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

                                   FORM 10-QSB


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

                For the quarterly period ended March 31, 2001 [ ] TRANSITION
  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                                   ACT OF 1934

                   For the transition period from          to
                                                  --------    --------
                         Commission file number 0-27737
                                                -------


                              eSportbike.com, Inc.
                              --------------------
        (Exact name of small business issuer as specified by its charter)


             NEVADA                                         77-0454856
-------------------------------                ---------------------------------
(State or other jurisdiction of                (IRS Employer Identification No.)
 Incorporation or organization)

          Suite #700-509 Richards St.,Vancouver, B.C., Canada, V6B 2Z6
       ------------------------------------------------------------------
                    (Address of principal executive offices)
                                 (604) 692-2520
                                 --------------
                           (Issuers telephone number)

                      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: May 11, 2000 16,400,000
                                        ------------------------

Transitional  Small  Business  Disclosure  Format  (check  one).  Yes [ ] No [x]

<PAGE>

                                    PART I

Item  1. Financial  Statements

James Stafford _______ Chartered Accountant _______ An Incorporated Professional




                            REVIEW ENGAGEMENT REPORT


To the Shareholders of
eSportbike.com, Inc.
(A development Stage Company)

I have reviewed the balance sheet of  eSportbike.com,  Inc. as at March 31, 2001
and the statements of operations and deficit,  changes in  shareholders'  equity
and cash flows for the  three-month  period  then  ended.  My review was made in
accordance  with  generally   accepted  standards  for  review  engagements  and
accordingly consisted primarily of enquiry, analytical procedures and discussion
related to information supplied to me by management.

A review does not constitute an audit and consequently I do not express an audit
opinion on these financial statements.

Based on my review  nothing has come to my  attention  that causes me to believe
that these financial statements are not, in all material respects, in accordance
with generally accepted accounting principles.

The balance  sheet as at March 31, 2000 and the  statements  of  operations  and
deficit,  changes in  shareholders'  equity  and cash flows for the period  then
ended were reviewed by other accountants.


                                                           /s/ James Stafford
                                                           -------------------
                                                           "James Stafford"
Vancouver, Canada                                          Chartered Accountant
May 8, 2001

Suite 300, The Randall Building, 555 West Georgia Street, Vancouver, BC, Canada,
V6B   1Z6    Telephone    (604)    669-0711    Fax    (604)    669-0754    Email
j_stafford@staffordsca.com

<PAGE>
<TABLE>
<CAPTION>

eSportbike.com, Inc.
(A Development Stage Company)
Balance Sheet
(Unaudited)
(Expressed in U.S. dollars)
As at March 31

                                                                                        2001                  2000
---------------------------------------------------------------------------------------------------------------------
<S>                                                                                <C>                  <C>
ASSETS

Current assets
    Accounts receivable                                                            $      13,468        $           -
    Prepaid expenses                                                                       1,098                    -
                                                                                   -------------        -------------

                                                                                          14,566                    -

Capital assets (Note 3)                                                                    5,595                7,721
                                                                                  --------------        -------------

                                                                                  $       20,161        $       7,721
=====================================================================================================================

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities
    Bank indebtedness                                                             $          469       $            -
    Accounts payable and accrued liabilities                                              19,013                7,188
                                                                                  --------------       --------------

                                                                                          19,482                7,188

Due to shareholders (Note 4)                                                             241,134                    -
                                                                                  --------------       --------------

                                                                                         260,616                7,188
                                                                                  --------------       --------------

Shareholders' equity
    Capital stock (Note 5)
       Authorized
          100,000,000 common shares with a par value of $.001 per share
       Issued
          16,400,000 common shares at March 31, 2001 and 2000                             16,400               16,400
       Additional paid-in capital                                                          3,812                3,812
    Currency translation adjustments                                                           -                  185
    Retained deficit                                                                      (1,200)              (1,200)
    Deficit, accumulated during the development stage                                   (259,467)             (18,664)
                                                                                  --------------       --------------

                                                                                        (240,455)                 533
                                                                                  --------------       --------------

                                                                                  $       20,161       $        7,721
=====================================================================================================================
</TABLE>

Subsequent event (Note 7)

On behalf of the Board:
Xue Ming Liang, Director   Charles Spooner, Director
  These accompanying notes are an integral part of these financial statements.

