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                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 MARCH 31, 2001

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 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

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

                               NEVADA

                             88-0195105
    (State or other jurisdiction of incorporation or organization)

                (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)

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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 March 31, 2001, there
were 11,161,707 shares of the issuer's $.0001 par value common stock issued
and outstanding.

TABLE OF CONTENTS

PART I -- FINANCIAL INFORMATION
                                                                         PAGE

ITEM 1.  FINANCIAL STATEMENTS                                      F-1 - F-8
ITEM 2.  PLAN OF OPERATION                                                 6
ITEM 3.  DESCRIPTION OF PROPERTY                                           7

PART II - OTHER INFORMATION                                                8

ITEM 1.  LEGAL PROCEEDINGS                                                 9
ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS                         10
ITEM 3.  DEFAULTS UPON SENIOR SECURITIES                                   11
ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS               12
ITEM 5.  OTHER INFORMATION                                                 13
ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K                                  14
SIGNATURES                                                                 15
                                                                           16

PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

TABLE OF CONTENTS FOR INTERN FINANCIAL STATEMENTS                       PAGE

BALANCE SHEETS as at March 31, 2001 and December 31, 2000.               F-2

STATEMENTS OF OPERATIONS for three month periods ending March 31,
2001, March 31, 2000 and from inception to March 31, 2001.               F-3

STATEMENT OF CASH FLOWS for the three month periods ending March 31,
2001, March 31, 2000 and from inception to March 31, 2001.               F-4

NOTES TO THE FINANCIAL STATEMENTS.                                F-5 to F-8



                               ASDAR GROUP
                      (A Development Stage Company)

                      INTERIM FINANCIAL STATEMENTS

                             MARCH 31, 2001

                              (Unaudited)



F-1

                                  ASDAR GROUP
                          (A Development Stage Company)
                                 BALANCE SHEETS

<TABLE>
<CAPTION>
<S>                                                                      <C>                <C>
                                                                             March 31,         December 31,
                                                                               2001                2000
                                                                           (Unaudited)

ASSETS

CURRENT ASSETS
        Cash                                                             $      233,958     $        6,056
        Taxes recoverable                                                         3,434                264
        Advances receivable                                                      61,300             55,000
        Prepaid expenses                                                         21,268                  -
                                                                                319,960             61,320

OIL AND GAS PROPERTIES (Note 3)                                               1,957,822          1,646,633

                                                                         $    2,277,782     $    1,707,953


LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
        Accounts payable and accrued liabilities                         $       22,329     $       33,735
        Due to related parties (Note 5)                                             330             61,733

                                                                                 22,659             95,468

CONTINGENCIES (Notes 1 and 5)

STOCKHOLDERS' EQUITY (Note 4)
        Common stock, $.001 par value, 50,000,000 shares authorized
                11,161,707 shares issued and outstanding                         11,161             10,730
        Additional paid-in capital                                           10,414,303         10,177,534
     Common share subscriptions (Note 4)                                        630,000                  -
        Deficit accumulated during the development stage                     (8,800,341)        (8,575,779)

                                                                              2,255,123          1,612,485

                                                                         $    2,277,782     $    1,707,953

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

</TABLE>


F-2

                                 ASDAR GROUP

                        (A Development Stage Company)

                      INTERIM STATEMENTS OF OPERATIONS

                                (Unaudited)


<TABLE>
<CAPTION>
<S>                                        <C>                <C>                   <C>

                                                                                       Cumulative
                                            Three Months         Three Months        from January 1,
                                           ended March 31,      ended March 31,     1996 to March 31,
                                                2001                 2000                 2001

EXPENSES
        Litigation settlement              $           -       $           -        $    2,291,070
        Management and consulting fees           145,727               6,000               654,296
        General and administrative                78,835                (266)              648,042
        Software development costs                     -                   -               746,300

