U.S. SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C. 20549

                              FORM 10-QSB


           QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                   SECURITIES EXCHANGE ACT OF 1934
           FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2001

        TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                   SECURITIES EXCHANGE ACT OF 1934

                    For the transition period from to

                     Commission File Number: 0-13597

                              ASDAR GROUP
         (Exact name of registrant as specified in its charter)

                                 NEVADA
     (State or other jurisdiction of incorporation or organization)

                               88-0195105
                  (I.R.S. Employer Identification No.)

            1239 West Georgia Street, Suite 3004
            Vancouver, British Columbia, Canada             V6E 4R8
    (Address of registrant's principal executive offices)  (Zip Code)

                              604.664.0499
        (Registrant's Telephone Number, Including Area Code)



APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practical date.  As of September 30, 2001
there were 11,996,165 shares of the issuer's $.001 par value common stock
issued and outstanding.


ITEM 1. Financial Statements            Copies of the financial statements
specified in Regulation 228.310 (Item 310) are filed with this Registration
Statement, Form 10-QSB.

<table>
<caption>

     <c>                                                                              <c>
Index to Financial Statements                                                            Page

1.      Title Page                                                                        F-1

2.      Balance Sheets as of September 30, 2001 and December 31, 2000.                    F-1

3.      Statements of Operations for three month periods ending September 30, 2001 and
September 30, 2000, nine month periods ended September 30, 2000 and September
30, 2001 and from inception to September 30, 2001.                                        F-2

4.      Statement of Cash Flows for nine month periods ended September 30, 2001 and
September 30, 2000 and from inception to September 30, 2001.                              F-3

5.      Notes to the financial statements.                                         F-4 to F-9

</table>


<PAGE>F-1

                            ASDAR GROUP
                   (A Development Stage Company)
                   INTERIM FINANCIAL STATEMENTS
                        SEPTEMBER 30, 2001
                            (Unaudited)





                            ASDAR GROUP
                   (A Development Stage Company)

                          BALANCE SHEETS

<table>
<caption>

                                                <c>                     <c>
                                                   September 30, 2001      December 31, 2000
                                                      (Unaudited)
ASSETS

CURRENT ASSETS
        Cash                                       $        104,151       $             6,056
        Taxes recoverable                                       711                       264
        Advances receivable                                       -                    55,000
        Prepaid and other                                    12,812                         -
        Due from related parties (Note 5)                   178,487                    13,267
        296,161 74,587

INTEREST IN OIL AND GAS PROPERTIES (Note 3)                 941,909                 1,646,633

                                                   $      1,238,070        $        1,721,220


LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
        Accounts payable and accrued liabilities   $         23,713        $           33,735
        Due to related parties                              112,904                    75,000

                                                            136,617                   108,735

CONTINGENCIES (Note 1)

STOCKHOLDERS' EQUITY (Note 4)
        Common stock, $.001 par value,
         50,000,000 shares authorized
         2001 - 11,996,165 (2000 - 10,730,433)
         shares issued and outstanding                       11,996                    10,730
        Additional paid-in capital                       10,780,640                10,177,534
        Common stock subscriptions                          658,000                         -
        Deficit accumulated during the
         development stage                              (10,349,183)               (8,575,779)

                                                          1,101,453                 1,612,485

                                                   $      1,238,070         $       1,721,220

The accompanying notes are an integral part of these interim financial statements

</table>

<PAGE>F-2
                            ASDAR GROUP
                   (A Development Stage Company)

                 INTERIM STATEMENTS OF OPERATIONS

                            (Unaudited)

<table>
<caption>

                                                              <c>                  <c>

                                                                  three               three
                                                                  months              months
                                                                  ended               ended
                                                                  September 30,       September 30,
                                                                  2001                2000

EXPENSES
        Litigation settlement                                $          -          $         -
        Management and consulting fees                            132,956               11,121
        General and administrative                                107,285               83,545
        Professional fees                                          20,849                    -
        Software development costs                                      -               86,600
        Write-down of interest in oil and gas properties        1,046,633                    -
                                                              -----------            ---------
NET LOSS FOR THE PERIOD                                      $  1,307,723          $   181,266
                                                              ===========            =========



BASIC NET LOSS PER SHARE                                     $       0.11          $      0.04
                                                              ===========            =========
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING                     11,733,284            4,579,933
                                                              ===========            =========

The accompanying notes are an integral part of these interim financial statements

</table>

                            ASDAR GROUP
                   (A Development Stage Company)

             INTERIM STATEMENTS OF OPERATIONS (continued)

                            (Unaudited)

<table>
<caption>

                                                            <c>                 <c>                <c>

                                                               nine                nine               Cumulative
                                                               months              months             from January
                                                               ended               ended              1, 1996 to
                                                               September 30,       September 30,      September 30,
                                                               2001                2000               2001

EXPENSES
        Litigation settlement                                   $        -         $          -      $     2,291,070
        Management and consulting fees                             310,371                7,340              818,940
        General and administrative                                 284,800              318,644              559,946
        Professional fees                                          131,600                    -              434,661
        Software development costs                                       -              686,600              737,300
        Write-down of interest in oil and gas properties         1,046,633                    -            1,046,633
                                                                 ---------          -----------       --------------
NET LOSS FOR THE PERIOD                                         $1,773,404         $  1,012,584      $     5,888,550
                                                                 =========          ===========       ==============



BASIC NET LOSS PER SHARE                                        $      0.16        $       0.24
                                                                 =========          ===========
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING                       11,240,994           4,217,696
                                                                 =========          ===========

The accompanying notes are an integral part of these interim financial statements.