<PAGE>
<TABLE>
<CAPTION>

eSportbike.com, Inc.
(A Development Stage Company)
Statement of Operations and Deficit
(Unaudited)
(Expressed in U.S. dollars)
=================================================================================================================

                                                                       Cumulative
                                                                     Amounts from
                                                                 Inception of the
                                                                      Development
                                                                         Stage On  For the Period  For the Period
                                                                  July 9, 1999 to           Ended           Ended
                                                                        March 31,       March 31,       March 31,
                                                                             2001            2001            2000
---------------------------------------------------------------  ----------------  --------------  --------------
<S>                                                              <C>               <C>             <C>
REVENUE
    Advertising                                                  $         14,575  $        8,967  $            -
                                                                 ----------------  --------------  --------------

EXPENSES
    Accounting and legal                                                   13,702             255               -
    Advertising and promotion                                             100,734             400               -
    Amortization                                                            8,205           1,253           3,578
    Automotive                                                              1,860               -               -
    Bank charges and interest                                                 639             128               -
    Consulting fees                                                        53,901               -               -
    Filing fees                                                               204               -               -
    Insurance                                                               1,011               -               -
    Internet services                                                      24,323          13,552               -
    Management fees                                                        14,980               -               -
    Meals and entertainment                                                 3,781               -               -
    Office and miscellaneous                                               20,273           1,266          11,000
    Rent                                                                    7,751               -               -
    Telephone                                                               2,530             159               -
    Transfer fees                                                           1,489             100               -
    Travel                                                                 25,789               -               -
                                                                 ----------------  --------------   -------------

                                                                          281,172          17,113          14,578
                                                                 ----------------  --------------   -------------

Income (loss) before other items                                         (266,597)         (8,146)        (14,578)

Interest income                                                             1,094               -               -

Foreign exchange gain                                                       6,036           4,791               -
                                                                 ----------------  --------------   -------------


Income (loss) for the year                                               (259,467)         (3,355)        (14,578)

Deficit, accumulated during the development stage,
    beginning of period                                                         -        (256,112)         (4,086)
                                                                 ----------------  --------------   -------------

Deficit, accumulated during the development stage,               $       (259,467) $     (259,467)  $     (18,664)
    end of period
===============================================================  ================  ==============   =============

Basic earnings loss per share                                                      $        (0.01)  $       (0.01)
===============================================================  ================  ==============   =============
</TABLE>

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

<PAGE>
<TABLE>
<CAPTION>

eSportbike.com, Inc.
(A Development Stage Company)
Statement of Changes in Shareholders' Equity
(Unaudited)
(Expressed in U.S. dollars)
For the period ended March 31
=================================================================================================================================

                                                                                                           Deficit
                                                                                                        Accumulated
                                                    Number                                               During the
                                                  Of Shares       Price                     Retained    Development
                                                    Issued      Per Share      Amount       Deficit        Stage        Total
----------------------------------------------   -----------   ----------   -----------   -----------   -----------   -----------
<S>                                              <C>           <C>          <C>           <C>           <C>           <C>

Balance at April 7, 1997 (inception)
  Shares issued for debt                               1,000   $     1.00   $     1,000   $         -   $         -   $     1,000
  Net loss for the period                                  -            -             -             -             -             -
                                                 -----------                -----------                 -----------   -----------

Balance at December 31, 1996                           1,000            -         1,000             -             -         1,000
  as originally reported

  Retroactive Adjustments:
    For 1000 to 1 stock split May 6, 1999            999,000            -             -             -             -             -
    For return of 800,000 shares Feb. 23, 2000      (800,000)           -          (800)            -             -          (800)

