                                                   -------------   -------------

Total Liabilities and Stockholders' Equity         $ 25,385,934    $ 20,200,990
                                                   =============   =============


           See Accompanying Notes to Consolidated Financial Statements
</TABLE>
<PAGE>

<TABLE>
<CAPTION>

                           STANSBURY HOLDINGS CORPORATION AND SUBISIDARIES
                                CONSOLIDATED STATEMENTS OF OPERATIONS
                   FOR THE THREE AND SIX MONTHS ENDING DECEMBER 31, 2000 AND 1999



                                                     THREE MONTHS                  SIX MONTHS
                                                  ENDED DECEMBER 31             ENDED DECEMBER 31
                                               2000            1999            2000           1999
                                         -------------   -------------   ------------   --------------
<S>                                      <C>             <C>             <C>             <C>
Sales                                    $     35,882    $       --      $     45,638    $       --
Cost of sales
                                         -------------   -------------   ------------   --------------
Gross profit                             $     35,882    $       --      $     45,638    $       --

Expenses:
    Operating                            $    233,307    $    390,196    $     26,360
    General and administrative           $    707,865    $    441,749    $  1,394,179    $    788,276
    Interest, conversion premiums,
        and equity inducements           $    688,194    $    296,358    $  1,124,078    $    884,786
                                         -------------   -------------   ------------   --------------
Total Expenses                           $  1,629,366    $    738,107    $  2,908,453    $  1,699,422

Loss from operations                     $ (1,593,484)   $   (738,107)   $ (2,862,815)   $ (1,699,422)

Other income                             $         25    $         90



Net Loss                                 $ (1,593,484)   $   (738,082)   $ (2,862,815)   $ (1,699,332)


Basic and diluted earnings per share:

    Loss from continuing operations      $      (0.02)   $      (0.01)   $      (0.03)   $      (0.03)

    Extraordinary gain                   $       --      $       --      $       --      $       --


    Net Loss                             $      (0.02)   $      (0.01)   $      (0.03)   $      (0.03)

    Basic and diluted weighted average
        shares outstanding                 97,717,084      52,146,410      95,824,076      49,596,409







</TABLE>
<PAGE>
<TABLE>
<CAPTION>



                           STANSBURY HOLDINGS CORPORATION AND SUBSIDIARIES
                                CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                  Three Months Ended          Six Months Ended
                                                     December 31                December 31
                                               2000           1999           2000          1999
                                          ------------   ------------   ------------   -------------
<S>                                       <C>            <C>            <C>            <C>
OPERATING ACTIVITIES
Net Income (Loss)                         $(1,608,637)   $  (738,083)   $(2,862,815)   $(1,699,332)
Adjustments to reconcile
 Net Income (loss) to net cash provided
 by operations:
 Accounts Receivable                      $   (29,726)                  $   (29,726)   $      --
 Depreciation                             $      --                     $      --
 Prepaid Expenses                         $    (5,000)   $    (6,988)   $   (26,380)   $    (5,665)
 Inventory                                $   (98,967)   $  (144,855)   $      --
 Accounts Payable                         $   328,850    $    33,980    $   523,644    $   107,342
Other Assets
 Accrued Interest Payable                 $      --      $   (82,370)   $       591    $   (41,721)
 Other Current Liabilities                $  (112,055)                  $    18,600

      Net cash provided by (used in)
      Operating Activities                $(1,525,535)   $  (793,461)   $(2,520,941)   $(1,639,376)

INVESTING ACTIVITIES
 Mineral property                         $      --      $  (148,887)   $(2,211,263)   $  (245,067)
 Land                                     $      --      $      --      $  (120,000)   $      --
 Prepaid Royalty                          $  (209,500)   $      --      $  (209,500)   $      --
 Building                                 $      --      $      --      $  (750,000)   $      --
 Other Property and Equipment             $   (52,165)   $      --      $(1,813,908)   $    (1,637)
 Development Costs                        $    (4,617)   $   (65,889)   $   (19,250)   $  (124,517)