</table>

<PAGE>F-3
                            ASDAR GROUP
                   (A Development Stage Company)

                 INTERIM STATEMENTS OF CASH FLOWS

                            (Unaudited)

<table>
<caption>

                                                                    <c>                 <c>                <c>

                                                                       nine                nine               Cumulative
                                                                       months              months             from January
                                                                       ended               ended              1, 1996 to
                                                                       September 30,       September 30,      September 30,
                                                                       2001                2000               2001
CASH FLOWS FROM OPERATING ACTIVITIES
        Net loss for the period                                    $   (1,307,723)       $  (1,012,584)      $  (5,888,550)
        Adjustments to reconcile net loss to net cash
         from operating activities:
        - fees and services paid for with common shares                   330,122              290,300             766,222
        - interest paid for with common shares                                  -                2,250               2,250
        - software development costs paid for with common shares                -              600,000             600,000
        - write-down of interest in oil and gas properties              1,046,633                    -           1,046,633
        - other non-cash expenses                                               -                    -           2,502,381
                                                                         (396,649)            (120,034)           (971,064)

        - net changes in working capital items                             46,719               19,871             263,224

CASH USED IN OPERATING ACTIVITIES                                        (349,930)            (100,163)           (707,840)


CASH FLOWS FROM INVESTING ACTIVITIES
        Oil and gas property acquisitions                                (312,659)                   -            (364,292)


CASH FLOWS FROM FINANCING ACTIVITIES
   Net proceeds on sale of common stock                                   175,000                    -             175,000
        Net proceeds from common stock subscriptions                      658,000                    -             658,000
        Net advances (to) from related parties                           (127,316)             101,600            (131,717)
        Advances receivable                                                55,000                    -             475,000

CASH FLOWS FROM FINANCING ACTIVITIES                                      760,684              101,600           1,176,283

INCREASE IN CASH                                                           98,095                1,437             104,151

CASH, BEGINNING OF PERIOD                                                   6,056                  708                   -

CASH, END OF PERIOD                                                $      104,151        $       2,145       $     104,151

</table>


OTHER NON-CASH TRANSACTIONS:

During the current period the Company issued 50,000 common shares to a
significant shareholder at $.585 per share for a finder's fee relating to the
acquisition of the Harvester Property.

The accompanying notes are an integral part of these interim financial
statements.

<PAGE>F-4
                            ASDAR GROUP
                  (A Development Stage Company)
               NOTES TO INTERIM FINANCIAL STATEMENTS
                        SEPTEMBER 30, 2001
                           (Unaudited)


NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION

The company was incorporated as Venture Investments Inc. under the Laws of the
State of Nevada on November 29, 1983.  The company underwent a name change to
Asdar Group on December 10, 1997.  The company was dormant from 1991 to 1996
and currently has no revenue generating operations.  In accordance with SFAS
#7, the company is considered a development stage company since January 1,
1996.

The financial statements have been prepared on the basis of a going concern
which contemplates the realization of assets and the satisfaction of
liabilities in the normal course of business.  The Company is in the
development stage, has not generated any revenues or completed development of
any commercially acceptable products or services to date and further
significant losses are expected to be incurred in developing its business.
The Company to continue as a going concern and realize the carrying value of
oil and gas properties is dependent upon the successful development and
commercialisation of these properties, raising additional capital, and
ultimately on generating future profitable operations.

Unaudited Interim Financial Statements

The accompanying unaudited interim financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-QSB of Regulation S-B. They
do not include all information and footnotes required by generally accepted
accounting principles for complete financial statements. However, except as
disclosed herein, there has been no material change in the information
disclosed in the notes to the financial statements for the year ended December
31, 2000 included in the Company's Annual Report on Form 10-KSB filed with the
Securities and Exchange Commission. The interim unaudited financial statements
should be read in conjunction with those financial statements included in the
Form 10-KSB. In the opinion of Management, all adjustments considered
necessary for a fair presentation, consisting solely of normal recurring
adjustments, have been made. Operating results for the nine months ended
September 30, 2001 are not necessarily indicative of the results that may be
expected for the year ending December 31, 2001.

<PAGE>F-5

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation

The accompanying financial statements are presented in United States dollars
and are prepared in accordance with accounting principles generally accepted
in the United States.

Use of Estimates and Assumptions

Preparation of the Company's 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 those estimates.

Cash and Cash Equivalents

The Company considers all liquid investments, with an original maturity of
three months or less when purchased, to be cash equivalents.

Foreign Currency Translation

The financial statements are presented in United States dollars.  In
accordance with Statement of Financial Accounting Standards No. 52, "Foreign
Currency Translation", foreign denominated monetary assets and liabilities are
translated to their United States dollar equivalents using foreign exchange
rates which prevailed at the balance sheet date.  Revenue and expenses are
translated at average rates of exchange during the year.  Related translation
adjustments are reported as a separate component of stockholders' equity,
whereas gains or losses resulting from foreign currency transactions are
included in results of operations.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (con't)

Oil and Gas Properties

The Company follows the full cost method of accounting for its oil and gas
operations whereby all cost related to the acquisition of petroleum and
natural gas interests are capitalized.  Such costs include land and lease
acquisition costs, annual carrying charges of non-producing properties,
geological and geophysical costs, costs of drilling and equipping productive
and non-productive wells, and direct exploration salaries and related
benefits.  Proceeds from the disposal of capital assets are recorded as a
reduction of the related expenditures without recognition of a gain or loss
unless the disposal would result in a change of 20 percent or more in the
depletion rate.