NET LOSS FOR THE PERIOD                    $     224,562       $       5,734        $    4,339,708




BASIC NET LOSS PER SHARE                   $       0.021       $       0.003

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING    10,739,885           1,949,499

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

</TABLE>


F-3


                                     ASDAR GROUP

                             (A Development Stage Company)

                          INTERIM STATEMENTS OF CASH FLOWS

                                    (Unaudited)

<TABLE>
<CAPTION>
<S>                                                                   <C>                <C>                   <C>

                                                                                                                  Cumulative
                                                                       Three Months         Three Months        from January 1,
                                                                      ended March 31,      ended March 31,     1996 to March 31,
                                                                           2001                 2000                 2001


CASH FLOWS FROM OPERATING ACTIVITIES
        Net loss for the period                                       $   (224,562)         $     (5,734)       $ (4,339,708)
        Adjustments to reconcile net loss to net cash from
         operating activities:
        - services paid for with common shares                             167,200                     0             673,300
        - interest paid for with common shares                                   0                     0               2,250
        - software development costs paid for with common shares                 0                     0             600,000
        - other non-cash expenses                                                0                 6,485           2,502,381
                                                                           (57,362)                  751            (561,777)

        - net changes in working capital items                             (87,247)                 (781)           (144,176)

CASH USED IN OPERATING ACTIVITIES                                         (144,609)                  (30)           (705,953)

CASH FLOWS FROM INVESTING ACTIVITIES
        Oil and gas property acquisitions                                 (311,189)                    0             (62,822)
                                                                          (311,189)                    0            (362,822)

CASH FLOWS FROM FINANCING ACTIVITIES
        Net proceeds from common stock subscriptions                       630,000                     0             630,000
        Net advances from related parties                                   60,000                     0             259,033
        Advances receivable                                                 (6,300)                    0             413,700

CASH FLOWS FROM FINANCING ACTIVITIES                                       683,700                     0           1,302,733

INCREASE (DECREASE) IN CASH                                                227,902                   (30)            233,958

CASH, BEGINNING OF PERIOD                                                    6,056                   708                   0

CASH, END OF PERIOD                                                   $    233,958          $        678        $    233,958


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

</TABLE>

F-4

                              ASDAR GROUP

                      (A Development Stage Company)

                  NOTES TO INTERIM FINANCIAL STATEMENTS
                             MARCH 31, 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 recoverability of the carrying value of assets and ability of the Company
to continue as a going concern is dependent on raising additional capital, the
disposition of its outstanding litigation with Derek Resources (see Note 6)
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 changes 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 three months ended
March 31, 2001 are not necessarily indicative of the results that may be
expected for the year ending December 31, 2001.


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.

The Company applies a ceiling test to capitalized costs to ensure that such
costs do not exceed estimated future net revenues from production of proven
reserves at year end market prices less future production, administrative,
financing, site restoration, and income tax costs plus the lower of cost or
estimated market value of unproved properties.

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.


NOTE 3 - OIL AND GAS PROPERTIES

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, and
constructed by Derek Resources Corporation ("Derek").

The parties relationship in the LAK Ranch Oil Project stems from a September
24, 1997 option agreement.  The option agreement provided that Derek could
exercise an option and seek to vest a 75% working interest in the project by
exploring, developing and operating a SAGD well pair and surface facility
according to the terms of the option agreement (including the express terms of
four 1997 reports describing and budgeting the project as those reports were
expressly referenced and incorporated in the agreement).  The terms of the
option agreement specifically state that Derek would fund the first six months
of operation of the project out of Derek's required initial capital outlay.
The option agreement (including four 1997 engineering reports) set a $3.5
million US amount that Derek should spend to explore, develop, construct and
operate the project by December 31, 2000. The Company contends that Derek was,
and is, obligated to explore, develop, construct and operate this property
(for the first six months of operation) pursuant to the terms of the option
agreement.