    For 27 to 1 stock split Feb. 23, 2000          5,200,000            -         5,200             -             -         5,200
    Contributed Capital                                    -            -         3,812             -             -         3,812
  Net loss for the period                                  -            -             -        (1,100)            -        (1,100)
                                                 -----------                -----------   -----------   -----------   -----------

Restated Balance at January 1, 1997                5,400,000            -         9,212        (1,100)            -         8,112
                                                           -            -             -          (100)            -          (100)
                                                 -----------                -----------                 -----------   -----------

Balance at December 31, 1998                       5,400,000            -         9,212        (1,200)            -         8,012
  Net loss for the period                                  -            -             -             -        (4,086)       (4,086)
                                                 -----------                -----------   -----------   -----------   -----------

Balance at December 31, 1999                       5,400,000            -         9,212        (1,200)       (4,086)  $     3,926
  Shares issued for debt                          11,000,000            -        11,000             -             -        11,000
  Net loss for the period                                  -            -             -             -      (252,026)     (252,026)
                                                 -----------                -----------   -----------   -----------   -----------

Balance at December 31, 2000                      16,400,000            -   $    20,212   $    (1,200)  $  (256,112)  $  (237,100)
  Net loss for the period                                  -            -             -        (3,355)       (3,355)
                                                 -----------                -----------   -----------   -----------   -----------

Balance at March 31, 2001                         16,400,000            -   $    20,212   $    (1,200)  $  (259,467)  $  (240,455)
==============================================  ============  ===========   ===========   ===========   ===========   ===========

</TABLE>

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

<PAGE>
<TABLE>
<CAPTION>

eSportbike.com, Inc.
(A Development Stage Company)
Statement of Cash Flows
(Unaudited)
(Expressed in U.S. dollars)
=======================================================================================================================

                                                                           Cumulative
                                                                         Amounts from
                                                                     Inception of the
                                                                          Development
                                                                             Stage On   For the Period   For the Period
                                                                      July 9, 1999 to            Ended            Ended
                                                                            March 31,        March 31,        March 31,
                                                                                 2001             2001             2000
-------------------------------------------------------------------  ----------------   --------------   --------------
<S>                                                                 <C>                 <C>              <C>
Cash flows from operating activities
    Loss for the year                                                $       (259,467)  $       (3,355)  $      (14,578)
       Item not affecting cash
          Amortization of capital assets                                        8,205            1,253            3,578
          Currency translation adjustment                                           -                -              185
                                                                     ----------------    -------------   --------------
                                                                             (251,262)          (2,102)         (10,815)

    Changes in non-cash working capital items
       (Increase) decrease in accounts receivable                             (13,468)          (8,555)               -
       (Increase) decrease in prepaid expenses                                 (1,098)              57                -
       Increase (decrease) in accounts payable                                 18,813            2,087            4,437
                                                                     ----------------    -------------   --------------

                                                                             (247,015)          (8,513)          (6,378)
                                                                     ----------------   --------------   --------------

Cash flows from investing activities
      Purchase of capital assets                                              (13,800)               -          (11,299)
                                                                     ----------------   -------------    --------------

Cash flows from financing activities
    Increase (decrease) in amounts due to shareholders                        241,134            8,099            6,677
    Issuance of capital stock for debt                                         15,400                -           11,000
    Increase in additional paid-in capital                                      3,812                -                -
                                                                     ----------------    -------------   --------------

                                                                              260,346            8,099           17,677
                                                                     ----------------    -------------   --------------

Increase (decrease) in cash                                                      (469)            (414)  $            -

Cash (deficiency), beginning of period                                              -              (55)               -
                                                                     ----------------    -------------   --------------

Cash (deficiency), end of period                                     $           (469)   $        (469)  $            -
===================================================================  ================    =============   ==============

Cash paid during the period for interest                             $              -                -   $            -
===================================================================  ================    =============   ==============

