UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-QSB

[ X ]  Quarterly Report pursuant to Section 13 or 15(d) of the Securities
       Exchange Act of 1934

       For the quarterly period ended May 31, 2001

[   ]  Transition Report pursuant to 13 or 15(d) of the Securities Exchange
       Act of 1934

       For the transition period                   to
                                 -----------------    -----------------

          Commission File Number     000-31017
                                ---------------------


                          PINNACLE PROPERTY GROUP, INC.
      ---------------------------------------------------------------------
        (Exact name of small Business Issuer as specified in its charter)


        Delaware                                         91-2026829
---------------------------------        ---------------------------------
(State or other jurisdiction of          (IRS Employer Identification No.)
-------------------------------
 incorporation or organization)
 ------------------------------


500 108th Avenue NE
Bellevue, Washington                                     98004
----------------------------------------        ----------------------------
(Address of principal executive offices)          (Postal or Zip Code)


Issuer's telephone number, including area code:          425-451-8036
                                                ----------------------------

                                   None
   --------------------------------------------------------------------------
   (Former name, former address and former fiscal year end, if changed since
                                  last report)


Check whether the issuer (1) 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 issuer was required to file such
reports), and (2) has been subject to such filing requirements for the past 90
days     [ X ]  Yes    [   ] No

State the number of shares outstanding of each of the issuer's classes of common
stock, as of the latest practicable date: 4,655,000 shares of common stock,
$0.0001 par value outstanding as of May 31, 2001.

<PAGE>

                         PART 1 - FINANCIAL INFORMATION


Item 1.     Financial Statements


The accompanying unaudited financial statements have been prepared in accordance
with the instructions to Form 10-QSB and Item 310 (b) of Regulation S-B, and,
therefore, do not include all information and footnotes necessary for a complete
presentation of financial position, results of operations, cash flows, and
stockholders' equity in conformity with generally accepted accounting
principles. In the opinion of management, all adjustments considered necessary
for a fair presentation of the results of operations and financial position have
been included and all such adjustments are of a normal recurring nature.
Operating results for the three months ended May 31, 2001 are not necessarily
indicative of the results that can be expected for the year ending February 28,
2002.

<PAGE>





                        PINNACLE PROPERTY GROUP, INC.
                        (A Development Stage Company)


                             FINANCIAL STATEMENTS


                                 MAY 31, 2001
                                  (Unaudited)



<PAGE>

                         PINNACLE PROPERTY GROUP, INC.
                         (A Development Stage Company)

                                BALANCE SHEET
                                 (Unaudited)



--------------------------------------------------------------------------------
                                                        MAY 31       FEBRUARY 28
                                                         2001            2000
--------------------------------------------------------------------------------

ASSETS

Current
   Cash                                               $        20   $       355

Capital Assets, net                                         1,505         3,035
                                                      -------------------------
                                                      $     1,525   $     3,390
================================================================================

LIABILITIES

Current
   Accounts payable                                   $      -      $      -
                                                      -------------------------

SHAREHOLDERS' EQUITY

Share Capital
  Authorized:
   80,000,000 common shares, par value
      $0.0001 per share
   20,000,000 preferred shares, par value
      $0.0001 per share

  Issued and outstanding:
   4,655,000 common shares                                    465           465

  Additional paid-in capital                               19,535        19,535

Deficit                                                   (18,475)      (16,610)
                                                      -------------------------
                                                            1,525         3,390
                                                      -------------------------

                                                      $     1,525   $     3,390
================================================================================


<PAGE>

                         PINNACLE PROPERTY GROUP, INC.
                         (A Development Stage Company)

                      STATEMENT OF OPERATIONS AND DEFICIT
                                  (Unaudited)
<TABLE>
<CAPTION>
----------------------------------------------------------------------------------------------------------
                                                                                                INCEPTION
                                                                                                AUGUST 17
                                                                       THREE MONTHS ENDED        1999 TO
                                                                             MAY 31               MAY 31
                                                                       2001          2000          2001
----------------------------------------------------------------------------------------------------------
<S>                                                                 <C>           <C>           <C>
Expenses
   Filing and transfer agent fees                                   $      225    $      150    $    1,649
   Professional expenses                                                  -            6,000        11,250
   Website maintenance                                                    -              136           136
   Depreciation                                                          1,530            -          4,615
   General and administrative                                              110            47           825
                                                                    --------------------------------------
Net Loss For The Period                                                  1,865         6,333    $   18,475
                                                                                                ==========
Deficit, Beginning Of Period                                            16,610           126
                                                                    ------------------------

