UNITES STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   Form 10-QSB

(Mark One)
       [X]   QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                             SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended: June 30, 2001
            --------------------------------------------------------

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

             For the transition period from                 to
                                            ---------------    ----------------
                        Commission file number 000-29543
         --------------------------------------------------------------

                            Green Oaks Concepts, Ltd.
 ------------------------------------------------------------------------------
                     (Exact name of small business issuer as
                            specified in its charter)

            Nevada                                           86-0972778
-------------------------------------------------------------------------------
   (State or other jurisdiction                              (IRS Employer
 of incorporation or organization)                         Identification No.)

                    11601 E. Lusitano Place, Tucson, AZ 85748
      --------------------------------------------------------------------
                    (Address of principal executive offices)

                                 (520) 731-9890
                            Issuer's telephone number

              5505 N Indian Trail, Tucson AZ 85750, (520) 577-1516
  (Former name, address and former fiscal year, if changed since last report.)


                      APPLICABLE ONLY TO CORPORATE ISSUERS

         State the number of shares  outstanding of each of the issuer's classes
of common equity, as of the latest practical date: June 30, 2001 1,000,000

        Transitional Small Business Disclosure Format (check one).
Yes      ;  No   X
    ----       -----


<PAGE>

                                     PART I


Item 1.  Financial Statements



                               INDEPENDENT ACCOUNTANT'S REPORT


Green Oaks Concepts, Ltd.
(A Development Stage Company)


        We have reviewed the accompanying  balance sheet of Green Oaks Concepts,
Ltd. (a  development  stage  company) as of June 30, 2001 and December 31, 2000,
and the related statements of operations for the three and six months ended June
30, 2001 and 2000,  and cash flows for the six month periods ended June 30, 2001
and 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 statement 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.

                                                   Respectfully submitted



                                                   /S/ ROBISON, HILL & CO.
                                                   Certified Public Accountants

Salt Lake City, Utah
July 25, 2001


<PAGE>

                            GREEN OAKS CONCEPTS, LTD.
                          (A Development Stage Company)
                                 BALANCE SHEETS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                  June 30,       December 31,
                                                                    2001             2000
                                                               ---------------  --------------
<S>                                                            <C>              <C>
ASSETS                                                         $          --    $         --
                                                               ===============  ==============


LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
  Accounts Payable                                             $         1,359  $         --
                                                               ---------------  --------------

          Total Liabilities                                              1,359            --
                                                               ---------------  --------------

Stockholders' Equity
Common stock (par value $.001),
  100,000,000 shares authorized,
  issued 1,000,000
  shares at June 30,
  2001 and December 31, 2000                                             1,000           1,000
Paid-In Capital                                                          2,531           2,531
Retained deficit                                                        (1,200)         (1,200)
Deficit accumulated during development stage                            (3,690)         (2,331)
                                                               ---------------  --------------

          Total Stockholders' Equity                                    (1,359)           --
                                                               ---------------  --------------

          Total Liabilities and Stockholders' Equity           $          --    $         --
                                                               ===============  ==============
</TABLE>












                        See accompanying notes and accountants' report


<PAGE>

                            GREEN OAKS CONCEPTS, LTD.
                          (A Development Stage Company)
                             STATEMENT OF OPERATIONS
                                   (Unaudited)
<TABLE>
<CAPTION>


                                                                                                                      Cumulative
                                                                                                                        Since
                                                                                                                     October 20,
                                                        For the Three Months             For the Six Months              1999
                                                               Ended                            Ended                Inception of
                                                              June 30,                        June 30,               Development
                                                   ------------------------------  -------------------------------
                                                        2001            2000            2001            2000            Stage
                                                   --------------  --------------  --------------- ---------------  --------------

<S>                                                <C>             <C>             <C>             <C>              <C>
Revenues                                           $            -  $            -  $             - $             -  $            -
                                                   --------------  --------------  --------------- ---------------  --------------

Expenses                                                        -              55            1,359             935           3,690
                                                   --------------  --------------  --------------- ---------------  --------------

       Net Loss                                    $            -  $          (55) $        (1,359)$          (935) $       (3,690)
                                                   ==============  ==============  =============== ===============  ==============


Basic & Diluted loss per share                     $            -  $            -  $             - $             -  $            -
                                                   ==============  ==============  =============== ===============  ==============


</TABLE>










                        See accompanying notes and accountants' report


<PAGE>

                            GREEN OAKS CONCEPTS, LTD.
                          (A Development Stage Company)
                             STATEMENT OF CASH FLOWS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                                  Cumulative
                                                                                    Since
                                                                                 October 20,
                                                                                     1999
                                                  For the six months ended       Inception of
                                                          June 30,               Development
                                               -------------------------------
                                                    2001            2000            Stage
                                               --------------- ---------------  --------------
Cash Flows from Operating Activities:
<S>                                            <C>             <C>              <C>
    Net Loss                                   $        (1,359)$          (935) $       (3,690)
    Increase (Decrease) in Accounts Payable              1,359              55           1,159
                                               --------------- ---------------  --------------
        Net cash used in operating activities                -            (880)         (2,531)