Cash paid during the period for franchise and income taxes           $            250                -   $            -
===================================================================  ================    =============   ==============
</TABLE>

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

<PAGE>


eSportbike.com, Inc.
(A Development Stage Company)
Notes to Financial Statements
(Unaudited)
(Expressed in U.S. dollars)
For the period ended March 31, 2001

1.       Nature and Continuance of Operations

         eSportbike.com, Inc. (the "Company") was incorporated under the laws of
the  state  of  Nevada  on April 7,  1997.  The  Company  ceased  all  operating
activities from its date of  incorporation on April 7, 1997 to July 9, 1999. The
Company is in the development  stage and is developing an Internet website which
provides  community,  content and  commerce  for the  sportbike  and  motorcycle
enthusiast.

These  financial  statements  have been  prepared in  accordance  with  Canadian
generally  accepted  accounting  principles with the assumption that the Company
will be able to realize its assets and discharge its  liabilities  in the normal
course  of  business  rather  than  through a  process  of  forced  liquidation.
Continued  operations of the Company are  dependent on the Company's  ability to
receive  continued  financial  support,  complete  public equity  financing,  or
generate profitable operations in the future.

2.       Significant Accounting Policies

         Cash and cash equivalents

         Cash and cash equivalents  represent  highly liquid market  investments
with original maturities of three months or less.

         Capital assets and amortization

         Capital  assets are recorded at cost,  and  amortization  is calculated
using the straight-line  method over the estimated  economic useful lives of the
related assets as follows:

         Furniture                          5 years straight line
         Computer hardware                  3 years straight line
         Computer software                  1 year straight line
         Intangibles                        2 years straight line

Use of estimates

The preparation of financial  statements in conformity  with generally  accepted
accounting  principles,  requires  management to make estimates and  assumptions
which affect the reported  amounts of assets and  liabilities at the date of the
financial  statements and the reported amount of revenue and expenses during the
reporting period. Actual results may differ from these estimated amounts.

<PAGE>
<TABLE>
<CAPTION>

eSportbike.com, Inc.
(A Development Stage Company)
Notes to Financial Statements
           (Unaudited)
(Expressed in U.S. dollars)
For the period ended March 31, 2001
================================================================================

Financial instruments

Financial  instruments are initially recorded at historical costs. If subsequent
circumstances indicate that a decline in fair value of a financial instrument is
other than temporary, the financial asset is written-down to its fair value.

Loss per share

Loss per  share is  calculated  using  the  weighted  average  number  of shares
outstanding  during the period.  For the periods  ended March 31, 2001 and 2000,
the weighted  average  number of common shares  outstanding  was  16,400,000 and
16,400,000 respectively.

Fully diluted  earnings per share consider the dilutive impact of the conversion
of any  outstanding  stock options and warrants as if the events had occurred at
the beginning of the period. For the periods ended March 31, 2001 and 2000, this
calculation proved to be anti-dilutive.

Foreign exchange

The functional  currency of the Company is Canadian  dollars.  Income  statement
items are translated into U.S.  dollars at the average  exchange rate during the
period.  At the balance sheet date,  monetary  items are adjusted to reflect the
exchange rate in effect at that time.

Exchange  gains and losses  arising on the  translation or settlement of foreign
currency  denominated  monetary items are included in the  determination  of net
income for the current period.

3.       Capital Assets

======================================================================================================

                                                      Accumulated              Net book value
                                        Cost          Amortization     March 31, 2001   March 31, 2000
------------------------------------------------------------------------------------------------------
<S>                                 <C>              <C>               <C>              <C>
         Computer equipment         $       4,667    $        1,945    $        2,722   $        4,256
         Furniture and equipment              426               106               320                -
         Intangibles                        6,793             4,240             2,553            3,465
         Software                           1,914             1,914                 -                -
                                    -------------    --------------    --------------   --------------

                                    $      13,800    $        8,205    $        5,595   $        7,721
======================================================================================================
</TABLE>