Depletion and depreciation of the capitalized costs will be computed using the
unit-of-production method based on the estimated proven reserves of oil and
gas determined by independent consultants.

Under the full cost method of accounting as set forth by the U.S. Securities
and Exchange Commission, the costs capitalized in each cost center, net of
future income taxes and provisions for site restoration costs, are limited to
an amount equal to the present value of future net revenues from proven
reserves discounted at 10%, plus the lower of cost or estimated fair market
value of unproved properties.

The Company's oil and gas properties are currently classified as unproven, and
accordingly, a reserve-based estimate of future cash flows is note applicable
at this time.  The carrying values of unproven interests are assessed annually
or as economic events dictate, for potential impairment.

Fair Value of Financial Instruments

The following disclosure of the estimated fair value of financial instruments
is made in accordance with the requirements of SFAS No. 107. Disclosures about
Fair Value of Financial Instruments. The estimated fair value amounts have
been determined by the Company, using available market information and
appropriate valuation methodologies.  The fair value of financial instruments
classified as current assets or liabilities including cash and cash
equivalents and notes and accounts payable approximate carrying value due to
the short-term maturity of the instruments.

Stock-Based Compensation

The Company accounts for stock-based compensation in respect to stock options
granted to employees and officers using the intrinsic value based method in
accordance with APB 25. Stock options granted to non-employees are accounted
for using the fair value method in accordance with SFAS No. 123.  In addition,
with respect to stock options granted to employees, the Company provides pro-
forma information as required by SFAS No. 123 showing the results of applying
the fair value method using the Black-Scholes option pricing model.

The Company accounts for equity instruments issued in exchange for the receipt
of goods or services from other than employees in accordance with SFAS No. 123
and the conclusions reached by the Emerging Issues Task Force in Issue No.
96-18.  Costs are measured at the estimated fair market value of the
consideration received or the estimated fair value of the equity instruments
issued, whichever is more reliably measurable.  The value of equity
instruments issued for consideration other than employee services is
determined on the earliest of a performance commitment or completion of
performance by the provider of goods or services as defined by EITF 96-18.

<PAGE>F-6

Income taxes

The Company follows the liability method of accounting for income taxes.
Under this method, future 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 balances.  Future tax assets and liabilities are measured using
enacted or substantially enacted tax rates expected to apply to the taxable
income in the years in which those differences are expected to be recovered or
settled.  The effect on future tax assets and liabilities of a change in tax
rates is recognized in income in the period that includes the date of
enactment or substantive enactment.  As at September 30, 2001 the Company had
net operating loss carryforwards; however, due to the uncertainty of
realization the Company has provided a full valuation allowance for the
deferred tax assets resulting from these loss carryforwards.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (con't)

Net Loss per Common Share

Basic earnings per share includes no dilution and is computed by dividing
income available to common stockholders by the weighted average number of
common shares outstanding for the period.  Dilutive earnings per share
reflects the potential dilution of securities that could share in the earnings
of the Company. The accompanying presentation is only of basic loss per share
as the potentially dilutive factors are anti-dilutive to basic loss per share.

Recent Accounting Pronouncements

On March 31, 2000, the Financial Accounting Standards Board ("FASB") issued
FASB Interpretation No.44, Accounting for Certain Transactions Involving Stock
Compensation - An Interpretation of APB Opinion No. 25 ("FIN 44"), which
provides guidance as to certain applications of APB 25. FIN 44 is generally
effective July 1, 2000 with the exception of certain events occurring after
December 15, 1998. The Company has determined that the implementation of this
standard does not have a material impact on its financial statements.

NOTE 3 - INTEREST IN OIL AND GAS PROPERTIES

Harvester Property, California, USA:

On February 26, 2001, the Company acquired a 50% working interest in the
Harvester Prospect, located in the San Joaquin Basin in Kings County,
California from International Brooks Petroleum Ltd.  To date the Company has
paid a total of $344,909 on a well re-entry program.  All future costs will be
split 50/50 between the Company and International Brooks Petroleum Ltd.  The
re-entry drilling program was completed in July, 2001 to a total depth of
14,242 feet. Subsequent logging of the well identified two primary and five
secondary completion targets. The Company received a cash call for $269,647 as
its share of completion costs for the well and this amount was advanced on
October 10, 2001.

<PAGE>F-7

LAK Ranch Oil Project, Wyoming, USA:

On September 20, 2000, the company signed an agreement with 2U Online.com,
Inc. ("2U"), a Delaware public corporation under common management, to acquire
all of 2U's 25% interest in the oil and natural gas rights on 6,360 acres
located in the Powder River Basin of eastern Wyoming (the "LAK Ranch") in
consideration for the issuance of 5,000,000 restricted common shares and a
finder's fee of 500,000 restricted common shares.

The LAK Ranch Oil Project consists of a steam assisted gravity drainage
("SAGD") production well and surface facilities which has been developed by
Derek Resources Corporation ("Derek") pursuant to an option agreement dated
September 27, 1997 between a predecessor optionor and Derek.  The option
agreement provided, amongst other terms, that Derek could acquire a 75%
interest in the project by developing a SAGD well pair and surface facility
and fund the initial start up operations for six months at a budgeted cost of
$3,500,000.  As at September 30, 2001, the project was substantially complete,
however Derek has incurred substantial cost overruns of approximately
$4,200,000.  Derek asserted a contractual right to collect 25% of this cost
overrun from the Company which the Company disputed.  As a result, Derek
commenced foreclosure proceedings on the Company's 25% interest in the
property which the Company disputed.  The matter was subject to various legal
proceedings that were to be heard before the Wyoming court on October 31,
2001. However, on October 19, 2001 a litigation settlement was reached between
the Company and Derek.  Refer to Note 6.