Cash Flows from Investing Activities:
        Net cash provided by investing activities            -               -               -
                                               --------------- ---------------  --------------

Cash Flows from Financing Activities:
    Capital contributed by shareholder                       -             880           2,531
                                               --------------- ---------------  --------------
         Net cash provided by
         financing activities                                -             880           2,531
                                               --------------- ---------------  --------------

Net change in cash and cash equivalents                      -               -               -
Cash and cash equivalents at beginning of year               -               -               -
                                               --------------- ---------------  --------------

Cash and cash equivalents at end of year       $             - $             -  $            -
                                               =============== ===============  ==============

Supplemental Disclosure of Cash Flow
Information:
    Cash paid during the year for:
        Interest                               $             - $             -  $            -
        Franchise and income taxes             $             - $             -  $          500

Supplemental Disclosure of Non-Cash Investing
and Financing Activities: None

</TABLE>

                        See accompanying notes and accountants' report


<PAGE>

                            GREEN OAKS CONCEPTS, LTD.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                 FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000
                                   (Unaudited)

NOTE 1 - ORGANIZATION AND SUMMARY OF ACCOUNTING POLICIES

        The accompanying  unaudited  financial  statements have been prepared in
accordance with generally  accepted  accounting  principles and with Form 10-QSB
requirements.  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,  all adjustments considered
necessary for a fair presentation have been included.  Operating results for six
month period ended June 30, 2001, are not necessarily  indicative of the results
that may be expected for the year ended December 31, 2001.

Organization and Basis of Presentation

        The  Company was  incorporated  under the laws of the State of Nevada on
July 25, 1997.  The Company  ceased all operating  activities  during the period
from July 25, 1997 to October 20, 1999 and was considered dormant. Since October
20, 1999, the Company is in the development stage, and has not commenced planned
principal operations.

Nature of Business

        The Company has no products or services as of June 30, 2001. The Company
was organized as a vehicle to seek merger or acquisition candidates. The Company
intends to acquire  interests in various  business  opportunities,  which in the
opinion of management will provide a profit to the Company.

Cash and Cash Equivalents

        For the purpose of  reporting  cash flows,  the  Company  considers  all
highly liquid debt  instruments  purchased with maturity of three months or less
to be cash equivalents to the extent the funds are not being held for investment
purposes.

Pervasiveness of Estimates

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




<PAGE>

                            GREEN OAKS CONCEPTS, LTD.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
           FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000 (continued)
                                   (Unaudited)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Loss per Share

        The reconciliations of the numerators and denominators of the basic loss
per share computations are as follows:
<TABLE>
<CAPTION>
                                                                                  Per-Share
                                                  Income           Shares           Amount
                                                  ------           ------           ------
                                                (Numerator)     (Denominator)

                                                  For the three months ended June 30, 2001
                                                  ----------------------------------------
Basic Loss per Share
<S>                                           <C>                    <C>        <C>
Loss to common shareholders                   $             -        1,000,000  $            -
                                              ===============  ===============  ==============

                                                   For the six months ended June 30, 2001
                                                   --------------------------------------
Basic Loss per Share
Loss to common shareholders                   $        (1,359)       1,000,000  $            -
                                              ===============  ===============  ==============

                                                  For the three months ended June 30, 2000
                                                  ----------------------------------------
Basic Loss per Share
Loss to common shareholders                   $           (55)       1,000,000  $            -
                                              ===============  ===============  ==============

                                                   For the six months ended June 30, 2000
                                                   --------------------------------------
Basic Loss per Share
Loss to common shareholders                   $          (935)       1,000,000  $            -
                                              ===============  ===============  ==============
</TABLE>

        The effect of outstanding common stock equivalents are anti-dilutive for
June 30, 2001 and 2000 and are thus not considered.

Concentration of Credit Risk

        The  Company  has no  significant  off-balance-sheet  concentrations  of
credit  risk such as foreign  exchange  contracts,  options  contracts  or other
foreign hedging arrangements.

Reclassification

        Certain   reclassifications   have  been  made  in  the  2000  financial
statements to conform with the June 30, 2001 presentation.


<PAGE>


                            GREEN OAKS CONCEPTS, LTD.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
           FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000 (continued)
                                   (Unaudited)

NOTE 2 - INCOME TAXES

        As of June 30, 2001, the Company had a net operating  loss  carryforward
for income tax  reporting  purposes of  approximately  $5,000 that may be offset
against future taxable income through 2011. Current tax laws limit the amount of
loss  available to be offset  against  future  taxable income when a substantial
change in ownership  occurs.  Therefore,  the amount  available to offset future
taxable income may be limited. No tax benefit has been reported in the financial
statements,  because the Company  believes  there is a 50% or greater chance the
carry-forwards  will expire unused.  Accordingly,  the potential tax benefits of
the loss carry-forwards are offset by a valuation allowance of the same amount.