According to Derek, as of March 31, 2001, the project was substantially
complete and operating.  However, Derek claims to have incurred substantial
cost overruns of approximately $3,400,000 on this project.  To the extent the
Company has been able to ascertain, these costs do not appear to have been
incurred consistent to the requirement of the option agreement.  The Company
was not advised and did not agree to incurrence of these cost overruns by
Derek.

Derek is asserting a contractual right to collect 25% of its cost overrun from
the Company.  The Company disputes this claim by Derek and asserts that
Derek's failures to develop the project consistent with the requirements of
the option agreement preclude vesting of a 75% interest by Derek.  The Company
has made additional damages claims against Derek and Derek has filed damage
counterclaims against the Company.  All of Derek's claims in this regard are
disputed.  Both parties to the litigation have asserted punitive damages
claims against each other and all such claims are disputed by both parties.

On April 13, 2001, Derek purported to complete a Wyoming foreclosure of
Asdar's rights and interests in the LAK Ranch Oil Project.  The Company
disputes Derek's legal rights to assert or foreclose any lien against its
interests in the project.  The Company also asserts multiple material defects
in Derek's purported foreclosure activities.  On April 13, 2001, Derek bid
alleged indebtedness from the Company in the amount of $852,571.11 at the
purported foreclosure sale and received a Weston County, Wyoming Sheriff's
Certificate.  The entire matter remains subject to ongoing legal proceedings
in Wyoming; the outcome of those proceedings is uncertain.

Should the Company be unsuccessful in asserting its claims and defending its
contractual rights in the Wyoming litigation it could be required to pay
between approximately $850,000 and $900,000 to Derek.  Should the Company be
unsuccessful in asserting its claims to invalidate or set aside Derek's
purported foreclosure, it could forfeit or lose its interest in the LAK Ranch
Oil Project.

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.  The acquisition called
for the Company to pay a deposit of $30,000 and advance $270,000 for a total
of $300,000 to be spent on a well re-entry program.  When the initial $300,000
is spent, future costs will be split 50/50 between the Company and
International Brooks Petroleum Ltd.

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

NOTE 5 - RELATED PARTY TRANSACTIONS

During the quarter ended March 31, 2001 the Company issued 385,719 common
shares to directors, a former director and a significant shareholder in
payment of cash advances, salaries and expenses incurred on behalf of the
Company totalling $212,200.

During the quarter ended March 31, 2001 the Company incurred management fees
of $60,000 to directors and a former director of the Company.

During the quarter ended March 31, 2001 the Company incurred consulting fees
of $69,700 to private companies controlled by a significant shareholder.

At March 31, 2001 an amount of $89,183 is owing from two companies with a
director in common and an amount of $89,514 is owing to a company controlled
by a significant shareholder.

NOTE 6 - CONTINGENCIES

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 purportedly foreclosed on the Company's 25% interest
in the project by bidding indebtedness it claims from the Company in the
amount of $852,571.11 in return for a Weston County, Wyoming Sheriff's
Certificate.  Derek has confirmed and announced that under Wyoming law, the
Company has ninety days from April 13, 2001 to redeem and reinstate its
interests from Derek's purported foreclosure by payment of $852,571.11 plus
accrued interest.

On May 4, 2001, Derek filed a motion in the District Court of the Sixth
Judicial District, Wyoming requesting entry of partial summary judgment
against the Company.  Specifically, Derek's motion asserts that the Court
should summarily rule that Derek has actually vested a 75% interest in the LAK
property and project without allowing the parties an opportunity in a trial to
present disputed evidence on the issue.  The Company will oppose this motion
and may file a countermotion concerning summary enforcement of the option
agreement language.  No date has been set for a hearing on Derek's motion.

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.
No date has been set for a hearing on Derek's motion.

The Company continues to pursue all legal remedies available to protect its
interest in the LAK Ranch Oil Project.  Accordingly, the loss, if any,
resulting from this litigation is presently not determinable.  The Company has
not included any amount due to Derek in accounts payable pending the outcome
of the litigation.