<PAGE>


eSportbike.com, Inc.
(A Development Stage Company)
Notes to Financial Statements
(Unaudited)
(Expressed in U.S. dollars)
For the period ended March 31, 2001
================================================================================

         On March 2, 2000,  the Company  entered into an  agreement  whereby the
Company purchased the assets of the proprietorship  eSportbike.com,  essentially
consisting  of the domain name.  The  purchase  price  consisted  of  CDN$10,000
(US$6,793) and the assumption of liabilities in the amount of  CAD$113,000.  The
assumption of liabilities  was later  renegotiated  to $1. At December 31, 2000,
accounts payable includes $6,793 of the purchase price.

4.       Due to Shareholders

         Amounts due to shareholders  are  non-interest  bearing,  unsecured and
have no fixed terms of repayment.

5.       Capital Stock

         Included as issued capital stock are 11,000,000 common shares which may
not be traded without regulatory approval.

         All references in the accompanying  financial  statements to the number
         of common  shares  and  per-share  amounts  for 2001 and 2000 have been
         restated  to reflect  the stock  splits and  cancellation  of shares as
         noted below.

         During the period ended March 31, 2000, the Company  issued  11,000,000
         common shares valued at $11,000 to three shareholders of the Company as
         compensation for management services (Note 6).

         On May 6, 1999 the  Board of  Directors  authorized  a 1,000 to 1 stock
         split and changed the authorized number of shares to 100,000,000 shares
         and the par value to $.001 for the Company's  common stock. As a result
         of the split, 999,000 shares were issued.

         On February 23, 2000 the Board of Directors  authorized  the acceptance
         of 800,000  restricted  common  shares  returned  to the Company by its
         former Officer and Director.  The shares were canceled immediately upon
         receipt.

         On February 23, 2000 the Board of Directors  authorized a 27 to 1 stock
         split.  As a result of this split the Company issued  5,200,000  common
         shares.

6.       Related Party Transactions

         During the period ended March 31, 2000, the Company  issued  11,000,000
         common shares valued at $11,000 to three shareholders of the Company as
         compensation for management services (Note 5).

<PAGE>

eSportbike.com, Inc.
(A Development Stage Company)
Notes to Financial Statements
(Unaudited)
(Expressed in U.S. dollars)
For the period ended March 31, 2001
================================================================================

7.       Subsequent Event

         On January 15, 2001,  the Company  entered  into an agreement  with two
         directors and  shareholders  of the Company and certain third  parties,
         whereby for cash proceeds of $220,000 the directors agreed to:

                  a)       Assign debts of $220,000  owed to them by the Company
                           to the third party.
                  b)       Transfer  10,000,000  restricted common shares of the
                           Company owned by them to the third party.
                  c)       Resign as directors of the Company

         The  Company  also  agreed  that the  parties  assuming  the debt could
         convert the debt into common stock of the Company at a conversion price
         of $0.08 per share.

8.       Income Taxes

         As of March 31, 2001, the Company had a net operating loss carryforward
         for income tax reporting purposes of approximately $259,000 that may be
         offset against future taxable income. Current tax laws limit the amount
         of loss  available to be offset  against  future  taxable income when a
         substantial change in ownership occurs. Therefore, the amount available
         to offset future taxable income may be limited. No tax benefit has been
         reported in the  financial  statements,  because  the Company  believes
         there is a 50% or greater chance the carryforwards will expire unused.

9.       Comparative Figures

         Certain  prior  period's  figures have been  restated to conform to the
         current period's presentation.

10.      United States Generally Accepted Accounting Policies

         These  financial  statements  have been  prepared  in  accordance  with
         generally  accepted  accounting  principles in Canada.  These financial
         statements  also  comply,  in all  material  aspects,  with  accounting
         principles  generally  accepted in the United  States and the rules and
         regulations of the Securities and Exchange Commission.

<PAGE>

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

Plan of Operations.