     Net cash provided by (used in)
     Investing Activities                 $  (266,282)   $  (214,776)   $(5,123,921)   $  (371,221)


FINANCING ACTIVITIES
 Notes Payable                            $   660,000    $  (203,600)   $ 1,160,000    $  (381,936)
 Common Stock                             $    (4,192)   $     4,976    $    16,048    $    44,652
 Common Stock to Issue                    $    (5,000)   $    35,000
 Capitalization Excess                    $ 1,066,254    $ 1,203,940    $ 6,348,051    $ 2,356,154

     Net cash provided by (used in)
     Financing Activities                 $ 1,717,062    $ 1,005,316    $ 7,559,099    $ 2,018,870

Net cash increase for period              $   (74,755)   $    (2,921)   $   (85,763)   $     8,273

Cash at beginning of period               $   (62,160)   $     3,545    $    52,228    $    (7,647)

Cash at end of period                     $     9,848    $       625    $     9,848    $       625



</TABLE>
<PAGE>



                 STANSBURY HOLDINGS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Stansbury Holdings Corporation  ("Stansbury") was incorporated in 1969 under the
name  Stansbury  Mining  Corporation.  In 1985,  Stansbury  changed  its name to
Stansbury Holdings Corporation.

Stansbury, and its wholly owned subsidiaries, to wit:

         Elk Creek Vermiculite, Inc.,
         Dillon Vermiculite Limited LLC,
         International Vermiculite (Montana), Inc.,
         International Vermiculite (California), Inc., and
         Sweetwater Garnet, Inc.,

are referred to collectively herein as the "Company."

         The Company's business is the acquisition, exploration, development and
operations of industrial mineral properties, particularly vermiculite and garnet
mineral projects.

NOTE 1 - BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         Basis of Presentation - The consolidated financial statements have been
prepared  assuming  that the Company  will  continue as a going  concern.  These
statements do not include any adjustments  that might result from the outcome of
this  uncertainty.  These financial  statements have been prepared in accordance
with generally accepted accounting principles for interim financial information.
Accordingly,  they do not include all of the information and footnotes  required
by generally accepted accounting  principles for complete financial  statements.
In the opinion of management,  such interim  statements  reflect all adjustments
(consisting  of normal  recurring  accruals)  necessary  to  present  fairly the
financial  position and the results of operations and cash flows for the interim
periods  presented.  The results of operations for these interim periods are not
necessarily  indicative  of the results to be expected for the full year.  These
financial statements should be read in conjunction with the audited consolidated
financial  statements and footnotes for the year ended June 30, 2000, filed with
the Company's Form 10-KSB.



<PAGE>


     Principles of Consolidation - The consolidated financial statements include
the accounts of the Company and its wholly owned subsidiaries.  All intercompany
balances and transactions are eliminated in consolidation.

     Cash and  Cash  Equivalents  - The  Company  considers  all  highly  liquid
investments  purchased  with a  maturity  of  three  months  or  less to be cash
equivalents.

     Inventory - Inventory is stated at the lower of cost or market.

     Undeveloped Mineral Claims and Projects - The Company follows the full-cost
method of accounting for its mineral claims and projects. Accordingly, all costs
associated  with  the  acquisition,  exploration,  and  development  of  mineral
properties,  including  directly related  overhead costs, are capitalized.  Once
these properties are developed,  the capitalized  costs will be amortized on the
unit-of-production  method using estimates of proved reserves. In addition,  the
capitalized costs are separated into cost centers on a state-by-state basis. The
capitalized  costs for each cost center are subject to a "ceiling  test",  which
limits such costs to the aggregate of the estimated  present value of future net
revenues  from proved  reserves,  plus the lower of cost or fair market value of
undeveloped and unproved properties.

     Other Plant, Property, and Equipment - Other plant, property and equipment,
consisting  of the Los  Banos  exfoliation  plant,  two  buildings,  and  office
equipment,   are  recorded  at  cost.   Depreciation  is  calculated  using  the
straight-line method over the estimated useful lives of the assets, which are 20
years for the plant and buildings, and 5 years for the office equipment.

