UNITED STATES
                   SECURITIES AND EXCHANGE COMMISSION
                          Washington, DC 20549

                               FORM 10-QSB
   QUARTERLY REPORT FOR SMALL BUSINESS ISSUERS SUBJECT TO THE 1934 ACT
                         REPORTING REQUIREMENTS

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

For the quarterly period ended June 30, 2001
Commission File No. 000-27139






                             MELLONCAMP, INC.
          (Exact name of registrant as specified in its charter)







Nevada                                            88-0386352
(State of organization) (I.R.S. Employer Identification No.)

7641 E. Gray Rd., Suite G, Scottsdale, AZ 85260
(Address of principal executive offices)

Registrant's telephone number, including area code (480) 348-6464

Check whether the issuer (1) filed all reports required to be file by
Section 13 or 15(d) of the Exchange Act during the past 12 months and (2)
has been subject to such filing requirements for the past 90 days.  No X

There are 3,000,000 shares of common stock outstanding as of August 14,
2001.

                      PART I - FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

                       INDEPENDENT AUDITORS' REPORT

Board of Directors                            August 6, 2001
Melloncamp, Inc.
Las Vegas, Nevada

     We  have compiled the accompanying balance sheets of Melloncamp,  Inc.
as  of  June  30,  2001  and June 30, 2000, and the related  statements  of
income, changes in stockholders' equity and cash flows for the nine  months
then  ended,  in accordance with the Statement of Standards for  Accounting
and  Review  Services issued by the American Institute of Certified  Public
Accountants.

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

      As discussed in Note 1, the Company has been in the development stage
since its inception on February 19, 1998.  Realization of the major portion
of  its  assets is dependent upon the Company's ability to meet its  future
financing  requirements,  and  the  success  of  future  operations.    The
accompanying  financial  statements have been prepared  assuming  that  the
Company will continue as a going concern.

      The  financial statements for the year ended december  31,  2000  and
December  31,  1999,  were  audited by us and we expressed  an  unqualified
opinion  on the statements in our report dated February 14, 2000.  We  have
not performed any auditing procedures since that date.





                                Melloncamp, Inc.
                        (A Development Stage Enterprise)
                                 BALANCE SHEETS
                June 30,2001, June 30,2000, and December 31,2000
<Table>

                              <c>                  <c>                  <c>
                                      Unaudited            Unaudited            Audited
                                    June 30, 2001        June 30, 2000     December 31, 1999
            ASSETS
CURRENT ASSETS
Cash                                      $       -              $       -          $       -
PROPERTY AND EQUIPMENT               --------------          -------------    ---------------
                                          $       -              $       -          $       -
                                     ==============          =============    ===============

 LIABILITIES AND STOCKHOLDERS'
            EQUITY

CURRENT LIABILITIES
Loan payable                                    $900                   $900               $900

TOTAL CURRENT LIABILITIES

STOCKHOLDERS' EQUITY
Common stock, $.001 par value,
25,000,000 shares authorized,
   3,000,000 shares issued and
   outstanding                                3,000                  3,000              3,000
Preferred stock, $.001 par
value,
   5,000,000 shares authorized,                   -                      -                  -
   no
   shares issued and
   outstanding
Deficit accumulated during
development stage                           (3,900)                (3,900)            (3,900)
                                     --------------          -------------    ---------------
TOTAL STOCKHOLDERS' EQUITY                    (900)                  (900)                900
                                     --------------          -------------    ---------------
                                          $       -              $       -          $       -
                                     ==============          =============    ===============
</Table>
                      See accompanying accountant's report.
         The accompanying notes are an integral part of these financial
                           statementsMELLONCAMP, INC.
                         A development stage enterprise
                              Statements of Income
           For the Three Months Ended June 30, 2001 and June 30,2000,
              The Six Months Ended June 30, 2001 and June 30, 2000,
           And the Period February 19, 1998(inception) to June 30,2001
<Table>

                            <c>           <c>             <c>           <C>           <c>
                                                                                         February 19,
                                                                                         1998
                                        Unaudited                     Unaudited            (inception)
                                    Three Months Ended            Six Months Ended             to
                                 June 30,    June 30, 2000   June 30,        June 30,     June 30, 2001
                                   2001                      2001              2000