Deficit, End Of Period                                              $   18,475    $    6,459
=============================================================================================

Net Loss Per Share                                                  $     0.01    $     0.01
=============================================================================================

Weighted Average Number Of Common
    Shares Outstanding                                               4,655,000     4,655,000
=============================================================================================
</TABLE>




<PAGE>

                         PINNACLE PROPERTY GROUP, INC.
                         (A Development Stage Company)

                             STATEMENT OF CASH FLOWS
                                  (Unaudited)
<TABLE>
<CAPTION>
----------------------------------------------------------------------------------------------------------
                                                                                                INCEPTION
                                                                                                AUGUST 17
                                                                       THREE MONTHS ENDED        1999 TO
                                                                             MAY 31               MAY 31
                                                                       2001          2000          2001
----------------------------------------------------------------------------------------------------------
<S>                                                                 <C>           <C>           <C>
Cash Flows From Operating Activities
   Net loss for the period                                          $   (1,865)   $   (6,333)   $  (18,475)

Adjustments To Reconcile Net Loss To Net Cash By
  Operating Activities
   Depreciation                                                          1,530          -            4,615
   Accounts payable                                                       -              150          -
   Prepaid expenses                                                       -            1,500          -
                                                                    --------------------------------------
                                                                          (335)       (4,683)      (13,860)
                                                                    --------------------------------------

Cash Flows From Financing Activity
   Common stock issued                                                    -             -           20,000
                                                                    --------------------------------------

Cash Flows From Investing Activity
   Website development                                                    -             -           (6,120)
                                                                    --------------------------------------

Increase (Decrease) In Cash                                               (335)       (4,683)           20

Cash, Beginning Of Period                                                  355        18,374          -
                                                                    --------------------------------------

Cash, End Of Period                                                 $       20    $   13,691    $       20
==========================================================================================================
</TABLE>

<PAGE>


                         PINNACLE PROPERTY GROUP, INC.
                         (A Development Stage Company)

                        STATEMENT OF STOCKHOLDER'S EQUITY

                                 MAY 31, 2001
                                  (Unaudited)
<TABLE>
<CAPTION>
                                                                                         DEFICIT
                                                       COMMON STOCK                     ACCUMULATED
                                        -------------------------------------------
                                            NUMBER                       ADDITIONAL     DURING THE
                                              OF                          PAID-IN       DEVELOPMENT
                                            SHARES        AMOUNT          CAPITAL          STAGE        TOTAL
                                        ------------------------------------------------------------------------
<S>                                     <C>            <C>            <C>            <C>            <C>
Issuance of common stock from
 private placement for cash at
 $0.001 per share                       4,500,000      $       450    $     4,050    $      -       $     4,500

Issuance of common stock from
 private placement for cash at
 $0.10 per share                          155,000               15         15,485           -            15,500

Loss for the period ending
 February 29, 2000                           -                -              -              (126)          (126)
                                        ------------------------------------------------------------------------

Balance, February 29, 2000              4,655,000              465         19,535           (126)        19,874

Loss for the year ended
 February 28, 2001                           -                -              -           (16,484)       (16,484)
                                        ------------------------------------------------------------------------

Balance, February 28, 2001              4,655,000              465         19,535        (16,610)         3,390

Loss for the period ending
 May 31, 2001                                -                -              -            (1,865)        (1,865)
                                        ------------------------------------------------------------------------

Balance, May 31, 2001                   4,655,000      $       465    $    19,535    $   (18,475)   $     1,525
                                        ========================================================================
</TABLE>

<PAGE>

                         PINNACLE PROPERTY GROUP, INC.
                         (A Development Stage Company)

                         NOTES TO FINANCIAL STATEMENTS

                                MAY 31, 2001
                                (Unaudited)


1.   ORGANIZATION AND DESCRIPTION OF BUSINESS

     Pinnacle Property Group, Inc. (hereinafter "the Company") was incorporated
     on August 17, 1999 under the laws of the State of Delaware for the purpose
     of assisting private sellers to sell commercial real estate over the
     internet. The Company maintains offices in Bellingham, Washington, and in
     Vancouver, British Columbia. The Company's fiscal year end is the last
     calendar day of February.