As a result of the settlement the Company received a 0.7% gross overriding
royalty interest in the property in exchange for its 25% interest and certain
other considerations.  At September 30, 2001 the Company has written down the
carrying value of its interest in the LAK Ranch Project to the estimated net
realizable value resulting in a loss of $1,046,633.

NOTE 4 - CAPITAL STOCK

The Company's capitalization is 50,000,000 common shares with a par value of
$0.001 per share.

During the quarter ended September 30, 2001 the Company issued a total of
434,458 shares at a price of $.375 per share to certain directors and officers
in payment for management and consulting fees totalling $162,922.

During the quarter ended September 30, 2001 the Company received $3,000
towards the issuance of 6,000 units at a price of $0.50 per unit. Each unit
consists of one common share and one share purchase warrant entitling the
holder to purchase an additional share at a price of $0.60 per share for
eighteen months. These shares have not yet been issued.

<PAGE>F-8

During the quarter ended September 30, 2001 the Company received $25,000
towards the issuance of 1,000,000 units at a price of $0.30 per unit for gross
proceeds of $300,000. Each unit consists of one common share and one share
purchase warrant entitling the holder to purchase and additional share at a
price of $0.35 per share for one year. The balance of $275,000 was received on
October 12, 2001 and the 1,000,000 shares were issued.

During the quarter ended June 30, 2001 the Company issued a total of 50,000
shares to a significant shareholder in payment for a finders fee in connection
with the acquisition of the Harvester Property.  These shares were valued at
$0.585 per share or $29,250.

During the quarter ended June 30, 2001 the Company received $175,000 towards
the issuance of 350,000 units at a price of $.50 per unit.  Each unit consists
of one common share and one share purchase warrant entitling the holder to
purchase an additional share at a price of $0.60 per share for eighteen
months.  These shares were issued on July 12, 2001.

During the quarter ended March 31, 2001 the Company arranged a financing of
1,000,000 units at $.70 per unit for gross proceeds of $700,000.  Each unit
subscribed for consists of one common share and one share purchase warrant
entitling the holder to purchase an additional share at a price of $0.75 per
share for two years.  A finder's fee of 10% was paid to a private company
controlled by a significant shareholder.  The Company has received the funds
from the subscriptions and as yet have not issued the shares.

During the quarter ended March 31, 2001 the Company issued a total of 431,274
shares in payment for services and to settle debt totalling $237,200.

NOTE 5 - RELATED PARTY TRANSACTIONS

During the quarter ended September 30, 2001 the Company incurred management
fees of $42,000 to directors.

During the quarter ended September 30, 2001 the Company incurred consulting
fees of $7,800 to private companies controlled by a significant shareholder.

At September 30, 2001 an amount of $178,487 is owing from 2U Online.com, Inc.
and its subsidiary, a public company with a director in common, and an amount
of $112,904 is owing to directors and a company controlled by a significant
shareholder.

Refer to Notes 3 and 4.

<PAGE>F-9

NOTE 6 - LITIGATION SETTLEMENT

On October 19, 2001, the Company entered into an agreement with Derek
Resources Corporation to settle the existing litigation commenced in Wyoming
with respect to the LAK Ranch Property. The basis upon which each Company have
agreed to settle the litigation include the following:

The Company and Derek will agree to discontinue their respective court actions
commenced in the State of Wyoming with respect to the LAK Ranch Property.

The Company will release the lis pendens filed against the Property and will
quit claim to Derek all of its right, title and interest in the Lak Ranch
Property.

Derek will grant to Asdar a 0.70% (.7 of 1%) proportionate, reducible, Gross
Overriding Royalty over all of Derek's interest in the Property.  The Royalty
is to be retroactive to the commencement of production from the Property.

If Derek sells any or all interest in the LAK Ranch Property, it will pay to
Asdar, subject to adjustments, 7.5% of the net sales proceeds on the first
$7,500,000 and 1% on any balance over and above $7,500,000, subject to a
$50,000 payment to Derek for reimbursement of legal costs.

NOTE 7 - FINANCINGS

On July 11, 2001 the Company filed a Form SB-2 Registration Statement with the
Securities and Exchange Commission.  The preliminary prospectus which was
filed as part of this Registration Statement relates to an offering of a
maximum of 2,500,000 Units (1,500,000 Series A Units and 1,000,000 Series B
Units) which are being sold on a "best efforts basis" in units (the "Units"),
each Unit consisting of one common share, $0.001 par value per share (the
"Shares") and one redeemable common share purchase warrant (the "Unit
Warrants").  The Unit Warrants are detachable upon issuance and will trade
separately after being detached.

Each Series A Unit Warrant entitles the holder to purchase one Share for a
period of eighteen months commencing on the closing date of the offering at an
exercise price of $0.60.

Each Series B Unit Warrant entitles the holder to purchase one Share for a
period of eighteen months commencing on the closing date of the offering at
various exercise prices.

In addition, the Prospectus will qualify for sale an offering of 1,000,000
common shares subscribed for at $0.70 per share and 1,000,000 common shares
underlying warrants at $0.75 per share.  These shares may be offered for sale
by selling security holders directly to the public.