     Revenue  Recognition - Revenue is  recognized  when products are shipped to
customers.

     Income  Taxes  - The  Company  uses  the  asset  and  liability  method  of
accounting for income taxes. Under the asset and liability method,  deferred tax
assets and liabilities are recognized for the estimated  future tax consequences
attributable to differences  between the financial statement carrying amounts of
existing assets and liabilities and their respective tax bases. This method also
requires the  recognition  of future tax  benefits  such as net  operating  loss
carryforwards,  to the extent that  realization  of such benefits is more likely
than not.  Deferred tax assets and  liabilities  are measured  using enacted tax
rates expected to apply to taxable income in the years in which those  temporary
differences are expected to be recovered or settled.

     Earnings  (Loss) Per Share - Basic  earnings  (loss) per share are based on
the  weighted  average  shares   outstanding.   Outstanding  stock  options  and
convertible debt obligations are generally  treated as common stock  equivalents
for purposes of computing diluted earnings per share. However, since the Company
reported  net losses for the years  ended June 30, 2000 and 1999,  these  common
stock  equivalents  are excluded from the  computation  of diluted  earnings per
share because their effect on net loss per share would be anti-dilutive.

<PAGE>

     Use of Estimates - The preparation of consolidated  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 consolidated  financial  statements and the reported amounts of revenues and
expenses  during the reporting  period.  Actual  results could differ from those
estimates.

NOTE 2 - GOING CONCERN STATEMENT

The Company emerged from Chapter 11 bankruptcy  proceedings during 1985, and has
been  non-operating  since that time until June, 2000. At December 31, 2000, its
negative working capital was  approximately  $3,987,848 and accumulated  deficit
was approximately $13,267,822.

During  calendar  1999, the Company hired a new president who also now serves as
chairman  of the  Board of  Directors  and  chief  executive  officer.  Eldon W.
Brickle,  Chief Operating Officer and Executive  Vice-President,  was elected to
the Board on August 18, 2000.  James R.  Hindman,  Martin J.  Peskin,  Edward C.
Stanojev,  Jr., and Jeff Wertz each  resigned from the Board on August 18, 2000,
in order to exempt themselves from certain common stock lock-up agreements being
required by an  underwriter  who has agreed on a best  efforts  basis to raise a
private  placement of $2.5 million for the company.  Daniel Yeungling and Dennis
Staal  were  elected  to the Board in early,  2000.  Messrs.  Coffman,  Brickel,
Yeungling and Staal constitute the entire Board of the Company. Messrs. Coffman,
Brickle  and Staal are  members  of the board or  management  committees  of all
wholly owned subsidiaries.

There can be no assurances  that the Company will be successful in obtaining the
financing  necessary  to  develop  its  mineral  reserves.  Nor can there be any
assurances  that other  sources of funds can be  obtained  to cover  general and
administrative costs.

The Company's  independent  public  accountants  have included a "going concern"
emphasis  paragraph  in their  audit  report  accompanying  the  June 30,  2000,
consolidated  financial  statements  reported in the  Company's  10K-SB for that
reporting period.  The paragraph states that the Company's  recurring losses and
negative working capital raise  substantial doubt about the Company's ability to
continue as a going concern and cautions  that the  financial  statements do not
include adjustments that might result from the outcome of this uncertainty.

Management  believes that, despite the financial and funding  difficulties going
forward,  it now has a business plan that, if successfully  funded and executed,
will result in the development of its mining claims thereby improving  operating
results.  Operations  of both the  vermiculite  and  garnet  projects  continued
throughout the reporting quarter.