2.   SIGNIFICANT ACCOUNTING POLICIES

     This summary of significant accounting policies is presented to assist in
     understanding the Company's financial statements. The financial statements
     and notes are representations of the Company's management, which is
     responsible for their integrity and objectivity. These accounting policies
     conform to accounting principles generally accepted in the United States of
     America and have been consistently applied in the preparation of the
     financial statements.

     a)   Accounting Method

          The Company's financial statements are prepared using the accrual
          method of accounting.

     b)   Interim Financial Statements

          The interim financial statements as of, and for the period ended, May
          31, 2001, included herein, have been prepared for the Company without
          audit. They reflect all adjustments which are, in the opinion of
          management, necessary to present fairly the results of operations for
          these periods. All such adjustments are normal recurring adjustments.
          The results of operations for the periods presented are not
          necessarily indicative of the results to be expected for the full
          fiscal year.

     c)   Development Stage Activities

          The Company has been in the development stage since its formation in
          August 1999 and has not yet realized any revenues from its planned
          operations. The Company is presently in the process of building its
          website which will be used to assist private sellers of commercial
          real estate via the internet.



<PAGE>

                         PINNACLE PROPERTY GROUP, INC.
                         (A Development Stage Company)

                         NOTES TO FINANCIAL STATEMENTS

                                MAY 31, 2001
                                (Unaudited)


2.   SIGNIFICANT ACCOUNTING POLICIES (Continued)

     d)   Use of Estimates

          The process of preparing financial statements in conformity with
          accounting principles generally accepted in the United States of
          America requires the use of estimates and assumptions regarding
          certain types of assets, liabilities, revenues and expenses. Such
          estimates primarily relate to unsettled transactions and events as of
          the date of the financial statements. Accordingly, upon settlement,
          actual results may differ from estimated amounts.

     e)   Cash and Cash Equivalents

          For purposes of the statement of cash flows, the Company considers all
          short-term debt securities purchased with a maturity of three months
          or less to be cash equivalents.

     f)   Fair Value of Financial Instruments

          The carrying amounts for cash and prepaid expenses approximate their
          fair value.

     g)   Derivative Instruments

          The Financial Accounting Standards Board issued Statement of Financial
          Accounting Standards ("SFAS") No. 133 - "Accounting for Derivative
          Instruments and Hedging Activities - Deferral of the Effective Date of
          FASB No. 133", and SFAS No. 138 - "Accounting for Certain Derivative
          Instruments and Certain Hedging Activities", which is effective for
          the Company as of January 1, 2001. This standard establishes
          accounting and reporting standards for other contracts, and for
          hedging activities. It requires that an entity recognize all
          derivatives as either assets or liabilities in the consolidated
          balance sheet and measure those instruments at fair value.

          At May 31, 2001, the Company has not engaged in any transactions that
          would be considered derivative instruments or hedging activities.

     g)   Revenue Recognition

          The Company will recognize revenue from internet-based programs when
          funds are earned, measurable and recognizable.



<PAGE>

                         PINNACLE PROPERTY GROUP, INC.
                         (A Development Stage Company)

                         NOTES TO FINANCIAL STATEMENTS

                                MAY 31, 2001
                                (Unaudited)


2.   SIGNIFICANT ACCOUNTING POLICIES (Continued)

     h)   Compensated Absences

          Currently, the Company has no employees; therefore, no policy
          regarding compensated absences has been established. The Company will
          establish a policy to recognize the costs of compensated absences at
          the point in time that it has employees.

     i)   Provision for Taxes

          At May 31, 2001, the Company had an accumulated net operating loss of
          $18,475 since its inception in August 1999. No provision for taxes or
          tax benefit has been reported in the financial statements, as there is
          not a measurable means of assessing future profits or losses

     j)   Basic and Diluted Loss Per Share

          Net loss per share was computed by dividing the net loss by the
          weighted average number of shares outstanding during the period. The
          weighted average number of shares was calculated by taking the number
          of shares outstanding and weighting them by the amount of time that
          they were outstanding. Basic and diluted loss per share were the same
          as there were no common stock equivalents outstanding.

     k)   Reclassifications

          Certain amounts from prior periods have been reclassified to conform
          with the current period's presentation. This reclassification has
          resulted in no changes to the Company's accumulated deficit or net
          losses presented.

     l)   Going Concern

          The accompanying financial statements have been prepared assuming that
          the Company will continue as a going concern.

