UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                              Washington, D.C. 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 March 31, 2002

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

                   For the transition period from _______ to ________

                   Commission file number:           000-49684
                                              -----------------------

                           HOPEWELL ACQUISITION CORP.
     ----------------------------------------------------------------
    (Exact Name of Small Business Issuer as specified in its charter)

                  Delaware                      01-0558051
     -------------------------------  ------------------------------
    (State or other jurisdiction of     (I.R.S. Employer Identification
       incorporation or organization               Number)


                   38 Fox Run Road, Monroe, Connecticut 06468
                --------------------------------------------------
                      (Address of principal executive offices)

                                (203) 261-5698
                --------------------------------------------------
                           (Issuer's telephone number)

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

    Indicate by check mark whether the Registrant (1) has 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
 Registrant was required to file such reports), and (2) has been subject to
 such filing requirements for the past 90 days.  YES [X]    NO [ ]

   State the number of shares outstanding of each of the issuer's  classes
 of common equity, as of the latest practicable date: 5,000,000 shares of
 common stock, $.0001 par value

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








                             TABLE OF CONTENTS



                                                                      PAGE
  PART  I.  FINANCIAL INFORMATION

  Item 1.   Financial Statements ..................................    4

  Item 2.   Management's Discussion and Analysis or
            Plan of Operation .....................................   11

  PART II.  OTHER INFORMATION

  Item 1.   Legal Proceedings .....................................   13

  Item 2.   Changes in Securities .................................   13

  Item 3.   Defaults Upon Senior Securities .......................   13

  Item 4.   Submission of Matters to a Vote of Security
            Holders ...............................................   13

  Item 5.   Other Information .....................................   13

  Item 6.   Exhibits and Reports on Form 8-K ......................   13

  Signature



                  PART I  -  FINANCIAL INFORMATION


 ITEM 1.    Financial Statements


                       HOPEWELL ACQUISITION CORP.
                    (A DEVELOPMENT STAGE CORPORATION)

                           FINANCIAL STATEMENTS
             AS OF AND FOR THE PERIOD FROM JANUARY 2, 2002
                    (INCEPTION) THROUGH MARCH 31, 2002



                            TABLE OF CONTENTS


                                                               Page No.

Accountants' Review Report ..................................     4

Financial Statements:

 Balance Sheets as of March 31, 2002 (Unaudited) ............     5

 Statements of Operations for the Period from
  January 2, 2002 (inception) Through March 31, 2002
  (Unaudited) ...............................................     6

 Statements of Changes in Stockholders' Equity for the
  Period from January 2, 2002 (inception) to
  March 31, 2002 (Unaudited) ................................     7

 Statements of Cash Flows for the Period from
 January 2, 2002 (inception) to March 31, 2002
 (Unaudited) ................................................     8

Notes to Financial Statements as of March 31, 2002 and for
 the Period from January 2, 2002 to March 31, 2002
 (Unaudited) ................................................    9-11




                    ACCOUNTANTS' REVIEW REPORT


Shareholders and Board of Directors
Hopewell Acquisition Corp.
(A Development Stage Corporation)


   We have reviewed the accompanying balance sheet of Hopewell
Acquisition Corp. (A Development Stage Corporation) as of March
31, 2002 and the related statements of operations, changes in
stockholders' equity, and cash flows for the period from January
2, 2002 (inception) through March 31, 2002, in accordance with
Statements on Standards for Accounting and Review Services issued
by the American Institute of Certified Public Accountants. All
information included in these financial statements is the
representation of the management of Hopewell Acquisition Corp.

   A review consists principally of inquiries of Company personnel
and analytical procedures applied to financial data. It is
substantially less in scope than an audit in accordance with
auditing standards generally accepted in the United States of
America, the objective of which is the expression of an opinion
regarding the financial statements taken as a whole. Accordingly,
we do not express such an opinion.

   Based on our review, we are not aware of any material
modifications that should be made to the accompanying financial
statements in order for them to be in conformity with accounting
principles generally accepted in the United States of America.

   The accompanying financial statements have been prepared in
conformity with generally accepted accounting principles in the
United States, which contemplates the continuation of the Company
as a going concern. As discussed in Note 4, the Company has been
in the development stage since its inception.   Realization of the
Company's assets is dependent upon the Company's ability to meet
its future financing requirements, and the success of future
operations. These factors raise substantial doubt about the
Company's ability to continue as a going concern.