         Since Sinoray Technology acquired a majority interest in the Company in
January 2001, the Company has continued its  development  of the  eSportbike.com
web site.  The  Company  intends to merge the  business  of  eSportbike.com  and
Sinoray  Technology  within  the next 12 months.  The  Company  then  intends to
further  develop the  sportbike  web  site-based  business  and add the existing
business  of  Sinoray  Technology.  The  Company  also  plans to make  strategic
acquisitions  of new clients and companies  also servicing the software needs of
major Asian banks.

         Sinoray  Technology  provides software solutions and ongoing support to
major  Chinese  banks to assist  them in  implementing  credit  and  debit  card
strategies for their customers.  Even though Sinoray Technology clients are very
large banks by all  international  standards,  they have not  offered  credit or
debit cards to their  customers on a large scale.  This is rapidly  changing and
all  major  Asian  banks are  issuing  credit  cards to the bulk of their  urban
customers. This rapid expansion together with the technological  requirements to
interface with international  credit card services such as Visa,  Mastercard and
American  Express  for  domestic  and  foreign  users  has  placed  considerable
technical demands on the banks. As a result, they have outsourced these services
as they generally do not have the  capability  and resources  internally to meet
these  needs.  Sinoray  Technology's   management  have  many  years  of  direct
experience  developing and supporting  similar  software  solutions in China and
internationally.

The  Company's  sportbike  business  is  focused  on  meeting  the  needs of the
sportbike and motorcycle  audience online.  The website is a location where such
individuals  can share  information,  publish  pictures,  communicate,  shop and
discover  relevant content targeted to their specific needs.  Since the web site
was  originally  launched in November  1998,  the  Company has  achieved  over 1
million unique visitors through 2000. Since re-launching eSportbike.com in March
2000, the site has enjoyed significant growth. Monthly banner ad views increased
from approximately 1.3 million in September 2000 to 2 million in December 2000.

         The  e-commerce  industry in which the Company  operates the sportsbike
business is an intensely  competitive one, where brand  recognition,  quality of
site  content,  merchandise  selection,  convenience,  price,  and  service  are
critical  factors.  The Company has many established  competitors,  ranging from
local single unit operations to large multi-national  operations.  Some of these
competitors  have   substantially   greater  financial   resources  and  may  be
established or indeed become  established  in areas where the Company  operates.
The  industry  may be  affected  by changes in customer  tastes,  economic,  and
demographic trends. Factors such as inflation,  increased supplies costs and the
availability  of  suitable  employees  may  adversely  affect the  entertainment
industry  in general  and the Company in  particular.  In view of the  Company's
limited  financial  resources  and  management  availability,  the Company  will
continue to be at a significant competitive disadvantage vis-a-vis the Company's
competitors.

Results of Operations.

From  April 7, 1997 to July 9, 1999 the  Company  was an  inactive  corporation.
Since July 9, 1999 the Company has been a development  stage company and had not
begun principal operations. Accordingly,  comparisons with prior periods are not
meaningful.

<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

The  Company has met its capital  requirements  through the private  sale of its
common stock.

Since the  Company's  re-activation  in July 9, 1999,  the  Company's  principal
capital requirements have been the funding of its development.

         The  Company  intends to merge the  businesses  of  eSportBike.com  and
Sinoray  Technology.  Sinoray Technology is an operating company that internally
generates adequate cash flow to fund its own operations.  Sinoray Technology has
the opportunity to acquire additional clients and businesses,  which may require
additional capital to service and develop.

After the completion of its expansion  plans,  including the proposed  merger of
Sinoray  Technology  and  eSportbike.com,   Inc.,  the  Company  expects  future
development and expansion will be financed through cash flow from operations and
other  forms  of  financing  such as the  sale of  additional  equity  and  debt
securities,  capital leases and other credit facilities. There are no assurances
that such  financing  will be available on terms  acceptable or favorable to the
Company.