          As shown in the accompanying financial statements, the Company had an
          accumulated deficit of $18,475 for the period from August 17, 1999
          (inception) to May 31, 2001, and had no sales. The future of the
          Company is dependent upon successful and profitable operations from
          its internet commerce enterprise. The Company is presently in the
          process of building its website, which will be used to assist private
          sellers of commercial real estate via the internet. The financial
          statements do not include any adjustments relating to the
          recoverability and classification of recorded assets, or the amounts
          and classification of liabilities that might be necessary in the event
          the Company cannot continue in existence.

<PAGE>

                         PINNACLE PROPERTY GROUP, INC.
                         (A Development Stage Company)

                         NOTES TO FINANCIAL STATEMENTS

                                MAY 31, 2001
                                (Unaudited)


2.   SIGNIFICANT ACCOUNTING POLICIES (Continued)

     l)   Going Concern (Continued)

          Management plans to seek additional capital through a private
          placement and public offering of its common stock. The financial
          statements do not include any adjustments relating to the
          recoverability and classification of recorded assets, or the amounts
          and classification of liabilities that might be necessary in the event
          the Company cannot continue in existence.

3.   CASH

     At May 31, 2001, the Company had a cash balance of $20 in a Canadian
     financial institution maintained in U.S. dollars. This account is no
     insured.

4.   PREFERRED STOCK

     The Company is authorized to issue 20,000,000 shares of $0.0001 par value
     preferred stock. The preferred shares have not been designated any
     preferences. As of May 31, 2001, the Company did not have any preferred
     shares issued or outstanding.


5.   COMMON STOCK

     The Company is authorized to issue 80,000,000 shares of $0.0001 par value
     common stock. Each holder of common stock has one, non-cumulative vote per
     share on all matters voted upon by the shareholders. There are no
     preemptive rights or other rights of subscription.

     On September 1, 1999, 4,500,000 shares of common stock were sold through a
     private placement at a price of $0.001 per share. The offering was made
     pursuant to exemptions afforded by Sections (4)2 or 3(b) of the Securities
     Act of 1933 and Rule 504 of Regulation D. On February 9, 2000, an
     additional 155,000 shares of common stock were sold through a similar
     private placement at a price of $0.10 per share. The private placements
     raised $4,500 and $15,500, respectively. All proceeds from both offerings
     were used for general corporate purposes. Of the total shares issued,
     1,055,000 shares were issued to officers and directors of the Company.

<PAGE>

                         PINNACLE PROPERTY GROUP, INC.
                         (A Development Stage Company)

                         NOTES TO FINANCIAL STATEMENTS

                                MAY 31, 2001
                                (Unaudited)


6.   WEBSITE DEVELOPMENT

     In August 2000, the Company revised and expanded its website. The cost of
     development was $6,120 and will be amortized over a period of 12 months.
     Amortization expense for the period ended May 31, 2001 was $1,530.


7.   COMMITMENTS AND CONTINGENCIES

     The Company is engaged in internet-based commerce. At present, the Company
     is unaware of any pending litigation or of any specific past or prospective
     matters, which could impair its ability to proceed in the marketplace.


8.   RELATED PARTIES

     The Company occupies office space provided by Mr. Paul Hayward, its
     president, at no charge. The value of this space is not considered
     materially significant for financial reporting purposes.

<PAGE>

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


OVERVIEW
--------

Pinnacle Property Group, Inc. was incorporated on August 17, 1999 under the laws
of the State of Delaware for the purpose of assisting private sellers to sell
commercial real estate over the internet.

Management has been exploring a variety of revenue models in the light of recent
events in the internet environment.

The Company is a developmental stage company. There are no appreciable changes
to its financial condition or its operations except as outlined in the financial
statements for the period ended May 31, 2001.

RESULTS OF OPERATIONS
---------------------

We incurred operating expenses in the amount of $1,865 for the three months
ended May 31, 2001 as compared to $6,333 for the three months ended May 31,
2000. For the period ended May 31, 2001, these operating expenses were comprised
primarily of depreciation expenses in the amount of $1,530.

<PAGE>

                        PART 2 - 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

          None



<PAGE>

                                     SIGNATURES


In accordance with the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

PINNACLE PROPERTY GROUP, INC.



Date:     December 5, 2001
      --------------------------------------------



By:       /s/ Paul Hayward
      --------------------------------------------
      Paul Hayward, President

<PAGE>