<PAGE>

NOTE 3 - TRADE PAYABLES

Trade Payables in the amount of $1,201,185 are broken down as follows:

International Vermiculite (Montana), Inc.                                $88,272
International Vermiculite (California), Inc.                              38,126
Sweetwater Garnet, Inc.                                                   72,009
Pay-roll taxes and related                                               130,655
Debts incurred prior to June 30, 1998,
  In connection with prior activities                                    113,000
General and Administrative, including payables
  Incurred as early as June 30, 1998                                     653,795
Common stock to issue (subsequently issued)                              105,328

         Total                                                        $1,201,185

In January,  2001,  the trade  payables of the operating  subsidiaries,  to wit:
International    Vermiculite   (Montana),    Inc.,   International   Vermiculite
(California),  Inc., and Sweetwater Garnet,  Inc. - were substantially  reduced,
and generally were within 30 days of current.

Debts  incurred prior to June 30, 1998,  include over $100,000 which  management
considers doubtful or contestable.

General  and  Administrative  ("G & A")  includes  over  $200,000 in legal fees,
$50,000 of which some of which date back to 1995-96,  and the balance is related
largely  to  acquisitions.   Scheduled  payments  are  retiring  these  matters.
Unreimbursed  expenses,  deferred  compensation,  and  cash  advances,  owed  to
officers represents nearly $130,000 of the G&A.

Common Stock to Issue represents monies received for common stock  subscriptions
for which stock was issued subsequently to the reporting period.

NOTE 4- COMMITMENTS AND CONTINGENCIES

Effective  December 1, 2000, the Company entered into a 60-month lease agreement
for office space in Denver,  Colorado.  Rent is payable quarterly in three-month
increments at $14,000, with future annual escalations.

The Company is obligated to the federal government for approximately $24,100
per year to maintain the  ownership of its mineral  claims.  These funds are due
and  payable by noon,  on  September  1, each year,  and have been paid  through
August 31, 2001.

Various legal  proceedings and claims are pending  against the Company.  Some of
the  plaintiffs in these matters are certain of the Company's  shareholders  and
former officers, and others are trade creditors.

<PAGE>

Actions brought by shareholders and former officers generally pertain to default
in the repayment terms of amounts loaned to the Company. The Company is accruing
interest on these amounts  pursuant to the terms of the underlying  obligations.
At December 31, 2000, the principal  amount of these  obligations is included in
long-term debt under the caption "officers, directors and shareholders."

Actions  brought by certain  trade  creditors  and others  have  resulted in the
Company  issuing  promissory  notes payable to those  creditors.  The Company is
accruing  interest  on these  amounts  pursuant  to the terms of the  promissory
notes. At December 31, 2000, the principal  amount of these  promissory notes is
included in long-term debt under the caption "other".

An  action  has also  been  brought  by the  Company  with  respect  to the debt
obligation  that resulted from the Elk Creek  acquisition.  Management  believes
that the matter  will be settled  for an amount not  greater  than the  recorded
amount of that obligation at December 31, 2000 of $772,500.
<PAGE>


ITEM 2 - PLAN OF OPERATIONS:

GENERAL:

During the October  1/December  31,  2000,  quarter,  the Company  directed  its
efforts through its three  principal  wholly owned  operating  subsidiaries,  as
follows:

     (1)  Through International  Vermiculite (Montana),  Inc., the Company began
          steady  production  testing  of its Dillon  Vermiculite  Mine and Mill
          located about 22 miles east of Dillon, Montana.

     (2)  Through  International  Vermiculite  (California),  Inc.,  the Company
          began  regular  production  of  exfoliated  vermiculite  product  from
          concentrate shipped to California from the Dillon operation.

     (3)  Through  Sweetwater   Garnet,   Inc.,  the  Company  began  processing
          approximately  1500 tons of garnet  concentrate  it  purchased  from a
          third party during the third and fourth quarters of 2000.

Production of vermiculite  concentrate in the last quarter  (Oct/Dec,  2000) was
hampered in the earlier  weeks by the  continuing  shut-down  of  operations  on
portions of the public domain in Montana due the  extraordinary  fire season and
prevalence of forest and grassland fires.  These fire hazards were  extinguished
by severe early winter storms,  which  alleviated the restrictions on operations
due to the fire hazard,  but replaced the restrictions  with significant  winter
operating  problems  not  usually  encountered  until the first  quarter  of the
calendar year.