REVENUE                            $     -          $     -        $     -       $     -         $     -

COST OF SALES                            -                -              -             -               -
                                ----------       ----------     ----------     ---------      ----------
 GROSS PROFIT                            -                -              -             -               -

OPERATING EXPENSES
Filing Fees                              -                -              -             -             300
Professional Fees                        -              900                          900           3,600
                                ----------       ----------     ----------     ---------      ----------
NET INCOME (LOSS) BEFORE
INCOME TAXES                             -            (900)              -         (900)         (3,900)

INCOME TAXES                             -                -              -             -               -
                                ----------       ----------     ----------     ---------      ----------
NET INCOME (LOSS)                  $     -           $(900)        $     -        $(900)        $(3,900)
                                ==========       ==========     ==========     =========      ==========
EARNINGS PER SHARE OF COMMON       $     -          $     -        $     -       $     -
STOCK

WEIGHTED AVERAGE NUMBERS OF
SHARES OUTSTANDING               3,000,000        3,000,000      3,000,000     3,000,000
</Table>

See accompanying accountant's report.
The accompanying notes are an integral part of these financial statements
Statements of Income



                                 MELONCAMP, INC.
                          (A Development Stage Company)
                        STATEMENT OF STOCKHOLDERS' EQUITY
<Table>

                 <c>        <c>         <c>           <C>         <c>        <c>           <c>
                    Preferred    Stock     Common Stock    Stock      Paid in     Deficit        Total
                      Stock      Amount                    Amount     Capital   Accumulated
                                                                       Amount      During
                                                                                Development
                                                                                   Stage

Balance February
25, 1998               $    -      $    -         $    -     $    -      $    -       $    -       $    -

Stock Issued                -           -      3,000,000      3,000           -            -        3,000

Retained Earnings
(Loss)                      -           -              -          -           -      (3,000)      (3,000)
                      -------     -------    -----------   --------    --------   ----------    ---------
Balance December
31, 1998                    -           -      3,000,000      3,000           -      (3,000)            -

Retained Earnings
(Loss)                      -           -              -          -           -            -            -
                      -------     -------    -----------   --------    --------   ----------    ---------
Balance December
31, 1999                    -           -      3,000,000      3,000           -      (3,000)            -

Retained Earnings
(Loss)                      -           -              -          -           -        (900)        (900)
                      -------     -------    -----------   --------    --------   ----------    ---------
Balance December
31, 2000                    -           -      3,000,000      3,000           -      (3,900)        (900)

Retained earnings
(loss)                      -           -              -          -           -            -
                      -------     -------    -----------   --------    --------   ----------    ---------
Balance March 31,
2001                        -     $    -     3,000,000      $ 3,000           -    $ (3,900)      $ (900)
                      =======     =======    ===========   ========    ========   ==========    =========
</Table>

See accompanying accountant's report.
The accompanying notes are an integral part of these financial statements.


                                MELLONCAMP, INC.
                        (A Development Stage Enterprise)

                            Statements of  Cash Flows

            For the Six Months Ended June 30, 2001 and June 30, 2000,

                        The Year Ended December 31, 2000

          And the Period February 19, 1998 (inception) to June 30, 2001


<Table>

                      <c>          <c>          <c>          <c>          <c>
                                Unaudited                  Unaudited         February 19, 1998
                            Three Months Ended         Six Months Ended       (inception) to
                          June 30,     June 30,     June 30,      June 30,     June 30, 2000
                            2001         2000         2001          2000

Net Income/(Loss)                                     $      -      $      -          $(3,900)
   Adjustments to
reconcile net income to
net cash provided by
operating activities:

Loan payable                      -             -            -             -               900
                          ---------     ---------   ----------     ---------         ---------
Cash Used in Operations           -             -            -             -           (3,000)
                          ---------     ---------   ----------     ---------         ---------
Cash Used in Investing
Activities                        -             -            -             -                 -
                          ---------     ---------   ----------     ---------         ---------
Cash Provided by
Financing Activities
Stock Issued                      -             -            -             -             3,000
                          ---------     ---------   ----------     ---------         ---------
Net Change in Cash                -             -            -             -                 -

Beginning Balance                 -             -            -             -                 -
                          ---------     ---------   ----------     ---------         ---------
Ending Cash Balance        $      -      $      -     $      -      $      -          $      -
                          =========     =========   ==========     =========         =========
</Table>

       SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES

Professional fees incurred by the Company were paid directly by a shareholder of
                                   the company

See accompanying accountant's report.
The accompanying notes are an integral part of these financial statements.