NOTE 7 - SUBSEQUENT EVENTS

On May 9, 2001, the Company announced it is negotiating a financing of
1,500,000 units at $0.50 per unit for proceeds of $750,000.  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.

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

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR 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 March 31, 2001 the Company had a working capital of
$297,301 and has been dependent on directors and certain shareholders for
financing.

Liquidity and Capital Resources.        For the period ended March 31, 2001,
we had total assets of $2,277,782, including cash resources of $233,958, taxes
recoverable of $3,434, advances receivable of $61,300, and $21,268 in prepaid
expenses.  We also had $1,957,822 invested in oil and gas properties, which is
represented by the deposit for the Harvester Property, $300,000 and $1,657,822
for the LAK Ranch Property.  The LAK Ranch Property is currently the subject
of legal proceedings.  Derek states that some production has been achieved
from the LAK project during its initial operation.  According to Derek,
ongoing monthly operation expenses materially exceed the value of any monthly
production for the period January 1, 2001 through early May 2001.  For further
information, see Part II - Other Information, Item I, Legal Proceedings.  The
cash and equivalents constitute our present sources of liquidity.

At March 31, 2001, we had current liabilities of $22,659, of which $22,329 was
represented by accounts payable and accrued liabilities, and $330 due to
related parties.  At March 31, 2001, we had total current assets of $319,960.
At March 31, 2001, current assets exceeded current liabilities by $297,301.

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$5,734
in the first quarter of 2000 to US$224,562 in the first quarter of 2001.  This
increase in the loss was due to an increase in the management and consulting
fees.  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.

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. However, we are aware that the current legal proceedings with Derek
Resources will result in additional legal and other costs.  For further
information, see Part II - Other Information, Item I, Legal Proceedings.

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  December 31, 1999  December 31, 2000  March 31, 2001
Equivalents
-----------------  -----------------  -----------------  --------------
Total                     $708             $61,320          $298,692


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 have a definite date to
continue 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.

HARVESTER PROPERTY

On February 26, 2001, the Company signed a "Working Interest Agreement"
("Exhibit A") 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 $300,000 USD, to be spent
on a re-entry program.  When 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 (see "Exhibit B").


PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

The Lak Ranch Oil Project consists of a steam assisted gravity drainage
("SAGD") production well and surface facilities which has been developed, and
constructed solely by Derek Resources Corporation ("Derek").

Derek has asserted and maintained exclusive control of the project and project
management.  Derek states that some production has been achieved from the
project during its initial operation.  According to Derek, ongoing monthly
operation expenses materially exceed the value of any monthly production for
the period January 1, 2001 through early May 2001.  The Company has not yet
been able to independently verify Derek's reports concerning operation,
production or costs or operation for the project.

The parties relationship in the LAK Ranch Oil Project stems from a September
24, 1997 option agreement.  The option agreement provided that Derek could
exercise an option and seek to vest a 75% working interest in the project by
exploring, developing and operating a SAGD well pair and surface facility
according to the terms of the option agreement (including the express terms of
four 1997 reports describing and budgeting the project as those reports were
expressly referenced and incorporated in the agreement).  The terms of the
option agreement specifically state that Derek would fund the first six months
of operation of the project out of Derek's required initial capital outlay.
The option agreement (including four 1997 engineering reports) set a $3.5
million US amount that Derek should spend to explore, develop, construct
project by December 31, 2000. The Company contends that Derek was, and is,
obligated to explore, develop, construct and operate this property (for the
first six months of operation) pursuant to the terms of the option agreement.

According to Derek, as of March 31, 2001, the project was substantially
complete and operating.  However, Derek claims to have incurred substantial
cost overruns of approximately $3,400,000 on this project.  To the extent the
Company has been able to ascertain, these costs do not appear to have been
incurred consistent to the requirement of the option agreement.  The Company
was not advised and did not agree to incurrence of these cost overruns by
Derek.