/s/ Lim & Co.
---------------
LIM & Co.
Certified Public Accountants

Edison, New Jersey
May 6, 2002





                          HOPEWELL ACQUISITION CORP.
                      (A DEVELOPMENT STAGE CORPORATION)

                           BALANCE SHEETS (UNAUDITED)
                              MARCH 31, 2002


                                  ASSETS

CURRENT ASSETS:
 Cash ..................................................  $  500
                                                          -------

TOTAL ASSETS ...........................................  $  500
                                                          =======


                    LIABILITIES AND STOCKHOLDER'S EQUITY


LIABILITIES: ..........................................  $   --

STOCKHOLDER'S EQUITY:

 Preferred Stock, $.0001 par value, 20,000,000
 shares authorized, none issued and outstanding .......      --

 Common Stock, $.0001 par value, 80,000,000
 shares authorized, 5,000,000 issued
 and outstanding ......................................     500

Additional paid-in capital ............................     274

Deficit accumulated during development stage ..........    (274)
                                                           ------
 Total Stockholder's Equity ...........................     500

TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY ............  $  500
                                                         ========



   See accountants' review report and notes to the financial
                        statements.




                        HOPEWELL ACQUISITION CORP.
                    (A DEVELOPMENT STAGE CORPORATION)

                   STATEMENTS OF OPERATIONS (UNAUDITED)
            FOR THE PERIOD FROM JANUARY 2, 2002 (INCEPTION)
                      THROUGH MARCH 31, 2002






Revenue .............................................  $   --

Expenses
  Organization expense ..............................     274
                                                         ------
Total expenses ......................................     274
                                                         ------

Loss before taxes ...................................    (274)

Provision for income taxes ..........................      --


NET LOSS ............................................  $ (274)
                                                       ========


Basic loss per common share .........................  $ (.00)
                                                       =======

Diluted loss per common share .......................  $ (.00)
                                                       =======

Basic and diluted weighted average number
 of common shares outstanding ...................    5,000,000
                                                     ==========




        See accountants' review report and notes to the
                 financial statements.






                      HOPEWELL ACQUISITION CORP.
                  (A DEVELOPMENT STAGE CORPORATION)

       STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (UNAUDITED)
            FOR THE PERIOD FROM JANUARY 2, 2002 (INCEPTION)
                       THROUGH MARCH 31, 2002


<TABLE>
<CAPTION>

                                                              Deficit
                                                Additional   Accumulated
                              Common Stock        Paid-In    During Devel-
                          Shares      Amount      Capital    opment Stage   Total
                      -------------  ---------  ----------   -------------  ------

                    <c>           <c>          <c>         <c>          <c>
Common stock
 issuance              5,000,000     $  500      $  --       $   --         $ 500

Fair value of services
 and expenses contributed
                           --           --         274           --           274

Net loss for the period
 ended March 31, 2002      --           --          --         (274)        (274)

BALANCE
 AT MARCH 31, 2002     5,000,000      $  500     $ 274       $ (274)       $ 500
                       =========      ======     ======      =======       ======




         See accountants' review report and notes to financial statements.

</TABLE>



                            HOPEWELL ACQUISITION CORP.
                       (A DEVELOPMENT STAGE CORPORATION)

                       STATEMENTS OF CASH FLOWS (UNAUDITED)
                  FOR THE PERIOD FROM JANUARY 2, 2002 (INCEPTION)
                             THROUGH MARCH 31, 2002


CASH FLOWS FROM OPERATING ACTIVITIES:

Net loss ...............................................   $ (274)

Adjustment to reconcile net loss
 to net cash used by operating activities:
   Capitalized services and expenses ...................      274
                                                             -----
Net cash used in operating activities ..................       --


CASH FLOWS FROM INVESTING ACTIVITIES ...................       --
                                                              -----

CASH FLOWS FROM FINANCING ACTIVITIES:

 Proceeds from issuance of common stock .................     500
                                                             -----
Net cash provided by financing activities ...............     500
                                                             -----

INCREASE IN CASH AND CASH EQUIVALENTS ...................     500


CASH AND CASH EQUIVALENTS   BEGINNING OF PERIOD .........      --
                                                             ======

CASH AND CASH EQUIVALENTS   END OF PERIOD ...............    $ 500
                                                             ======





      See accountants' review report and notes to the financial
                             statements.





                      HOPEWELL ACQUISITION CORP.
                  (A DEVELOPMENT STAGE CORPORATION)
               NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
                           MARCH 31, 2002

NOTE  1 - BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

   A.  Organization and Business Operations

   Hopewell Acquisition Corp. (a development stage company) ("the
   Company") was incorporated in Delaware on January 2, 2002 to serve as
   a vehicle to effect a merger, exchange of capital stock, asset
   acquisition or other business combination with a domestic or foreign
   private business. As of March 31, 2002, the Company had not yet commenced
   any formal business operations, and all activity to date relates to the
   Company's formation and preparation of the filing of a registration
   statement on Form 10-SB with the Securities and Exchange Commission.