In addition, the Prospectus relates to an offering of 350,000 common shares
subscribed for at $0.50 per share and 1,000,000 common shares underlying
warrants at $0.60 per share.  These shares may be offered for sale by selling
security holders directly to the public.

The Form SB-2 is still subject to completion.

NOTE 8 - SUBSEQUENT EVENT

In November, 2001, outstanding debt in the amount of $158,500 was settled
through the issuance of 528,333 shares of the Company's $.001 par value common
stock.  The debt was comprised of a $100,000 loan made to the Company and
$58,000 owing for services performed and expenses incurred on behalf of the
Company.


ITEM 2.         Plan of Operation

This following information specifies certain forward-looking statements of
management of the company. Forward-looking statements are statements that
estimate the happening of future events and are not based on historical fact.
Forward-looking statements may be identified by the use of forward-looking
terminology, such as "may", "shall", "will", "could", "expect", "estimate",
"anticipate", "predict", "probable", "possible", "should", "continue", or
similar terms, variations of those terms or the negative of those terms.  The
forward-looking statements specified in the following information have been
compiled by our management on the basis of assumptions made by management and
considered by management to be reasonable. Our future operating results,
however, are impossible to predict and no representation, guaranty, or
warranty is to be inferred from those forward-looking statements.

The assumptions used for purposes of the forward-looking statements specified
in the following information represent estimates of future events and are
subject to uncertainty as to possible changes in economic, legislative,
industry, and other circumstances. As a result, the identification and
interpretation of data and other information and their use in developing and
selecting assumptions from and among reasonable alternatives require the
exercise of judgment. To the extent that the assumed events do not occur, the
outcome may vary substantially from anticipated or projected results, and,
accordingly, no opinion is expressed on the achievability of those forward-
looking statements. No assurance can be given that any of the assumptions
relating to the forward-looking statements specified in the following
information are accurate, and we assume no obligation to update any such
forward-looking statements.

Our Business.  The company was incorporated as Venture Investments Inc. under
the Laws of the State of Nevada on November 29, 1983.  The company underwent a
name change to Asdar Group on December 10, 1997.  The company was dormant from
1991 to 1996 and currently has no revenue generating operations.  In
accordance with SFAS #7, the company is considered a development stage company
since January 1, 1996.  At September 30, 2001 the Company had a working
capital of $159,544 and has been dependent on directors and certain
shareholders for financing.

Liquidity and Capital Resources.        For the period ended September 30,
2001, we had total assets of $2,171,799, including cash resources of $104,151,
taxes recoverable of $711, $12,812 in prepaid expenses and $178,487 due from
related parties. We also had $941,909 invested in oil and gas properties,
which is represented $341,909 for the Harvester Property and $600,000 for the
LAK Ranch Property.  The LAK Ranch Property was the subject of  legal
proceedings as at September 30, 2001. However, on October 19, 2001, Asdar
Group and Derek Resources Corporation settled their litigation on the LAK
Ranch Property.  For further information, see Part II - Other Information,
Item I, Legal Proceedings & Settlement.  The cash and equivalents constitute
our present sources of liquidity.

At September 30, 2001, we had current liabilities of $136,617 which was
represented by $23,713 in accounts payable and accrued liabilities and
$112,904 due to related parties.  At September 30, 2001, we had total current
assets of $296,161.  At September 30, 2001, current assets exceeded current
liabilities by $159,544.

We do not believe that our current cash resources will be able to maintain our
current operations for an extended period of time.  Should these resources
prove to be insufficient, we will be required to raise additional funds or
arrange for additional financing over the next 12 months to adhere to our
development schedule.  No assurance can be given, however, that we will have
access to additional cash in the future, or that funds will be available on
acceptable terms to satisfy our working capital requirements.

Results of Operations.  The Company has not yet realized any significant
revenue from operations to date.  Loss from operations increased from
US$181,266 in the third quarter of 2000 to US$1,307,723 in the third quarter
of 2001.  This increase in the loss was largely due to a write-down of LAK
Ranch property to reflect a more accurate net realizable value of the 0.07%
Gross Overriding Royalty acquired in the settlement with Derek Resources
Corporation, as opposed to the 25% working interest previously held. The cash
and equivalents constitute the Company's present internal sources of
liquidity.  Because the Company is not generating any significant revenues,
the Company's only external source of liquidity is the sale of its capital
stock.

Our Plan of Operation for the Next Twelve Months.   The Company will continue
to arrange equity financings over the next twelve months to satisfy its
working capital requirements.

We will require additional cash to implement our business strategies, and for
payment of increased operating expenses.  We anticipate that we will need to
raise additional capital within the next 12 months in order to continue as a
going concern. Such additional capital may be raised through additional public
or private financings, as well as borrowing and other resources.  To the
extent that additional capital is raised through the sale of equity or equity-
related securities, the issuance of securities could result in dilution to our
stockholders.  There can be no assurance that additional funding will be
available on favorable terms, if at all.  If adequate funds are not available
within the next twelve months, we may be required to curtail our operations
significantly or to obtain funds through arrangements with collaborative
partners or others that may require us to relinquish rights to certain of our
assets.  For further information, see Part II - Other Information, Item I,
Changes in Securities.

We do not anticipate any significant research and development within the next
twelve months, nor do we anticipate that we will lease or purchase any
significant equipment within the next twelve months.   We do not anticipate a
significant change in the number of our employees within the next twelve
months.

ITEM 3. Description of Property.

