<PAGE>


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

                                   FORM 10-QSB

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

                  For the quarterly period ended March 31, 2002

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

                For the transition period from _______ to _______

                         Commission file number 0-49670

                              OXFORD VENTURES, INC.
        (Exact name of small business issuer as specified in its charter

              NEVADA                                  applied for
(State or other jurisdiction of             (IRS Employment Identification No.)
 incorporation or organization)


                 1481 Barrow Street, North Vancouver, BC V7J 1B6
                    (Address of principal executive offices)

                                 (604) 986-6869
                           (Issuer's telephone number)

         State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date: 1,903,276 as of May 6, 2002

Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X]

<PAGE>

                              OXFORD VENTURES, INC.
                                   FORM 10-QSB
                                      INDEX


                                                                            Page

PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements (unaudited)

Condensed Balance Sheet
March 31, 2002 (unaudited) and December 31, 2001..............................3

Condensed Statements of Operations for the three months ended March 31,
2002 and 2001 (unaudited), and cumulative from inception on September
17, 1987 through March 31, 2002 (unaudited)...................................4

Condensed Statements of Cash Flows for the three months ended March 31,
2002 and 2001 (unaudited), and cumulative from inception on September
17, 1987 through March 31, 2002 (unaudited)...................................5

Condensed Statement of Stockholder's Equity from inception
On September 17, 1987 through March 31, 2002 (unaudited)......................6

Notes to Financial Statements (unaudited).....................................7

Item 2.  Management's Discussion and Analysis or Plan of Operation............8

PART II. OTHER INFORMATION

Item 2.  Changes in Securities................................................9

Item 6.  Exhibits and Reports on Form 8-K.....................................9

Signatures....................................................................10


                                       2
<PAGE>
<TABLE>

PART 1.  FINANCIAL INFORMATION

Item 1.  Financial Statements


                                   OXFORD VENTURES, INC.
                               (A DEVELOPMENT STAGE COMPANY)
                                       BALANCE SHEET
<CAPTION>

                                                                March 31,       December 31,
                                                                   2002            2001
                                                                ----------      ----------
                                                                naudited)
                                     ASSETS
                                     ------

<S>                                                             <C>             <C>
CURRENT ASSETS

  Cash held in trust by related party                           $   4,653       $  12,303
                                                                ----------      ----------

                                                                $   4,653       $  12,303
                                                                ==========      ==========

                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
                 ----------------------------------------------


CURRENT LIABILITIES
  Accrued liabilities                                           $     838       $     168
  Shareholder advances                                              5,390           5,390
                                                                ----------      ----------

TOTAL CURRENT LIABLITIES                                            6,228           5,558

SUBORDINATED CONVERTIBLE DEBENTURES                                                15,000
                                                                ----------      ----------

TOTAL LIABILITIES                                                   6,228          20,558
                                                                ----------      ----------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY (DEFICIT)

     Common stock, par value $.001, 100,000,000 shares
        authorized, 1,903, 276 and 53,276 shares outstanding        1,903              53
     Paid-in capital                                              111,118          90,968
     Contributed capital                                            8,950           8,650
    (Deficit) accumulated during the development stage           (123,546)       (107,926)
                                                                ----------      ----------

          Total Stockholders' Equity (Deficit)                     (1,575)         (8,255)
                                                                ----------      ----------

                                                                $   4,653       $  12,303
                                                                ==========      ==========
</TABLE>

                      SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

                                            3
<PAGE>
<TABLE>

                                        OXFORD VENTURES, INC.
                                    (A DEVELOPMENT STAGE COMPANY)
                                      STATEMENTS OF OPERATIONS
                                             (UNAUDITED)
<CAPTION>


                                                                                             CUMMULATIVE
                                                                                                 FROM
                                                                                             SEPTEMBER 17,
                                                                                                 1987
                                                              THREE MONTHS ENDED              (INCEPTION)
                                                                   MARCH 31,                      TO
                                                         ------------------------------         MARCH 31,
                                                             2002              2001              2002
                                                         ------------      ------------      ------------
                                                                                              (UNAUDITED)
<S>                                                      <C>               <C>               <C>
REVENUE                                                  $         -       $         -       $         -
                                                         ------------      ------------      ------------