Production  of  vermiculite  in  December  began to  reflect  the  potential  of
operations as it improved  fivefold over the production of the last month of the
prior quarter.  During the six months ending  December 31, 2000, the Company was
experiencing  the maximum drain on reserves while the cash flow from  operations
was not yet significantly realized.

At the time of filing this,  the Company's  subsidiaries  have over 20 full time
employees in Montana involved in the mining and milling of vermiculite,  and the
milling  of  garnet.  Another  three  full  time  employees  are  operating  the
exfoliation  plant in California.  In Denver,  there are two full time employees
and one full time consultant, who serve as CEO, comptroller, and chief operating
officer,  respectively. The Company expects this total workforce to exceed fifty
people as soon as the weather in Montana  allows for 24 hour daily  operation of
the mines and mills.

All concentrated  vermiculite product produced in the quarter was shipped either
to customers or to the Company's Los Banos,  California  exfoliating  plant. The
exfoliating  plant processed the shipments and commenced sales of product to the
horticulture  market in the San Joaquin  Valley,  with an inventory  build-up in
anticipation of the traditionally  strong first calendar quarter demand for such
product.

<PAGE>

Sweetwater  Garnet,  Inc.,  processed  approximately  50% of the  1500  tons  of
concentrate on hand from  purchases.  Since the mill produces nine product sizes
of  industrial  garnet,  and because sales by rail car require about 100 tons of
any specific  size,  the Company  expects to utilize the full quarter  (Oct/Dec,
2000) and much of the first  quarter,  2001,  in  building  inventory  to market
levels. As of mid February,  2001, inventory levels were approaching 800 tons of
concentrate having a market value, FOB Dillon of $320 per ton, or over $250,000.
About half of the concentrate inventory remains to be processed.  In the spring,
2001,  the Company  plans to reopen its own garnet mine and  concentrating  mill
located about 20 miles East of Dillon,  Montana,  to procure a continuing supply
of garnet concentrate for the finishing mill at Dillon.

During the quarter,  numerous capital  improvements were made at both the garnet
and vermiculite  operations,  including the acquisition of significant operating
equipment such as excavators, loaders, forklifts, dozers, graders and trucks.

DESCRIPTION OF PROPERTIES AND OPERATIONS:

A.       VERMICUILTE PROPERTIES AND OPERATIONS:

         (1)      THE DILLON VERMICULITE PROJECT MINE AND MILL:

                  (a)      UNPATENTED LODE MINING CLAIMS:

         The mining property consists of 95 unpatented lode-mining claims of
approximately  20 acres  each,  or a total of 1900  acres  (slightly  over three
square miles).  Prior owner's exploration  indicated that drilling had confirmed
sufficient  ore at a 25% grade to support the mill at 30,000 tons of concentrate
output a year for a period of twenty years.

                  (b)      MINE AND CONCENTRATION MILL:

  The concentration  mill consists of a building of approximately 60 by 40 feet,
with a  thirty-foot  ceiling,  to which a large  shed roof  extension  was added
during the  quarter.  Outside the  building,  the mill  "front-end"  consists of
certain gross screening  processes to remove large waste rock, a dryer to remove
moisture,  and a pre-feed storage bin. Inside the mill are four  double-screened
shaker screens feeding up to twelve winnowing boxes.  Concentrated  product from
the  winnowers is stored in three silos  adjacent to the mill.  Fuel tanks and a
power plant are located  outside the mill  building.  As  designed,  the mill is
expected to be able to take up to 35 tons an hour of ore feed,  and yield 4 to 5
tons per hour of concentrate.  Tailings are returned to the open pit from whence
the ore is mined,  and reclaimed in place by contouring and seeding the surface.
A dust control baghouse was erected adjacent to the mill during the quarter.