Property held by the Company.  As of the dates specified in the following
table, we held the following property in the following amounts:

Property and
Cash Equivalents   September 30, 2000   December 31, 2000   September 30, 2001
----------------   ------------------   -----------------   ------------------
Total                    $2,145              $6,056              $104,151


We define cash equivalents as all highly liquid investments with maturity of 3
months or less when purchased.   We do not presently own any interests in real
estate or own any inventory or equipment.


Internet E-Commerce.

The Company's initial focus was related to Internet E-Commerce.  In this
regard, on March 8, 2000, the Company signed a Technology Development
Agreement ("Tech Agreement") with TekMaster Ltd., a British Columbia
corporation ("TEK"), and with Xntrik Enterprises Ltd., a British Columbia
corporation ("XEL") to fund development of a Scalable Server Platform
("Scalable Server").

The Tech Agreement calls for the Company to issue two million (2,000,000)
shares of the company's $.001 par value common stock (issued) with Rule 144
Restrictions and to fund two hundred thousand ($200,000) dollars in Canadian
Funds for ongoing development costs, and the Tech Agreement calls for Xntrik
Enterprises Ltd. to design and develop the software and for Tek Master Ltd. to
design an interface for an administrative toolkit to manage clients.  This
project has been put on hold and the Company does not intend to revive this
software development.

LAK Ranch Oil Project.

Rising Phoenix Development Group ("Rising Phoenix"), a former Canadian
Exchange listed Company, was the original holder of the 100% LAK Ranch Oil
Project which is subject to the 19.25% royalty due to the original
leaseholders.  Derek Resources Corporation ("Derek"), a Canadian Venture
Exchange listed company had the right to earn a 75% working interest from
Rising Phoenix through various cash payments and a commitment to a US$3.5
million development program proving the feasibility of oil recovery using SAGD
as originally commissioned by Rising Phoenix and outlined in reports by Dr.
John Donnelly.

In September 2000, the Company acquired from 2U Online.com Inc. a 25% working
interest in the LAK Ranch Oil project.  2U Online.com acquired its interest
from Rising Phoenix, thus becoming Derek's joint venture partner in this LAK
Ranch Oil Project.

For further details on the LAK Ranch Oil Project, refer to Part II, Item I,
Legal Proceedings and Settlement.

Harvester Property

On February 26, 2001, the Company signed a "Working Interest Agreement" with
International Brooks Petroleum Ltd. ("IBP") whereby Asdar acquired a 50%
working interest in a property described as the E/2 of Section 24, All of
Section 25, and the NE/4 of Section 36 all located within Township 23 South,
Range 21 East, mount Diablo Base And Meridian, Kings County, California (the
"Property") containing 1,120 acres more or less.  Asdar acquired this interest
for a total payment to IBP of $312,659 USD, to be spent on a re-entry program
on the Harvester #1-25 well.  The well is located northeast of the East Lost
Hills deep gas discovery.  After the initial $300,000 is spent, future costs
will be split 50/50 between the Company and IPB.  A Finders Fee of 50,000
shares of the Company's common stock with rule 144 restrictions was issued to
May Joan Liu on April 4, 2001 with respect to this acquisition.

On July 10, 2001, the Company's re-entry program on the Harvester #I-25 in
Bakersfield, California commenced. As of August 1, 2001 the Operator had
penetrated the well bore of the Harvester # I-25 well to a total depth of
14,242 feet.  Logging of the Temblor, Vedder, Kreyenhagen and Vaqueros
formations was performed by Halliburton Energy Services in Houston, Texas
using Halliburton's RMT Elite through the pipe logging tool. The subsequent
report indicated 486 feet of gross pay identified with 250 feet of net pay as
shown below:

ZONE               DEPTH (ft)         GROSS PAY       NET PAY
--------           -------------      ---------       -------
Temblor            11,690-11,750          60            22
Temblor            12,080-12,148          68            37
Vedder             12,974-13,052          78            46
Vedder             13,148-13,206          58            48
Vedder             13,264-13,360          96            74
Vaqueros           13,745-13,794          49            15
Kreyenhagen        14,016-14,093          77             8


The Company conducted a review of the Analysis with its technical staff and
determined the completion program for the well. The estimated completion costs
for the well are $539,295.00. On October 10, 2001 the Company advanced its 50%
share of these costs or $269,647.50 to the Operator and the next stage in the
program began on October 15, 2001. This will involve perforation of the well
casing and testing to determine the flow rates that can be achieved. The
primary target for perforation and testing is the interval 13,264 -13,360
located in the Vedder formation.  The target is contained in clean productive
gas sand, which exhibits a porosity ranging between 18 and 22%. Anticipated
high pressures in this first target will be accounted for in the design of the
perforation and testing model. Anticipated production in this first target is
gas with associated natural gas liquids. The secondary zone of interest is
located in the interval 11,690 -11,750 in the Temblor formation. The target is
contained in clean productive gas sand, which exhibits a porosity ranging
between 18% and 23%. Anticipated production in this second target is gas with
associated natural gas liquids. This second and subsequent targets will be
completed after the results are obtained from the test of the first target.

PART II - OTHER INFORMATION

Item 1. Changes in Securities.

(a) On July 11, 2001 the Company filed a Form SB-2 Registration Statement with
the Securities and Exchange Commission.  The preliminary prospectus which was
filed as part of this Registration Statement relates to an offering of a
maximum of 2,500,000 Units (1,500,000 Series A Units and 1,000,000 Series B
Units) which are being sold on a "best efforts basis" in units (the "Units"),
each Unit consisting of one common share, $0.001 par value per share (the
"Shares") and one redeemable common share purchase warrant (the "Unit
Warrants").  The Unit Warrants are detachable upon issuance and will trade
separately after being detached.