EXPENSES:
      General and administrative                              15,788               954            89,240
      Equity in (loss) of unconsolidated subsidiary                                               34,301
      interest                                                  (168)                                  5
                                                         ------------      ------------      ------------

          Total Expenses                                      15,620               954           123,546
                                                         ------------      ------------      ------------

NET (LOSS)                                               $   (15,620)      $      (954)      $  (123,546)
                                                         ============      ============      ============

NET (LOSS) PER COMMON SHARE-BASIC                        $     (0.01)      $     (0.02)
                                                         ============      ============

WEIGHTED AVERAGE NUMBER OF
   COMMON SHARES OUTSTANDING                               1,169,943            49,481
                                                         ============      ============

</TABLE>

                           SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

                                                 4
<PAGE>
<TABLE>

                                        OXFORD VENTURES, INC.
                                    (A DEVELOPMENT STAGE COMPANY)
                                      STATEMENTS OF CASH FLOWS
                                             (UNAUDITED)
<CAPTION>


                                                                                             CUMMULATIVE
                                                                                                 FROM
                                                                                             SEPTEMBER 17,
                                                                                                 1987
                                                                 THREE MONTHS ENDED           (INCEPTION)
                                                                        MARCH 31,                 TO
                                                              --------------------------       MARCH 31,
                                                                 2002            2001            2002
                                                              ----------      ----------      ----------
CASH FLOWS FROM OPERATING ACTIVITIES:                                                         (UNAUDITED)
<S>                                                           <C>             <C>             <C>
      Net (loss) from operations                              $ (15,620)      $    (954)      $(123,546)
      Adjustments to reconcile net (loss) to net
        cash used by operating activities:
          Contributed capital                                       300             300           8,950
          Impairment loss provided by stock issuance                                                500
          Stock issued for services                               7,000               -          40,286
          Changes in:
                 Trust funds                                      7,650               -          (4,653)
                 Accounts payable                                                                     -
                 Accrued liabilities                                670             625             838
                 Shareholder advances                                                             5,390
                                                              ----------      ----------      ----------

          Net Cash (Used) by Operating Activities                     0             (29)        (72,235)
                                                              ----------      ----------      ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
     Proceeds from subordinated convertible debentures                -               -          15,000
     Proceeds from sale of common stock                               -               -          57,235
                                                              ----------      ----------      ----------

          Net Cash From Financing Activities                          -               -          72,235
                                                              ----------      ----------      ----------


NET INCREASE IN CASH                                                  0             (29)              0

CASH, beginning of period                                             -              65               -
                                                              ----------      ----------      ----------

CASH, end of period                                           $       0       $      36       $       -
                                                              ==========      ==========      ==========


SUPPLEMENTAL SCHEDULE OF NONCASH
   INVESTING AND FINANCING ACTIVITIES:
          Subordinated Convertible Debentures
            converted to common stock                         $  15,000                       $  15,000
          Stock issued for shareholder loan reduction                 -                          13,423
                                                              ----------                      ----------
</TABLE>


                          SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

                                                 5
<PAGE>
<TABLE>

                                             OXFORD VENTURES, INC.
                                         (A DEVELOPMENT STAGE COMPANY)
                                 STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
<CAPTION>


                                                                                                (DEFICIT)
                                                                                               ACCUMULATED
                                                COMMON STOCK                                   DURING THE
                                              ----------------------  PAID-IN   CONTRIBUTED    DEVELOPMENT
                                                SHARES      AMOUNT    CAPITAL     CAPITAL         STAGE          TOTAL
                                              ------------ --------- ---------- -----------   -------------   -----------
<S>                                           <C>          <C>       <C>        <C>           <C>             <C>
(unaudited)
BALANCE, AT INCEPTION                                   -  $      -  $       -  $        -    $          -    $        -
  Stock issued for services                    30,786,970    30,787                                               30,787
  Reverse stock split 600 for 1               (30,733,239)  (30,733)    30,733                                         -