   The year-end of the Company is December 31st for both book and tax
   purposes.

   The Company's ability to commence operations is contingent upon its
   ability to identify a prospective target business.

   B.  Basis of Presentation

   The accompanying unaudited financial statements of the Company have
   been prepared in accordance with generally accepted accounting principles
   for interim financial information. Accordingly, they do not include all
   of the information required by generally accepted accounting principles
   in the United States for complete financial statements. In the opinion
   of management, all adjustments (consisting of normal recurring
   adjustments) considered necessary for a fair presentation have been
   included. All such adjustments are of a normal and recurring nature.
   Operating results for the period from January 2, 2002 (inception) to
   March 31, 2002 are not necessarily indicative of the results for any
   future period.

   C.  Income Taxes

   The Company accounts for income taxes under the Financial Accounting
   Standards Board of Financial Accounting No. 109, "Accounting for Income
   Taxes" ("Statement 109").  Under Statement 109, deferred tax assets and
   liabilities are recognized for the future tax consequences attributable
   to differences between the financial statement carrying amounts of
   existing assets and liabilities and their respective tax basis. Deferred
   tax assets and liabilities are measured using enacted tax rates expected
   to apply to taxable income in the years in which those temporary
   differences are expected to be recovered or settled.  Under Statement
   109, the effect on deferred tax assets and liabilities of a change in
   tax rates is recognized in income in the period that includes the
   enactment date. There were no current or deferred income tax expense or
   benefits due to the Company not having any material operations for the
   period ended March 31, 2002.

   D.  Basic and diluted net loss per share

   Net loss per share is calculated in accordance with Statement of
   Financial Accounting Standards 128, "Earnings Per Share" ("SFAS 128").
   Basic net loss per share is based upon the weighted average number of
   common shares outstanding. Diluted net loss per share is based on the
   assumption that all dilutive convertible shares, stock options and
   warrants were converted or exercised. Dilution is computed by applying
   the treasury stock method. At March 31, 2002 there were no dilutive
   convertible shares, stock options or warrants.

NOTE  2 - STOCKHOLDER'S EQUITY

   A.  Preferred Stock

   The Company is authorized to issue 20,000,000 shares of preferred
   stock at $.0001 par value, with such designations, voting and other
   rights and preferences as may be determined from time to time by
   the Board of Directors.

   B.  Common Stock

   The Company is authorized to issue 80,000,000 shares of common stock
   at $.0001 par value.  At inception, January 2, 2002, the Company
   issued 5,000,000 shares of its common stock to Newfield Capital, Inc.
   ("Newfield Capital") pursuant to Section 4(2) of the Securities Act
   of 1933 for an aggregate consideration of $500 in cash.

   C.  Additional Paid-in Capital

   Additional paid-in capital at March 31, 2002 represents the fair value
   of the amount of organization and professional costs incurred by Newfield
   Capital on behalf of the Company. (See Note 3)

NOTE 3 - RELATED PARTY TRANSACTIONS

   The Company's sole officer and director is also the sole beneficial
   shareholder of the Company.

   The Company currently uses the offices of Newfield Capital, the sole
   shareholder of the Company, as its principal place of business at
   no cost to the Company.

   On January 2, 2002, the Company signed an agreement with Newfield
   Capital, the sole shareholder of the Company.  The Agreement calls
   for Newfield to provide the following services, without reimbursement
   from the Company, until the Company enters into a business combination
   as described in Note 1A:

     1.  Preparation and filing of required documents with the Securities
         and Exchange Commission.

     2.  Location and review of potential target companies.

     3.  Payment of all corporate, organizational, and other costs incurred
         by the Company.

NOTE 4 - GOING CONCERN CONSIDERATION

    The accompanying financial statements have been prepared in conformity
    with generally accepted accounting principles in the United States,
    which contemplates the continuation of the Company as a going concern.
    However, the Company is in the development stage, and has no current
    sources of revenue.  Without realization of additional capital, it would
    be unlikely for the Company to continue as a going concern.

    The management's plans include the acquisition of a suitable business
    venture to provide the opportunity for the Company to continue as a
    going concern. However, there can be no assurance that management will
    be successful in this endeavor.



ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Liquidity and Capital Resources

We are a development stage company with minimal assets, and since inception
(January 2, 2002), have experienced operating losses. Our independent
auditors have expressed doubt that we can continue as a going concern unless
we obtain financing to continue operations.  As of March 31, 2002, the
Company's balance sheet reflects a total asset value of $500.