Each Series A Unit Warrant entitles the holder to purchase one Share for a
period of eighteen months commencing on the closing date of the offering at an
exercise price of $0.60.

Each Series B Unit Warrant entitles the holder to purchase one Share for a
period of eighteen months commencing on the closing date of the offering at
various exercise prices.

In addition, the Prospectus relates to an offering of 1,000,000 common shares
subscribed for at $0.70 per share and 1,000,000 common shares underlying
warrants at $0.75 per share.  These shares may be offered for sale by Selling
Securityholders directly to the public.

In addition, the Prospecutus relates to an offering of 350,000 common shares
subscribed for at $0.50 per share and 1,000,000 common shares underlying
warrants at $0.60 per share.  These shares may be offered for sale by Selling
Securityholders directly to the public.

The Form SB-2 is currently subject to completion.

(b) On July 12, 2001 the Company received Subscription Agreements for $0.50
units in the names and amounts as follows:

      Cheung Shui Kwong                300,000 units          $   150,000 US
      Yu-Chi Lin                        10,000 units          $     5,000 US
      Foo Tsang Chan                    10,000 units          $     5,000 US
      King Guey Enterprises Ltd.        30,000 units          $    15,000 US
                                       350,000 units          $   175,000 US

The Company received the funds in full from the above mentioned Subscriptions
and has issued the shares.  Each unit is comprised of one share of the
Company's $0.001 par value common stock and one share purchase warrant
entitling the holder to purchase an additional share of the Company's $0.001
par value common stock at a purchase price of $0.60 per unit for a period of
eighteen months.

(c)On July 12, 2001 the Company received one Subscription Agreement from
George Bowler for the purchase of  6000 units @ $0.50 per unit for proceeds of
$6000 US. The Company has received the funds from this Subscription and as yet
has not issued the shares.  Each unit is comprised of one share of the
Company's $0.001 par value common stock and one share purchase warrant
entitling the holder to purchase an additional share of the Company's $0.001
par value common stock at a purchase price of $0.60 per unit for a period of
eighteen months.

(d)On August 15, 2001, the Company issued to the individuals and entities
listed below shares for debt settlement, in the amount of $162,922.  The
accrued debt was comprised of $81,250 in salaries, $11,672 in payments made on
behalf of the Company and $70,000 for outside professional & consulting
services performed for the Company. The shares were issued at $0.375 per share,
equivalent to a 25% discount to the 4-day average market price of $0.50 per
share.

Robert Waters                              133,333 shares
Robert Klein                                53,333 shares
Joseph Beyrouti                             61,125 shares
Robert Nagy                                 53,333 shares
John MacAskill                              66,667 shares
Weissgeld Capital Group Ltd.       (1)      66,667 shares
----------------------------               --------------
Total                                      434,458 shares


(1)Weissgeld Capital Group Ltd. is a Company controlled by Robert Klein, a
director of Asdar Group.

Item 2. Legal Proceedings & Settlement

The LAK Ranch Oil Project consists of a steam assisted gravity drainage
("SAGD") production well and surface facilities which has been developed by
Derek Resources Corporation ("Derek") pursuant to an option agreement dated
September 27, 1997 between a predecessor optionor and Derek.  The option
agreement provides, amongst other terms, that Derek could acquire a 75%
interest in the project by developing a SAGD well pair and surface facility
and fund the initial start up operations for six months at a budgeted cost of
$3,500,000.  As at September 30, 2001, the project was substantially complete,
however Derek has incurred substantial cost overruns of approximately
$4,200,000.  Derek is asserting a contractual right to collect 25% of this
cost overrun from the Company which the Company has disputed.

On March 12, 2001, Derek filed a Notice of Intention to Foreclose in the
District Court, Weston County, State of Wyoming for the alleged failure of the
Company to pay its share of costs of developing the LAK Ranch Oil Project of
approximately $700,000.  The Company has denied any liability for these costs
which represent huge cost overruns by Derek in developing the SAGD pilot plant
for which a proper accounting has not been provided by Derek to date.  The
Company filed a Complaint and Request for Injunctive Relief in the District
Court, Weston County, State of Wyoming on March 20, 2001 to protect its
interest in the LAK Ranch Oil Project and prohibit Derek from illegally
foreclosing on the Company's interest pending a final determination by the
Court of the parties' respective rights and obligations under the Sept 27,
1997 option agreement.

On April 11, 2001 the Company's application for a Preliminary Injunction was
denied by the Sixth Judicial District Court of the State of Wyoming.

On April 13, 2001, Derek foreclosed on Asdars' 25% interest by bidding an
amount of $852,571 to purchase all of Asdars' rights.  Asdar has ninety days
from April 13, 2001 to reinstate its interests in the LAK Ranch Oil Project by
payment of the purchase amount, plus accrued interest.

On May 4, 2001, Derek filed a motion in the District Court of the Sixth
Judicial District for Wyoming requesting a partial summary judgment in its
favor against the Company, whereby Derek is seeking court approval that it has
acquired a 75% interest in the LAK Ranch Oil Project.

On May 11, 2001, Derek filed a motion seeking to somehow place the 25%
interest in the LAK Ranch Oil Project it claimed to have already foreclosed
against the Company into a receivership.  The Company will oppose this motion.

