SECURITIES AND EXCHANGE COMMISSION

                               Washington, DC 20549

                                   FORM 10-QSB

                      Quarterly Report Under Section 13 or 15(d)
                        of the Securities Exchange Act of 1934

                          Commission File No.: 000-29421

                          Alamo Financial Services, Inc.

              (Exact name of registrant as it appears in its charter)

                           NEVADA	               88-0409172

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

                    3360 W. Sahara, Suite 200, Las Vegas, NV
                                      89102
                     (Address of Principal Executive Office)
                                   (Zip Code)
     Registrant's telephone number, including area code:	(702) 732-2253

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

      Class A Common Stock $0.001 Par Value

Indicate by check mark whether the registrant (1) has filed all reports to be
filed  by  Section 13 or 15 (d) of the Securities Exchange Act of 1934 during
the preceding  12  months  ( or  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

At the  end  of the quarter ending 3/31/2000  there were 5,000,000 issued and
outstanding shares of the registrants common stock.

There is no active market for the registrant's securities.


PART I.	FINANCIAL INFORMATION

Item 1.	FINANCIAL STATEMENTS
        See attached exhibit

Item 2. 	MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION AND
         RESULTS OF OPERATION.

         NOTE   REGARDING   PROJECTIONS   AND   FORWARD   LOOKING   STATEMENTS
         This statement includes  projections  of future results and "forward-
         looking  statements " as  that  term is defined in Section 27A of the
         Securities Act of 1933 as amended (the "Securities Act"), and Section
         21E of the Securities Exchange Act of 1934 as amended  (the "Exchange
         Act").All statements that are included in this Registration Statement,
         other  than  statements  of  historical  fact,  are   forward-looking
         statements.  Although  Management  believes  that  the   expectations
         reflected in  these forward-looking statements are reasonable, it can
         give no assurance that  such  expectations  will  prove  to have been
         correct. Important factors that could cause actual results to  differ
         materially from the  expectations  are  disclosed  in  this Statement,
         including,  without  limitation,  in  conjunction with those forward-
         looking statements contained in this Statement.
         Plan of Operation - General
         The Company's plan is to seek, investigate, and if such investigation
         warrants,  acquire  an interest in one or more business opportunities
         presented to it by persons or firms desiring the perceived advantages
         of a publicly held corporation. At this time, the Company has no plan,
         proposal, agreement,understanding, or arrangement to acquire or merge
         with  any  specific  business  or  company,  and  the Company has not
         identified any specific business  or  company  for  investigation and
         evaluation. No member of Management or any promoter  of  the  Company,
         or  an affiliate of either, has had any material discussions with any
         other  company  with  respect to any acquisition of that company. The
         Company  will  not  restrict  its  search  to  any  specific business,
         industry, or geographical  location,  and may participate in business
         ventures of virtually any kind or  nature. Discussion of the proposed
         business under this caption and throughout this Registration Statement
         is purposefully general and is not meant to  restrict  the  Company's
         virtually unlimited discretion to search for and enter into a business
         combination.
         The  Company  may  seek a combination with a firm which only recently
         commenced  operations, or  a developing company in need of additional
         funds to expand into  new products or markets or seeking to develop a
         new product or service, or  an  established  business  which  may  be
         experiencing financial or operating difficulties and needs additional
         capital which is perceived to be easier to raise by a public company.
         In some instances, a business opportunity may  involve  acquiring  or
         merging with a corporation which does not need substantial additional
         cash but which desires to establish a public trading market  for  its
         common  stock.  The Company may purchase assets and establish wholly-
         owned  subsidiaries  in  various  businesses  or  purchase   existing
         businesses as subsidiaries.
         Selecting a business opportunity will be complex and extremely risky.
         Because of general economic conditions, rapid  technological advances
         being made in some  industries,  and  shortages of available capital,
         management  believes  that  there  are  numerous  firms  seeking  the
         benefits of a publicly-traded corporation. Such perceived benefits of