NOTE 3 - DEVELOPMENT STAGE COMPANY

        The Company has not begun  principal  operations and as is common with a
development  stage  company,  the Company has had  recurring  losses  during its
development stage.

NOTE 4 - COMMITMENTS

        As of June 30, 2001 all activities of the Company have been conducted by
corporate officers from either their homes or business offices. Currently, there
are no outstanding debts owed by the company for the use of these facilities and
there are no commitments for future use of the facilities.










<PAGE>



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

        This Quarterly Report contains certain forward-looking statements within
the  meaning of Section  27A of the  Securities  Act of 1933,  as  amended,  and
Section  21E of the  Securities  Exchange  Act of 1934,  as  amended,  which are
intended  to be covered  by the safe  harbors  created  thereby.  Investors  are
cautioned that all  forward-looking  statements  involve risks and  uncertainty,
including  without  limitation,  the  ability  of the  Company to  continue  its
expansion  strategy,  changes in costs of raw  materials,  labor,  and  employee
benefits,  as  well as  general  market  conditions,  competition  and  pricing.
Although   the   Company   believes   that  the   assumptions   underlying   the
forward-looking   statements  contained  herein  are  reasonable,   any  of  the
assumptions could be inaccurate,  and therefore,  there can be no assurance that
the  forward-looking  statements included in this Quarterly Report will prove to
be accurate. In light of the significant  uncertainties inherent in the forward-
looking statements included herein, the inclusion of such information should not
be  regarded  as a  presentation  by the  Company or any other  person  that the
objectives and plans of the Company will be achieved.

        As used herein the term "Company" refers to Green Oaks Concepts, Ltd., a
Nevada corporation and its predecessors, unless the context indicates otherwise.
The Company is currently a shell company whose purpose is to acquire  operations
through an acquisition or merger or to begin its own start-up business.

        The Company is in the process of  attempting  to identify  and acquire a
favorable business opportunity.  The Company has reviewed and evaluated a number
of business  ventures for possible  acquisition or participation by the Company.
The Company has not entered into any agreement,  nor does it have any commitment
or understanding to enter into or become engaged in a transaction as of the date
of this filing.  The Company  continues  to  investigate,  review,  and evaluate
business  opportunities  as they  become  available  and will seek to acquire or
become engaged in business  opportunities at such time as specific opportunities
warrant.

Results of Operations

        The Company had no sales or sales  revenues  for the three  months ended
June  30,  2001  or 2000  because  it is a shell  company  that  has not had any
business operations for the past three years.

        The Company had no costs of sales  revenues  for the three  months ended
June  30,  2001  or 2000  because  it is a shell  company  that  has not had any
business  operations for the past three years. The Company had $1,359 in general
and  administrative  expenses  for the six month  period ended June 30, 2001 and
$935 for the same periods in 2000.

        The Company  recorded  net loss of $1,359 for the six months  ended June
30, 2001 compared to $935 loss for the same periods in 2000.

Capital Resources and Liquidity

        At June 30, 2001,  the Company had total current  assets of $0 and total
assets of $0 as  compared to $0 current  assets and $0 total  assets at December
30, 2000. The Company had a net working capital deficit of $1,359 and $0 at June
30, 2001 and December 31, 2000.



<PAGE>



        Net  stockholders'  deficit in the  Company was $1,359 and $0 as of June
30, 2001 and December 31, 2000.

                                 PART II - OTHER INFORMATION


Item 1.  Legal Proceedings

    None.

Item 2.  Changes in Securities

    None.

Item 3.  Defaults Upon Senior Securities

    None.

Item 4.  Submission of Matters to a Vote of Security Holders.

    None.

Item 5.  Other Information

    None.

Item 6.  Exhibits and Reports on Form 8-K

         (a) EXHIBITS

         The  following  documents  are filed  herewith or have been included as
exhibits to previous filings with the Commission and are incorporated  herein by
this reference:

         Exhibit No. Exhibit

         *3 Articles of Incorporation

         *3.2 Bylaws

         *3.1 Amended Articles of Incorporation

         (b) Reports on Form 8-K.  No reports on Form 8-K were filed  during the
period covered by this Form 10-QSB.

*       Incorporated   herein  by  reference  from  Registrant's  Form  10SB12G,
        Registration Statement, dated February 16, 2000.




<PAGE>


                                   SIGNATURES

        In accordance with the  requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned,  hereunto duly
authorized.



                            Green Oaks Concepts, Ltd.
                                  (Registrant)





DATE: August 27, 2001        By:  /s/
     ----------------------      -----------------------------------------------
                                Daniel L. Hodges
                                President / CFO and Director