On July 10, 2001, Asdar announced its position that Derek's purported lien on
Asdar's interest in the LAK Ranch property is wrongful and illegal and of no
effect.  Derek's purported redemption date is of no significance and the
ninety-day redemption period has been allowed to lapse.

On July 25, 2001, Derek filed a motion to cancel the lis pendens notice of
claim established in favor of the Company.  A hearing was held on July 31,
2001 whereby the Company vigorously opposed this motion.  On August 1, 2001
the court ruled in favor of the Company and denied Derek's motion.

On September 18, 2001, a mediation hearing was scheduled to take place in
Casper, Wyoming between the    two parties and a mutually acceptable mediator.
The hearing had to be cancelled as a result of flight interruptions in the
aftermath of the World Trade Center disaster.

The Company has not included any amount due to Derek in accounts payable
pending the outcome of the litigation.  Derek claims that the amount due from
Asdar for its proportionate share of  costs is$1,044,800.

A date had been set for October 31, 2001 to hear all the various motions
before the court, however on October 19, 2001, an agreement was reached with
Derek to settle the existing litigation on the LAK Ranch Property.  The basis
upon which each Company have agreed to settle the litigation is as follows:

* Asdar and Derek will agree to discontinue their respective court actions
commenced in the State of Wyoming with respect to the LAK Ranch Property.

* Asdar will release the lis pendins filed against the Property and will quit
claim to Derek all of its right, title and interest in the Property.

* Derek will grant to Asdar a 0.70% (.7 of 1%) proportionate, reducible, Gross
Overriding Royalty over all of Derek's interest in the Property.  This equates
to $0.1575 per barrel based on a price of $22.50 per barrel.

* Payment of the Royalty is to be retroactive to the commencement of
production.

* If Derek sells any or all interest in the LAK Ranch Property, it will pay to
Asdar, subject to adjustments, 7.5% of the net sales proceeds on the first
US$7,500,000 and 1% on any balance over and above US$7,500,000.

Both Derek and Asdar have instructed their respective U.S. counsel to prepare
the necessary documentation to effect the settlement terms.

Item 3.  Defaults Upon Senior Securities

None.

Item 4.  Submission of Matters to Vote of Security Holders

None.

Item 5.  Other Information

A. Security Ownership of Management

The following table sets forth information as of September 30, 2001, with
respect to the ownership of the Company's Common Stock by each director and by
all officers and directors as a group.

<table>
<caption>

                             <c>                                <c>                   <c>
Name of                         Address of                         Amount of Shares      % of Outstanding
Beneficial Holder               Beneficial Holder                  Beneficially Owned    Common Stock

Robert Waters                   945 Marine Drive, Suite 911             133,333              1.11%
West Vancouver, BC V7T 1A8

Robert Klein                    4540 Woodgreen Place                     53,333              0.44%
West Vancouver, BC V7S 2S6

Weissgeld Capital               409 Granville Street, Suite 304
Group Ltd.(1)                   Vancouver, B.C. V6C 1T2                  66,667              0.55%

All directors and Officers as a group (2 people)                        253,333              2.11%

 (1) Weissgeld Capital Group Ltd. is controlled by Robert Klein.


B. Security Ownership of Certain Beneficial Holders of ten percent or more

Amount and Nature
Title of Class        Name of Beneficial Owner              of Beneficial Owner      Percent of Class

Common Stock          2U Online.com, Inc.                        5,000,000 (1)           41.68%
                      1288 Alberni Street, Suite 806
                      Vancouver, BC  V6E 4N5

Common Stock          Tek Master Ltd.                            2,000,000 (2)           17.83%
                      1239 West Georgia Street, Suite 3004
                      Vancouver BC  V6E 4R8
</table>

(1)  The shares issued to 2U Online.com, Inc. was for the acquisition of the
LAK Ranch Oil Project.  2U Online.com, Inc. is a public company whose shares
are traded on NASDAQ OTC Pink Sheets.

(2)  The shares issued to Tek Master Ltd. was for the development of the
scalable server platform.

C.Subsequent Changes in Securities

On October 17, 2001 the Company received Subscription Agreements for $0.30
units in the names and amounts as follows:

  Compte De Sierge Accomodative Corporation       650,000 units   $ 195,000 US
  Stephen Liu                                     350,000 units   $ 105,000 US
                                                1,000,000 units   $ 300,000 US


The Company received a deposit of $25,000 US on September 30, 2001 towards the
purchase of these units and the balance of funds, being $275,000 in October,
2001for the above mentioned Subscriptions and has issued the shares.  Each
unit is comprised of one share of the Company's $0.001 par value common stock
and one share purchase warrant entitling the holder to purchase an additional
share of the Company's $0.001 par value common stock at a purchase price of
$0.35 per unit for a period of one year. A 10% finder's fee was paid in cash
to May Joan Liu in connection with this private placement.

On November 8, 2001, the Company settled $158,500 of outstanding debt through
the issuance of 528,333 shares of the Company's $.001 par value common stock.
The debt was comprised of a $100,000 loan made to the Company and $58,500
owing for services performed and expenses incurred on behalf of the Company.

ITEM 6. EXHIBITS, AND REPORTS ON FORM 8-K

 None.


SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, we
have duly caused this Registration Statement on Form 10-QSB to be signed on
our behalf by the undersigned; thereunto duly authorized, in the City of
Vancouver, British Columbia, Canada, on November  12, 2001.

Asdar Group
a Nevada corporation

By:      /s/ Robert Waters
             ------------------
             Robert Waters

Its:         President