         a publicly traded corporation may include facilitating  or  improving
         the  terms  on  which  additional  equity  financing  may  be sought,
         providing  liquidity  for  the  principals  of  a  business, creating
         a means for providing  incentive stock options or similar benefits to
         key  employees,  providing  liquidity  (subject  to  restrictions  of
         applicable  statues)  for   all   shareholders,   and   other  items.
         Potentially  available  business  opportunities  may  occur  in  many
         different  industries  and  at  various stages of development, all of
         which will make the task of comparative investigation and analysis of
         such business opportunities extremely difficult and complex.
         Management  believes that the Company may be able to benefit from the
         use  of  " leverage "  to  acquire  a  target  company.  Leveraging a
         transaction involves acquiring a business while incurring significant
         indebtedness for a large  percentage  of  the  purchase price of that
         business.  Through  leveraged  transactions,  the  Company  would  be
         required  to  use  less of  its  available  funds to acquire a target
         company and, therefore, could commit those funds to the operations of
         the  business,  to  combinations  with  other target companies, or to
         other  activities.  The borrowing involved in a leveraged transaction
         will ordinarily be secured by the assets of the acquired business. If
         that business is not able to generate  sufficient  revenues  to  make
         payments on the debt incurred by the Company to acquire that business,
         the lender would be able to exercise the  remedies provided by law or
         by contract. These leveraging techniques, while  reducing  the amount
         of funds that the Company must commit  to  acquire  a  business,  may
         correspondingly increase the risk of loss to the Company. No assurance
         can  be  given  as  to the terms or availability of financing for any
         acquisition by  the  Company. During periods when  interest rates are
         relatively high, the benefits of leveraging are not as great as during
         periods  of  lower  interest  rates,  because  the  investment in the
         business held on a leveraged basis will  only  be  profitable  if  it
         generates  sufficient  revenues  to  cover the related debt and other
         costs of the financing.  Lenders  from  which  the Company may obtain
         funds for purposes of  a leveraged buy-out may impose restrictions on
         the future borrowing,  distribution,  and  operating  policies of the
         Company. It is not possible at this time to predict the restrictions,
         if any, which lenders may impose, or the impact thereof on the Company.
         The Company has insufficient capital with which to provide the owners
         of  businesses  significant cash or other assets. Management believes
         the Company will offer owners of businesses the opportunity to acquire
         a controlling ownership interest in a public company at substantially
         less cost than is required to conduct an initial public offering. The
         owners of the businesses will, however, incur significant post-merger
         or acquisition registration costs in the event they  wish to register
         a portion of their shares for subsequent sale. The Company will  also
         incur  significant  legal and accounting costs in connection with the
         acquisition  of  a  business  opportunity,  including  the  costs  of
         preparing  post-effective  amendments,  Forms  8-K,  agreements,  and
         related reports and documents.
         Nevertheless,  the  officers  and  directors  of the Company have not
         conducted market research and are not aware of statistical data which
         would support the perceived  benefits  of  a  merger  or  acquisition
         transaction for the owners of a businesses.
         The  Company  does  not  intend  to make any loans to any prospective
         merger or acquisition candidates or to unaffiliated third parties.
         The Company will not restrict its search for  any  specific  kind  of
         firms,  but  may  acquire  a  venture  which is in its preliminary or
         development stage, which is  already  in operation, or in essentially
         any stage of its corporate life. It is  impossible to predict at this
         time the status of  any  business  in  which  the  Company may become
         engaged, in that such business may need to seek  additional  capital,
         may  desire  to  have  its  shares publicly traded, or may seek other
         perceived  advantages  which  the  Company   may  offer. However, the
         Company does not  intend  to  obtain  funds  in  one  or more private
         placements  to  finance  the  operation  of  any  acquired   business
         opportunity  until  such  time  as  the  Company   has   successfully
         consummated such a merger or acquisition. The  Company  also  has  no
         plans to conduct any offerings under Regulation S.