<PAGE>

         (2)      THE HAMILTON VERMICULITE PROJECT:

                  (a) FEE LAND AND IMPROVEMENTS: The Company owns a small office
building  and   surrounding   land  (1.25  acres)  at  Victor  Siding,   Montana
(southwestern Montana),  which can be used for a field office (the "Field Office
Property"),   and  which  building  is  adequate  to  use  presently  to  expand
exploration activities.

                  (b)  UNPATENTED  LODE MINING CLAIMS AND MILL SITE CLAIMS:  The
Company is the holder of 96  unpatented  lode-mining  claims in Ravalli  County,
Montana,  which were formerly  managed and developed  under the name of "Western
Vermiculite".  These claims and the  development of a mining and milling project
to exploit the Skalkaho Mountain  vermiculite deposit covered by these claims is
referred  to as the  "Hamilton  Vermiculite  Project".  A "mineral  deposit"  or
"mineralized  material"  is a  mineralized  body  which has been  delineated  by
appropriately   spaced  drilling  and/or  underground   sampling  to  support  a
sufficient  tonnage  and  average  grade of  metal(s).  Such a deposit  does not
qualify as a reserve,  until a  comprehensive  evaluation  based upon unit cost,
grade,  recoveries,  and other  material  factors  conclude  legal and  economic
feasibility.

                  Under the original Western  Vermiculite  Project,  the Company
proposed to build an open pit  vermiculite  mine,  haul road, ore  beneficiation
plant, host rock waste stockpile,  water storage tanks,  sedimentation ponds and
administrative and maintenance buildings. At this time, the Company is deferring
further  work  on  the  Hamilton  Project  until  it  has  sustained  commercial
operations of its Dillon mine and mill.

                  The  Company's  96  unpatented  mining  and mill site  claims,
comprising  approximately  1,750 acres,  are located about 11 air miles East and
slightly North of Hamilton,  Montana.  Access to the property is by an improved,
private  road.  The  nearest  rail  siding,  located  on the  Montana  Rail Link
Railroad,  is an  additional  9 miles  North of  Hamilton,  Montana,  at  Victor
Crossing, Montana.

         (3)      THE LOS BANOS EXFOLIATION PLANT:

           The Los Banos Exfoliation Plant, located in the San Joaquin valley of
central  California,  was  acquired by the Company in May,  2000.  The  facility
consists of two rotary furnaces for the exfoliation of vermiculite,  and certain
ancillary equipment. The Plant is capable of processing 5000 tons of product per
year. All exfoliate  product  processed by the plant is currently  being sold to
customers in the San Joaquin Valley.

                  During  the  quarter,  the  Company  acquired  two  additional
vermiculite exfoliation furnaces, which it plans to install in the first quarter
2001. These additional  furnaces will double the plant throughput to 10,000 tons
per year of exfoliated product.

         (4)      CURRENT VERMICULITE MARKET AND COMPETITION:

                  All of the  vermiculite  that is now being mined in the United
States comes from mines in Virginia and South Carolina. W.R. Grace & Company has
a large vermiculite  operation near Enoree, South Carolina,  which is capable of
producing  approximately 100,000 short tons of vermiculite concentrate per year.
Virginia Vermiculite Ltd. produces vermiculite from a mine near Woodruff,  South
Carolina,  and from a mine near Louisa,  Virginia. The Company believes that the
combined output of Virginia  Vermiculite Ltd., is approximately  90,000 tons per
year. Both Grace and Virginia  Vermiculite consider their reserve and production
data to be  confidential  so the  Company's  estimates of their  production  are
approximations.

<PAGE>

     There is one other small mining operation in South Carolina. This operation
was for many years  known as  Patterson  Vermiculite  and was  recently  sold to
Palmetto Vermiculite (now Virginia Vermiculite). This operation has historically
produced  vermiculite  at the rate of 15,000 tons per year. The sum total of all
three  companies is an estimated  maximum  production  capacity of 205,000 short
tons per year.

     The Company  believes that  vermiculite  produced from its Dillon  property
will be  competitive  with South  Carolina and Virginia  sources  throughout the
western United States and Canada.  There is no vermiculite mine currently active
in the western United States other than the Companies facilities at Dillon.