Derek is asserting a contractual right to collect 25% of its cost overrun from
the Company.  The Company disputes this claim by Derek and asserts that
Derek's failures to develop the project consistent with the requirements of
the option agreement preclude vesting of a 75% interest by Derek.  The Company
has made additional damages claims against Derek and Derek has filed damage
counterclaims against the Company.  All of Derek's claims in this regard are
disputed.  Both parties to the litigation have asserted punitive damages
claims against each other and all such claims are disputed by both parties.

On April 13, 2001, Derek purported to complete a Wyoming foreclosure of
Asdar's rights and interests in the LAK Ranch Oil Project.  The Company
disputes Derek's legal rights to assert or foreclose any lien against its
interests in the project.  The Company also asserts multiple material defects
in Derek's purported foreclosure activities.  On April 13, 2001, Derek bid
alleged indebtedness from the Company in the amount of $852,571.11 at the
purported foreclosure sale and received a Weston County, Wyoming Sheriff's
Certificate.  The entire matter remains subject to ongoing legal proceedings
in Wyoming; the outcome of those proceedings is uncertain.

On May 4, 2001, Derek filed a motion in the District Court of the Sixth
Judicial District, Wyoming requesting entry of partial summary judgment
against the Company.  Specifically, Derek's motion asserts that the Court
should summarily rule that Derek has actually vested a 75% interest in the LAK
property and project without allowing the parties an opportunity in a trial to
present disputed evidence on the issue.  The Company will oppose this motion
and may file a countermotion concerning summary enforcement of the option
agreement language.  No date has been set for a hearing on Derek's motion.

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.
No date has been set for a hearing on Derek's motion.

Should the Company be unsuccessful in asserting its claims and defending its
contractual rights in the Wyoming litigation it could be required to pay
between approximately $850,000 and $900,000 to Derek.  Should the Company be
unsuccessful in asserting its claims to invalidate or set aside Derek's
purported foreclosure, it could forfeit or lose its interest in the LAK Ranch
Oil Project.

The Company continues to pursue all legal remedies available to protect its
interest in the LAK Ranch Oil Project.  Accordingly, the loss, if any,
resulting from this litigation is presently not determinable.  The Company has
not included any amount due to Derek in accounts payable at March 31, 2001.

ITEM 2. CHANGES IN SECURITIES.

In January 2001 the Company negotiated a financing and the Company received
Subscription Agreements in the names and amounts as listed below:

        Palisades Financial Ltd       250,000 units   $175,000 USD
        May Joan Liu                  250,000 units   $175,000 USD
        Y.E.N.N. Asset Management     250,000 units   $175,000 USD
        J & S Overseas Holdings       215,000 units   $150,500 USD
        Joseph Beyrouti                35,000 units   $ 24,500 USD
                                    ===============   ============
        Totals                      1,000,000 units   $700,000 USD

The Company has received the funds from the above-mentioned Subscriptions and
as yet has not issued the shares.  The Purchase Price for the Subscription
Agreement were set at $0.70 per Unit ("Unit"), equivalent to a 12.4% discount
to the 5-day average market trading prices of $0.81 per share.  Each Unit is
comprised of (i) one share of the Company's $.001 par value common stock and
(ii) a warrant which will enable the subscriber to acquire from the Company
one share of the Company's $.001 par value common stock at a purchase price of
$0.75 per share. ("Units").

On March 23, 2001, the Company issued to the individuals and entities listed
below shares for debt settlement, in the amount of $237,200.  The accrued debt
was comprised of $100,000 in salaries and $49,200 in loans and/or payments
made on behalf of the Company by the Company's Directors and $88,200 for
outside professional & consulting services performed for the Company:

        Robert Waters                           107,273 shares
        Jack Sha                                127,273 shares
        Robert Klein                             36,364 shares
        John MacAskill                           45,455 shares
        Domain Land Holdings Ltd                114,909 shares
        Total                                   431,274 shares

ITEM 3.   CHANGES IN DIRECTORS AND EXECUTIVE OFFICERS

On March 28, 2001, the Company accepted the resignation of Jack Sha as
Secretary Treasurer and Director of the Corporation.