         Sources of Opportunities

         The Company will seek a potential business opportunity from all known
         sources,  but  will  rely  principally  on  personal  contacts of its
         officers and directors as  well as indirect associations between them
         and  other  business  and  professional  people.  It is not presently
         anticipated  that  the  Company  will   engage   professional   firms
         specializing in business acquisitions or reorganizations. Management,
         while not especially  experienced in  matters  relating  to  the  new
         business  of  the Company, will rely upon their own efforts and, to a
         much lesser  extent,  the  efforts  of the Company's shareholders, in
         accomplishing  the  business  purposes  of  the  Company.  It  is not
         anticipated that any outside consultants or  advisors, other than the
         Company's legal counsel and  accountants,  will be  utilized  by  the
         Company to effectuate its business purposes described herein. However,
         if the Company does retain such an outside consultant or advisor, any
         cash fee earned by such party will need to be paid by the prospective
         merger/acquisition  candidate, as the Company has no cash assets with
         which  to  pay  such  obligation.  There  have  been  no discussions,
         understandings, contracts or  agreements with any outside consultants
         and none are anticipated in the future.  In  the  past, the Company's
         management  has  never  used  outside  consultants   or  advisors  in
         connection with a merger or acquisition.  As  is  customary  in   the
         industry, the  Company  may  pay  a  finder's  fee  for  locating  an
         acquisition prospect. If any such fee is paid, it will be approved by
         the  Company's  Board of Directors and will be in accordance with the
         industry  standards.  Such  fees are customarily between 1% and 5% of
         the size of the transaction, based upon a sliding scale of the amount
         involved. Such fees are  typically in the range of 5% on a $1,000,000
         transaction ratably down to 1% in a $4,000,000 transaction. Management
         has adopted a policy that such a finder's fee or real estate brokerage
         fee could, in certain circumstances, be paid to any employee, officer,
         director or 5% shareholder of the Company,  if  such  person  plays a
         material role in bringing a transaction to the Company.  The  Company
         will   not   have  sufficient  funds  to  undertake  any  significant
         development,  marketing,  and manufacturing of any products which may
         be acquired.
         Accordingly,  if  it  acquires  the  rights to a product, rather than
         entering into  a  merger or acquisition, it most likely would need to
         seek debt or equity  financing  or obtain funding from third parties,
         in exchange for which the Company  would probably be required to give
         up a substantial portion of its interest  in  any  acquired  product.
         There is no assurance that the Company will be able either to obtain
         additional financing or to interest third parties in providing funding
         for  the  further  development,  marketing  and  manufacturing of any
         products acquired.

         Evaluation of Opportunities

         The  analysis  of new business opportunities will be undertaken by or
         under the supervision of  the  officers  and directors of the Company
         (see "Management").
         Management intends to concentrate on identifying prospective business
         opportunities which may be brought to its attention  through  present
         associations  with  management.  In  analyzing  prospective  business
         opportunities, management will consider,  among  other  factors, such
         matters as;

         1. the available technical, financial and managerial resources

         2. working capital and other financial requirements

        3. history of operation, if any

        4. prospects for the future

        5. present and expected competition

        6. the quality and experience  of  management  services  which  may be
           available and the depth of that management

        7. the potential for further research, development or exploration

        8. specific  risk  factors  not  now foreseeable but which then may be
           anticipated to impact the proposed activities of the Company

        9. the potential for growth or expansion

       10. the potential for profit

       11. the perceived public recognition or acceptance of products,
           services or trades