     Currently,  substantially  all of the vermiculite  imported into the United
States  and Canada  comes  from  either  the  Peoples  Republic  of China or the
Republic  of South  Africa.  The  amount  of  vermiculite  arriving  at ports in
California and Washington is quite small and  relatively  high priced.  Although
the  possibility  of larger and lower cost  shipments  of  imported  vermiculite
landing  on the  Pacific  Coast  is  possible,  the  Company  believes  that the
information  available at this time is  insufficient  to allow it to  reasonably
predict its potential impact on the marketability of its vermiculite ores.

         B.       GARNET PROPERTIES AND OPERATIONS:

     On July 28, 2000, the Company acquired  Sweetwater  Garnet,  Inc. (a Nevada
corporation qualified to do business in Montana), from Absolute Resources Corp.,
an Alberta,  Canada,  publicly traded company.  Sweetwater  Garnet,  Inc., now a
wholly owned  subsidiary of the Company,  is the owner of the Sweetwater  Garnet
Mine and Mill Project.

     The Sweetwater  Garnet Mine and Mill Project consists of 1860 acre lease in
Madison County,  Montana,  upon which a garnet  concentrating  mine and mill are
located,  and a finishing  mill located on four acres of fee land in  Beaverhead
County, Montana, about six miles south of the town of Dillon, Montana,  adjacent
to  Interstate15  and a rail siding.  The  acquisition was completed on July 28,
2000.

     The garnet  facilities have a fully  permitted  capacity of at least 12,000
tons  per year of  finished  garnet,  which  in the  past  has been  sold to the
abrasives and water treatment industries. With modest expenditures, the mine and
two mills can be increased to 20,000 tons per year output,  which represents 20%
of current United States demand.  The Plant building can house further  capacity
increase  up to  50,000  tons per year.  Industrial  grade  garnet,  used in the
abrasives  industry,  and in water-jet  cutting and water treatment  facilities,
sells  generally  for an  average  of $300  per  ton,  depending  on  size.  The
facilities of Sweetwater  Garnet,  Inc., produce the full suite of sizes used in
the industry. The known ore body covers an extensive area from the surface to an
average depth of nine feet,  with an estimated  resource able to supply 16 years
of ore to the mills at a production  rate of 20,000 tons of finished  garnet per
year.

<PAGE>

         C.       LIQUIDITY AND FINANCE:

     Prior to 1999, the Company had been inactive and  non-operating  for years;
consequently,  it has been  questionable  as to  whether  or not it can remain a
going concern.  The primary  activity in the past few years has been to preserve
and maintain mineral leases and claims.  No actual mining has occurred since the
Company acquired such properties in 1984, other than the operations commenced in
December,  1999,  maintained  sporadically  through  the  summer  of  2000,  and
commenced in earnest  during the last calendar  quarter of 2000.  Other than the
revenues from recent  production,  the Company has had no income since 1991, and
has  utilized  proceeds of loans from  shareholders  and the issuance of capital
stock for meeting its operating capital commitments. Funding for Company general
and administrative  expenses is not expected to be satisfied by this source, and
further  funding from  shareholders  is expected to be required in the 2000-2001
fiscal year.

     In  the  fall  of  2000,  the  Company  entered  into a  Private  Placement
Memorandum  with a  Broker/Dealer  to raise  up to  $2,500,000  for the  Company
through a secured debenture.  At present, the funds realized to the Company from
this arrangement have approached $1,000,000. The time for completing the private
placement has been extended to February 15, 2001,  and is expected to be further
extended.  Should the  remaining  balance of  $1,500,000  be raised,  Management
believes the Company would have adequate  working  capital to complete its plans
to see the Company's revenues from production sustain the cost of operations.