We will incur expenses due to the legal and accounting services required to
prepare and file reports with the Securities and Exchange Commission. We
anticipate that such expenses will be paid by Newfield Capital, Inc., the
sole shareholder of the Company. At inception, the Company signed an
agreement with Newfield Capital, Inc.  The Agreement calls for Newfield
Capital to provide the following services, without reimbursement from the
Company until the Company is able to consummate a business combination:
(i) Preparation and filing of required reports with the Securities and
Exchange Commission, (ii) Location and review of potential target companies,
and (iii) Payment of all corporate, organizational, and other costs incurred
by the Company.  See Note 3 to the Financial Statements.

In the event we acquire a business opportunity we may incur additional
expenses related to proxy or information statements we must provide to our
stockholders which disclose that company's business operations, management
and financial condition.  In addition, the acquired or merged company will
be subject to these same reporting obligations.  The Company has no current
plans to raise additional capital through sale of securities, or otherwise.

Results of Operations

During the period from January 2, 2002 (inception) through March 31, 2002,
the Company has engaged in no significant operations other than
organizational activities and filing of a registration statement on Form
10-SB/12g with the Securities and Exchange Commission under the Securities
and Exchange Act of 1934, as amended. No revenues were received during this
period, and the Company has experienced cumulative net losses of $274.

We are a "blank check" company. The purpose of the Company is to seek,
investigate, and if such investigation warrants, acquire a favorable
business opportunity.  Such an acquisition may be made by purchase, merger,
and /or exchange of stock, or otherwise. Currently the Securities and
Exchange Commission is reviewing the Company's registration statement on
Form 10-SB/12g. After the registration statement becomes effective and
reaches no further comments by the Securities and Exchange Commission, the
Company will investigate, review and evaluate business opportunities as
they become available and will seek to acquire or become engaged in business
opportunities at such time as specific opportunities warrant.  The Company
has very limited capital, and it is unlikely that the Company will be able
to take advantage of more than one such business opportunity.  The Company
intends to seek opportunities demonstrating the potential of long-term
growth as opposed to short-term earnings.

To date the Company has not had any preliminarily contact, agreements or
understandings with any consultant to provide services or with companies
that are searching for blank check companies with which to merge. The
Company does not intend to have any such contact or relationship until
after the effective date of its registration statement and completion of
the comment period with the Securities and Exchange Commission.

To date Mr. Huang, the sole officer and director of the Company, in any
capacity, including as the principal of Newfield Capital, has not had any
preliminary contact or discussions with, and there are no present plans,
proposals, arrangements or understandings with, any representatives of the
owners of any business or company regarding the possibility of a acquisition
or merger transaction. The Company does not intend to have any such contact
or relationship until after the effective date of its registration
statement and completion of the comment period with the Securities and
Exchange Commission.

STATEMENT REGARDING FORWARD-LOOKING INFORMATION

This report contains various forward-looking statements that are based on
the Company's beliefs as well as assumptions made by and information
currently available to the Company.  When used in this report, the words
"believe," "expect," "anticipate," "estimate" and similar expressions are
intended to identify forward-looking statements.  Such statements may
include statements regarding seeking business opportunities, payment of
operating expenses, and the like, and are subject to certain risks,
uncertainties and assumptions which could cause actual results to differ
materially from projections or estimates contained herein.  Factors which
could cause actual results to differ materially include, among others,
unanticipated delays or difficulties in location of a suitable business
acquisition candidate, unanticipated or unexpected costs and expenses,
competition and changes in market conditions, lack of adequate management
personnel and the like. Should one or more of these risks or uncertainties
materialize, or should underlying assumptions prove incorrect, actual
results may vary materially form those anticipated, estimated or projected.
The Company cautions again placing undue reliance on forward-looking
statements all of that speak only as of the date made.


              PART II.   OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS

         None.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

         None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES.

         None.

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

         None.

ITEM 5.  OTHER INFORMATION

         None.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits

  Exhibit No.                      Description
--------------     -----------------------------------------------------
     3.1           Articles of Incorporation of Hopewell Acquisition Corp.*

     3.2           Bylaws of Hopewell Acquisition Corp.*

     10.1          Agreement between the Company and Newfield Capital, Inc.
                   executed on February 2, 2002*

     10.2          Shareholder Agreement executed on February 15, 2002*

  *  Incorporated herein by reference to the Exhibits on the Company's
Form 10-SB/12g as filed with the Securities and Exchange Commission on
March 13, 2002.


(b) Reports on Form 8-K

    No reports on Form 8-K were required to be filed for the period covered
    by this Form 10-QSB.



                               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.



                                    HOPEWELL ACQUISITION CORP.


                                     Date:  May 8, 2002



                                    By:  /s/ Gary G. Huang
                                        -------------------
                                           Gary G. Huang
                                       President and Director