  Net (loss) for the year                                                                          (30,787)      (30,787)
                                              ------------ --------- ---------- -----------   -------------   -----------

BALANCE, DECEMBER 31, 1997                         53,731        54     30,733           -         (30,787)            -
  Stock issued in a private placement
   in August 1998, net of offering
   costs of $5,700                              5,070,000     5,070      4,440                                     9,510
  Net (loss) for the year                                                                           (9,510)       (9,510)
                                              ------------ --------- ---------- -----------   -------------   -----------

BALANCE, DECEMBER 31,1998                       5,123,731     5,124     35,173           -         (40,297)            -

  Net (loss) for the year                                                                          (12,050)      (12,050)
                                              ------------ --------- ---------- -----------   -------------   -----------

BALANCE, DECEMBER 31,1999                       5,123,731     5,124     35,173           -         (52,347)      (12,050)

 Stock issued at $.01, October 12, 2000         4,772,390     4,772     42,952                                    47,724
 Contributed capital                                                                 3,700                         3,700
 Net (loss) for the year                                                                           (45,751)      (45,751)
                                              ------------ --------- ---------- -----------   -------------   -----------

BALANCE, DECEMBER 31, 2000 (UNAUDITED)          9,896,121     9,896     78,125       3,700         (98,098)       (6,377)
(AUDITED)
Stock issued November 15, 2001 to
 acquire subsidiary company                       500,000       500                                                  500
Stock issued for services at $.01
  on November 15, 2001                            250,000       250      2,250                                     2,500
 Contributed capital                                                                 4,950                         4,950
 Reverse stock split, 200 for 1
  January 4, 2002                             (10,592,845)  (10,593)    10,593                                         -
 Net (loss) for the year                                                                            (9,828)       (9,828)
                                              ------------ --------- ---------- -----------   -------------   -----------


BALANCE, DECEMBER 31, 2001 (AUDITED)               53,276        53     90,968       8,650        (107,926)       (8,255)
(UNAUDITED)
Conversion of subordinated convertible
   debentures on February 8, 2002, at
   $.01 per share                               1,500,000     1,500     13,500                                    15,000
Stock issued for services at $.02 per share
  on March 4, 2002                                350,000       350      6,650                                     7,000
 Contributed capital                                                                   300                           300
 Net (loss) for the quarter                                                                        (15,620)      (15,620)
                                              ------------ --------- ---------- -----------   -------------   -----------

BALANCE, MARCH 31, 2002 (UNAUDITED)             1,903,276  $  1,903  $ 111,118  $    8,950    $   (123,546)   $   (1,575)
                                              ============ ========= ========== ===========   =============   ===========
</TABLE>

                                SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

                                                      6
<PAGE>

Notes to Financial Statements

Note 1. BASIS OF PRESENTATION

In the opinion of management, the accompanying unaudited condensed financial
statements have been prepared in accordance with generally accepted accounting
principles for interim financial information and with the instructions to Form
10-QSB. 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 (consisting of normal
recurring accruals) considered necessary for a fair presentation of the
Company's financial position as of March 31, 2002 and the results of its
operations and cash flows for the three months ended March 31, 2002 and 2001.
Operating results for the three months ended March 31, 2002 are not necessarily
indicative of the results that may be expected for the year ended December 31,
2002.

These condensed financial statements should be read in conjunction with the
financial statements and notes thereto contained in the Company's Form 10-SB for
the year ended December 31, 2001.

Note 2. COMMON STOCK TRANSACTIONS

All of the $15,000 of subordinated convertible debentures were converted into
1,500,000 shares of the Company's common stock in February 2002. The Company
issued an additional 350,000 shares of common stock to four individuals for
management services rendered valued at $.02 per share.

                                       7
<PAGE>

Item 2.  Plan Of Operations

The following should be read in conjunction with the Company's consolidated
financial statements and notes thereto, included elsewhere within this report.