       PART II - OTHER INFORMATION:

ITEM 1 - LEGAL PROCEEDINGS:

Pending  actions  against the  Company,  as of February  10,  2001,  include the
following:

(1) An action against the Company by Ellsworth, Wiles & Chalphin, P.C., filed in
the Court of Common Pleas,  Bucks County,  Pennsylvania,  on September 14, 1998.
James G. Wiles  ("Wiles")  acted as former  counsel to the Company as partner in
Ellsworth,  Wiles & Chalphin,  P.C. The complaint alleges  $69,654.95 is due for
legal services  rendered by Wiles on behalf of the Company.  The matter has been
settled for $60,000, to be paid on a scheduled pay-out.

<PAGE>

(2)      The Montana Department of Environmental Quality issued two Notices of
Noncompliance regarding disturbances at the Dillon Vermiculite Property and the
Hamilton Property with Civil penalties totaling $42,950. With respect to Dillon
Project,   the  Company  is  currently   negotiating   with  the  Department  of
Environmental Quality to pay $20,000 and to complete $20,000 in reclamation work
on various  abandoned mine sites around the State.  With respect to the Hamilton
Project, the proposed penalty of $500 has been paid.

(3) A  Complaint  to  foreclose  a Notice of  default  on the note  with  Nevada
Vermiculite, L.L.C., that the Company has failed to make a $130,000 payment plus
interest due October  28,1999.  The foreclosure  pertains to the entire Hamilton
project.  The matter was settled in  principal  as of February 2, 2001,  and the
completion of settlement  agreements  and funding is expected to be finalized by
February 28, 2001.

(4) The Company initiated an action to have a Receiver  appointed for one of the
creditors  of its Dillon  Vermiculite  operation - Resource  Vermiculite  LLC, a
defunct  company.  The Company has acquired about an 11% interest in the defunct
company and is  currently in the process of seeking a  restructured  settlements
with the Receiver.

(5) A judgment obtained by Dorsey & Whitney, a general partnership, in December,
1994, for $52,683 in principal,  along with prejudgment interest of $32,527, the
total  amount of which is $85,210 and is accruing  interest at an annual rate of
12% from December,  1994; at June 30, 2000 a proposed  settlement of $90,000 was
negotiated.

(6) A  judgment  obtained  by  Martineau  & Co.,  in Salt Lake City,  Utah,  for
$12,587.00.

(7) A judgment  obtained by Bruce  Blessington,  in Salt Lake County,  Utah, for
$14,674.00.

     These  judgments  [items (6) and (7)] remain due and payable by the Company
as of December 31, 2000. The present  whereabouts of the claimants is unknown to
the Company at this time.

(8) During closing upon the acquisition of Sweetwater Garnet,  Inc., the Company
ascertained  that certain  apparent  minor errors of title were reflected in its
due  diligence  effort,  and  accordingly,  it put the mineral  estate Lessor on
notice as to the  defect  and that the annual  lease  payments  would be delayed
until the defect was cured.  The Lessor  gave a notice of default to  Sweetwater
Garnet,  Inc., for failure to pay the lease payment when due, but the Lessor has
yet to  procure  the  correction  deeds.  The matter  appears,  as a result of a
conference in Butte on February 7 with counsel for the Lessor,  and in Dillon on
February 8 with the Lessor,  to be resolved,  with the  paperwork to follow over
the next ten days or so.

<PAGE>

ITEM 2 - CHANGES IN SECURITIES AND USE OF PROCEEDS:

         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)  27.1 Financial Data Schedule

     (b)  There were no reports on Form 8-K filed  during the three months ended
          December 31, 2000.



<PAGE>


SIGNATURES:

In  accordance  with  Section 13 or 15(d) of the Exchange  Act,  the  Registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

DATED: February 13, 2001           STANSBURY HOLDINGS CORPORATION


                                   By:/s/ Aldine J. Coffman, Jr.
                                   ALDINE J. COFFMAN, JR.,
                                   Chief Executive Officer and
                                   President


                                   By:/s/ Eldon W. Brickle
                                   ELDON W. BRICKLE, Chief Operating
                                   Officer and Assistant Treasurer, Director and
                                   Executive Vice-President