       12. name identification

       Management  will  meet  personally  with  management  and key personnel
       of the firm  sponsoring  the  business  opportunity  as  part  of their
       investigation. To the extent  possible, the  Company intends to utilize
       written  reports  and  personal  investigation  to  evaluate  the above
       factors. The Company will  not  acquire  or  merge with any company for
       which audited financial statements cannot be obtained.
       Opportunities in which the Company participates  will  present  certain
       risks, many of which cannot be identified adequately prior to selecting
       a specific  opportunity.  The  Company's  shareholders must, therefore,
       depend on Management to  identify and evaluate such risks. Promoters of
       some opportunities may have been  unable  to develop a going concern or
       may present a business in its development  stage  (in  that  it has not
       generated significant revenues from its principal  business  activities
       prior  to  the  Company's  participation.)  Even  after  the  Company's
       participation, there is a risk that the  combined  enterprise  may  not
       become  a  going concern or advance beyond the development stage. Other
       opportunities may involve new  and  untested  products,  processes,  or
       market  strategies which may not succeed. Such risks will be assumed by
       the Company and, therefore, its shareholders.
       The investigation of specific business opportunities and the negotiation,
       drafting,  and  execution of relevant agreements, disclosure documents,
       and other  instruments  will  require  substantial  management time and
       attention as well as  substantial costs for accountants, attorneys, and
       others. If a decision is made not to participate in a specific business
       opportunity the costs incurred in the  related  investigation would not
       be recoverable. Furthermore, even if an agreement  is  reached  for the
       participation in  a  specific  business  opportunity,  the  failure  to
       consummate that transaction may result in the loss by the Company of the
       related costs incurred.   There is the additional risk that the Company
       will not find a suitable target.
       Management  does  not believe the Company will generate revenue without
       finding and  completing  a  transaction with a suitable target company.
       If no such target is  found,  therefore,  no return on an investment in
       the Company will be realized, and  there  will  not,  most likely, be a
       market for the Company's stock.

       Acquisition of Opportunities

       In  implementing a structure for a particular business acquisition, the
       Company  may become a party to a merger, consolidation, reorganization,
       joint  venture,   franchise,   or   licensing  agreement  with  another
       corporation or entity. It may also  purchase  stock  or  assets  of  an
       existing business. Once a transaction is complete,  it is possible that
       the present management and shareholders of the Company will  not  be in
       control of the Company. In addition, a majority or all of the Company's
       officers and  directors  may,  as part of the terms of the transaction,
       resign and  be replaced by new officers and directors without a vote of
       the Company's shareholders.
       It  is  anticipated  that  securities issued in any such reorganization
       would be issued in  reliance  on  exemptions  from  registration  under
       applicable Federal and  state  securities  laws. In some circumstances,
       however, as a negotiated element  of  this transaction, the Company may
       agree to register such securities either at  the  time  the transaction
       is  consummated,  under  certain  conditions,  or  at   specified  time
       thereafter. The issuance of substantial additional securities and their
       potential sale  into any  trading  market  which  may  develop  in  the
       Company's  Common  Stock  may  have a depressive effect on such market.
       While the  actual  terms of a transaction to which the Company may be a
       party cannot  be  predicted, it may be expected that the parties to the
       business  transaction will find it desirable to avoid the creation of a
       taxable event and thereby structure the acquisition in a so called "tax
       free" reorganization under  Sections  368(a)(1)  or 351 of the Internal
       Revenue Code of 1986, as amended (the "Code").  In  order to obtain tax
       free treatment under the Code, it may be  necessary  for the  owners of
       the acquired business  to  own  80%  or  more  of  the  voting stock of
       the surviving entity.  In such event, the shareholders of  the  Company,
       including  investors in this offering, would retain less than 20% of the
       issued  and  outstanding  shares  of  the surviving entity, which could
       result  in  significant  dilution  in  the equity of such shareholders.
       As  part  of the Company's investigation, officers and directors of the
       Company  will  meet  personally  with management and key personnel, may
       visit and inspect  material  facilities, obtain independent analysis or
       verification  of  certain  information  provided,  check  references of
       management and key personnel, and take  other  reasonable investigative
       measures, to the extent of the  Company's  limited  financial resources
       and management expertise.
       The  manner  in which the Company participates in an opportunity with a
       target  company  will  depend  on  the  nature  of the opportunity, the
       respective  needs  and  desires  of  the Company and other parties, the
       management of the opportunity, and the relative negotiating strength of
       the Company and such other management.
       With  respect  to any mergers or acquisitions, negotiations with target
       company  management  will be expected to focus on the percentage of the
       Company  which  the  target  company's  shareholders  would  acquire in
       exchange for their shareholdings in the target company. Depending upon,
       mong other things,  the  target  company's  assets and liabilities, the
       Company's shareholders will, in all likelihood, hold a lesser percentage
       ownership  interest in the Company following any merger or acquisition.
       The percentage ownership may be subject to significant reduction in the
       event  the  Company  acquires  a target company with substantial assets.
       Any  merger  or  acquisition effected by the Company can be expected to
       have a  significant dilutive effect on the percentage of shares held by
       the Company's then shareholders, including purchasers in this offering.
       Management  has  advanced,  and  will  continue to advance, funds which
       shall be used by the Company in identifying and pursuing agreements with
       target companies.
       Management anticipates that these funds will be repaid from the proceeds
       of any  agreement  with the target company, and that any such agreement
       may,  in  fact,  be  contingent  upon  the  repayment  of  those funds.