Overview
--------

The Company is considered a development stage company with no assets or capital
and with no operations or income since inception. The costs and expenses
associated with the preparation and filing of this registration statement and
other operations of the Company have been paid for by loans from shareholders
and officers of the Company. It is anticipated that the Company will require
only nominal capital to maintain the corporate viability of the Company and
necessary funds will most likely be provided by the Company's existing
shareholders or its officers and directors in the immediate future. However,
unless the Company is able to facilitate an acquisition of or merger with an
operating business or is able to obtain significant outside financing, there is
substantial doubt about its ability to continue as a viable corporation.

In the opinion of management, inflation has not and will not have a material
effect on the operations of the Company until such time as the Company
successfully completes an acquisition or merger. At that time, management will
evaluate the possible effects of inflation on the Company as it relates to its
business and operations following a successful acquisition or merger.

Plan of Operation
-----------------

During the next twelve months, the Company will actively seek out and
investigate possible business opportunities with the intent to acquire or merge
with one or more business ventures. In its search for business opportunities,
management will follow the procedures outlined in Item I above. Because the
Company lacks finds, it may be necessary for the officers and directors to
either advance funds to the Company or to incur expenses until such time as a
successful business consolidation can be made. Management intends to hold
expenses to a minimum and to obtain services on a contingency basis when
possible. Further, the Company's President and sole Director will defer any
compensation until such time as an acquisition or merger can be accomplished and
will strive to have the business opportunity provide their remuneration.
However, if the Company engages outside advisors or consultants in its search
for business opportunities, it may be necessary for the Company to attempt to
raise additional funds.

In the event the Company does need to raise capital most likely the only method
available to the Company would be the private sale of its securities. Because of
the nature of the Company as a development stage company, it is unlikely that it
could make a public sale of securities or be able to borrow any significant sum,
from either a commercial or private lender. There can be no assurance that the
Company will be able to obtain additional funding when and if needed, or that
such funding, if available, can be obtained on terms acceptable to the Company.

The Company does not intend to use any employees, with the possible exception of
part-time clerical assistance on an as-needed basis. Outside advisors or
consultants will be used only if they can be obtained for minimal cost or on a
deferred payment basis. Management is confident that it will be able to operate
in this manner and to continue its search for business opportunities during the
next twelve months.

                                       8
<PAGE>

Results of Operation
--------------------

The Company has had no operations during this reporting period. During the
quarterly period covered by this report, the Company received no revenue and
incurred expenses of $15,620 stemming from general and administrative
expenditures.

Liquidity
---------

As of March 31, 2002 the Company had total current assets of $4,653 and total
liabilities of $6,228


PART II. OTHER INFORMATION

Item 2.  Changes in Securities

On February 8, 2002, the Company issued 1,500,000 common shares pursuant to the
terms of three subordinated convertible promissory notes originally dated
November 21, 2000. The notes were valued at $5,000 each and were converted at a
price of $0.01 per share. Such shares were issued under Section 4(2) of the
Securities Act and are subject to Rule 144 of the Act.

On March 4, 2002, the Company issued 350,000 common shares at $0.02 per share,
pursuant to Rule 701 of the Securities at for consulting and management
services.

Item 6.  Exhibits And Reports On Form 8-K

(a)      Exhibits

         3.1      Articles of Incorporation of the Registrant (1)

         3.2      By-laws of the Registrant (1)

         10.1     Consulting Agreement dated March 4, 2002, between the Company
                  and Thomas Braun

         10.2     Consulting Agreement dated March 4, 2002, between the Company
                  and Peter Braun

         10.3     Consulting Agreement between the Company and Robert Harrison
                  dated March 4, 2002

         10.4.    Consulting Agreement between the Company and Anna Trinh dated
                  March 4, 2002

------------------------
         (1)      Included as an Exhibit to Oxford Ventures, Inc.'s registration
                  statement on Form 10-SB filed on March 8, 2002

                                       9
<PAGE>

(b)      Reports on Form 8-K filed during the three months ended March 31, 2002.

         There have been no current reports on Form 8-K filed by the Registrant
for the three months ended March 31, 2002.


SIGNATURES

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

Date:  May 6, 2002                                   Oxford Ventures, Inc.

                                                     /s/ Robert Harrison
                                                     ---------------------------
Robert Harrison
                                                     President

                                       10