                            MELLONCAMP, INC.
                      (A Development Stage Company)
                      NOTES TO FINANCIAL STATEMENTS
            June30,  2001. December 31, 2000 and June 30,2000

NOTE 1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Description of Operations

The Company was organized under the laws of the State of Nevada in 1998 and
is  authorized to do business in the United State.  The Company  has  no
revenue  from  operations during the period covered  by  this  financial
statement.

Method of Accounting

These financial statements are prepared on the accrual basis of accounting
in   accordance   with   generally   accepted   accounting   principles.
Consequently,  revenues  are recognized when  earned  and  expenses  are
recognized when the obligation is actually incurred.

Income Taxes and Cash Flows

The Company accounts for income taxes and the statement of cash flows in
accordance with Financial Accounting Standards Board Statement  No.  109
and No. 95.

Cash and Cash Equivalents

Cash  and cash equivalents include all highly liquid investments with  a
maturity of three months or less when purchased.

NOTE 2:  CASH

The Company has no bank accounts at this time.

NOTE 3 - EARNINGS PER SHARE

Earnings per share has been computed by dividing net income/(loss) by the
weighted  average number of common shares outstanding  for  the  period.
There  are  no  items  which are deemed to be common  stock  equivalents
during the audit period.

NOTE 4:  COMMON STOCK

As of June 30, 2001, December 31, 2000 and June 30, 2000, the Company had
3,000,000  shares  of  common  stock,  par  value  $0.001,  issued   and
outstanding.

NOTE 5:  LEASE COMMITMENTS

The Company currently has no commitments for leases or contingences.

NOTE 6:  USE OF ESTIMATES

The  preparation  of financial statements in conformity  with  Generally
Accepted Accounting Principles requires management to make estimates and
assumptions  that  affect  certain  reported  amounts  and  disclosures.
Accordingly, actual results could differ from these estimates.

ITEM 2.   MANAGEMENT'S PLAN OF OPERATION

                            Plan of Operation

The  Company's Plan of Operation has not changed since the filing of its
amended  Form 10-SB filed with the SEC on March 1, 2000. The description
of the current plan of operation is incorporated by reference to Section
2 of its Form 10-SB.

                               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.

                                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.

                       PART II - OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS

The  Company  is  not a party to any material pending legal  proceedings
and, to the best of its knowledge, no such action has been threatened by
or against the Company.

ITEM 2.   CHANGES IN SECURITIES AND USE OF PROCEEDS

No  issues of securities and no changes in the existing securities  took
place  during  the period covered by this report.  At  the  end  of  the
quarter there were 3,000,000 shares of common stock outstanding.

ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

No such matters were submitted during the most recent quarter.

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

EXHIBITS

a)    The  exhibit consisting of the Company's Articles of Incorporation
  is attached to the Company's Amended Form 10-SB, filed on March 1, 2000.
  This exhibit is incorporated by reference to that Form.

b)    The exhibit consisting of the Company's Bylaws is attached to  the
  Company's Amended Form 10-SB, filed on March 1, 2000. This exhibit  is
  incorporated by reference to that Form.

Reports on Form 8-K:  None

                               SIGNATURES

Pursuant  to  the requirements of Section 12 of the Securities  Exchange
Act  of 1934, the Registrant has duly caused this registration statement
to   be  signed  on  its  behalf  by  the  undersigned,  thereunto  duly
authorized.



                           Melloncamp, Inc.



                           By: /s/ Kenneth D. Greble
                              Kenneth D. Greble, President



                           Date: August 14, 2001