       Competition

       The Company is an insignificant participant among firms which engage in
       business  combinations  with,  or   financing  of,  development - stage
       enterprises.  There  are  many  established  management  and  financial
       consulting companies and venture capital firms which have significantly
       greater  financial  and  personal  resources,  technical  expertise and
       experience than the Company. In view of the Company's limited financial
       resources and management availability, the Company will  continue to be
       at  significant  competitive   disadvantage   vis-a-vis  the  Company's
       competitors.

       Year 2000 Compliance

       The  Company  is  aware  of  the issues associated with the programming
       code in  existing  computer  systems  as  the year 2000 approaches. The
       Company has assessed  these  issues  as they relate to the Company, and
       since the Company currently has  no operating business and does not use
       any  computers,  and  since  it  has  no  customers, suppliers or other
       constituents, it does not believe that there are any material year 2000
       issues to disclose in this Form 10-SB.

       Regulation and Taxation

       The Investment Company Act of 1940 defines an "investment company" as an
       issuer  which  is or holds itself out as being engaged primarily in the
       business of  investing,  reinvesting  or  trading securities. While the
       Company does not intend  to  engage in such activities, the Company may
       obtain and hold a minority interest in a  number  of  development stage
       enterprises.   The  Company  could  be  expected  to  incur significant
       registration and compliance costs if required  to  register  under  the
       Investment Company Act of 1940. Accordingly, management will continue to
       review  the  Company's  activities from time to time with a view toward
       reducing  the  likelihood  the  Company  could  be  classified   as  an
       "investment company".
       The Company intends to structure a merger or acquisition in such manner
       as to minimize Federal and state tax consequences to the Company and to
       any target company.

       Employees

       The  Company's  only employees at the present time are its officers and
       directors,  who  will  devote  as  much  time as the Board of Directors
       determine is necessary to  carry out  the affairs  of the Company. (See
       "Management").



The Company has had no operations during this quarter.

PART II.	OTHER INFORMATION

Item 1.	Legal Proceedings.
None
Item 2.	Changes in Securities
None
Item 3.	Default 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 10-Q
(a)	The following documents are filed as part of this report:

Financial Statements as of March 31,  2000 as prepared by Kurt D. Saliger, C.P.A


Exhibits:

3.1		Articles of Incorporation
     Incorporated by reference The Company's Form 10-
			  SB/A filed on July 5th, 2000.


3.2			By-Laws			 Incorporated by reference The Company's Form 10-
			                         SB/A filed on July 5th, 2000.




SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

Alamo Financial Services, Inc.

Dated: July 3, 2000

By: /S/
Paul Salas, President