On March 30, 2001, the Company accepted the appointment of Ferdinand Marehard
as Secretary Treasurer and Director of the Corporation.

Mr. Marehard was the president of West-Mar Resources Ltd. ("West-Mar") from
1984 through 1994, during which time he managed West-Mar's participation in
various foreign and domestic gas and oil leases. In 1985, Mr. Marehard managed
West-Mar's participation in the development of six gas wells in Indiana, and
also participated in negotiations for the acquisition of a 1,200,000 acre oil
concession in Liberia, West Africa. In 1986 he acquired, on behalf of West-
Mar, a 5% working interest on 40,000 acres in Adams County, Indiana. From 1990
through 1994 he participated in drilling and developing a horizontal well and
in waterflood oil production in Texas. He also acquired, on behalf of West-
Mar, 17,000 acres of gas and oil leases in the state of Washington. From 1975
through 1981 Mr. Marehard was the president of Hesca Resources Corp., Ltd.;
from 1982 through 1984 he was the president of Demus Petro Corporation; and
from 1979 through 1984 he was the president of Mar-Gold Resources, Ltd. These
entities participated in the oil and gas industry and the mining industry.
During this period, Mr. Marehard had a broad range of management duties for
these companies, including oversight of drilling and production of oil wells
in Kentucky, Texas and Utah. He also negotiated the acquisition of several
properties in the Greenwood-Grandforks gold camp and negotiated financing for
the various company operations. Mr. Marehard has experience in prospecting,
including examination of property in the field. He has supervised placer gold
leases in the Yukon and has identified and negotiated for silver, lead, zinc
and copper bearing property on Vancouver Island, British Columbia. He has
experience in mining and exploration for precious and base metals in British
Columbia, the Yukon, the Northwest Territories and the United States.

ITEM 4.  DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 5.  SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS

None.

ITEM 6.  OTHER INFORMATION

A.      SECURITY OWNERSHIP OF MANAGEMENT

The following table sets forth information as of March 31, 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>
<S>                             <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      367,273(1)              3.29%
West Vancouver, BC V7T 1A8

Robert Klein                    4540 Woodgreen Place              41,698(2)              0.37%
West Vancouver, BC V7S 2S6

All directors and Officers as a group (2 people)                  408,971                3.66%

</TABLE>

(1) Includes 260,000 shares issued through S8 Registration Statement filed
November 6, 2000, and 107,273 shares issued through S8 Registration Statement
filed March 21, 2001.

(2) Includes 5,334 shares issued through S8 Registration Statement filed
November 6, 2000 and 36,364 shares issued through S8 Registration Statement
filed March 21, 2001.

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


<TABLE>
<CAPTION>
<S>               <C>                                     <C>                     <C>
                                                          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)              44.80%
                  1288 Alberni Street, Suite 806
                  Vancouver, BC  V6E 4N5

Common Stock      Tek Master Ltd.                           2,000,000 (2)              17.92%
                  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 April 4, 2001, the Company issued 50,000 shares as a finders fee to May
Joan Liu with respect to the Harvester Property acquisition.

On May 9, 2001, the Company announces it is negotiating a financing of
1,500,000 units at $0.50 per unit for proceeds of $750,000.  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.

ITEM 7.  EXHIBITS.

Copies of the following documents are filed with this Registration Statement,
Form 10QSB, as exhibits:

Index to Exhibits       Description
==================================================
 EX-10.01             Harvester Property Agreement.

 EX-20.01             Acceptance of Harvester Property Agreement.

 EX-20.02             Resignation of Jack Sha as Director and Officer.

 EX-20.03             Appointment of Ferdinand Marehard as Director and Officer



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 May 17, 2001.

Asdar Group
a Nevada corporation

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