Competition

The Company faces competition with respect to Sinoray  Technology's  operations.
There are a number of companies  servicing the software needs of the major Asian
banks.  However,  in the opinion of  Management,  the  specific  market niche of
Sinoray Technology is very specialized and few companies are able to combine the
unique software and operational knowledge of Sinoray Technology.  Companies like
IBM, SLM Software and EDS all provide certain software solutions to these banks.
There are also several domestic Chinese  corporations  that provide some aspects
of development and support to these banks.  Sinoray Technology uniquely provides
a bridge  between the western  standards of credit and debit card  companies and
Asian operating  procedures that makes them valuable to their clients.  However,
many of the  Company's  competitors  operating in the Asian markets have greater
financial resources than the Company.

The Company also faces  competition with respect to its sport bike business from
a  wide  variety  of  sport  bike  specific  web  sites,   many  of  which  have
substantially greater financial,  marketing and technological resources than the
Company.

The marketplace for Sport Bike specific web sites is still in its infancy.  Many
of the web sites are not commercial, and the biggest commercial sites are almost
all strictly  relying on  advertisers  and not e-commerce  sales.  Several sites
compete in this market,  but no one has emerged as an industry  leader.  We have
identified competition in terms of specific content and e-commerce  applications
that are relevant to our industry.  The Company competes with several  companies
in respect of its sportbike operations,  including but not limited to Motorcycle
Online

<PAGE>

http://www.motorcycle.com, 2wf.com http://www.2wf.com, Motorcycle World
http://www.motorcycleworld.com, Motorcycle Superstore
http://www.motorcycle-superstore.com and Imotorcyclestore.com
http://www.imotorcyclestore.com.



Employees

     At March 31, 2001 the Company had no full-time employees.

PART II - OTHER INFORMATION


Item  1.        Legal Proceedings

The Company is not a party to any pending legal proceedings,  and to the best of
the Company's  knowledge,  none of the  Company's  assets are the subject of any
pending legal proceedings.

Item 2.         Change in Securities

During the first  quarter of the fiscal  year  covered by this  report,  (i) the
Company did not modify the instruments  defining the rights of its shareholders,
(ii) no rights of any shareholders  were limited or qualified by any other class
of  securities,  and  (iii) the  Company  did not sell any  unregistered  equity
securities.


Item 3.         Defaults Upon Senior Securities

During the first quarter of the fiscal year covered by this report,  no material
default has occurred  with  respect to any  indebtedness  of the  Company.  Also
during this  quarter,  no material  arrearage  in the payment of  dividends  has
occurred.

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

No matter was submitted to a vote of security holders,  through the solicitation
of proxies or otherwise,  during the first quarter of the fiscal year covered by
this report

Item  5.        Other Information

On March 13, 2001, Robert McLauchlan and Kent Courtice entered into an agreement
with Public  Idea  Capital  Ltd.,  Xue Ming Liang,  Sinoray  Technology  and the
Company  (the "Change in Control  Agreement")  whereby  each of  McLauchlan  and
Courtice  transferred  5,000,000  shares of the Company  common stock to Sinoray
Technology (the "Transfer"). In exchange, Xue Ming Liang and Public Idea Capital
Ltd. assumed two hundred and twenty thousand dollars ($220,000) in debt that the
Company  owed to  McLauchlan  and Courtice and received the right to convert the
debt into shares of the Company  common stock at a price of US$0.08 per share on
a pro rata basis proportionate to who paid the debt.

Mr. Liang is a controlling  shareholder  and director of Sinoray  Technology and
Charles  Spooner is a  shareholder  and  director of Public Idea Capital Ltd. In
connection with the Transfer, McLauchlan and Courtice each resigned his position
as an officer and director of the Company. As a result of the Transfer,  Sinoray
Technology now owns a controlling  interest in the Company.  The Company expects
to merge with Sinoray Technology within the next 12 months.

<PAGE>

Item  6.        Exhibits and  Reports  on  Form  8-K

 The following exhibits are included as part of this report:

Exhibit
Number            Title of Document

2.1               Change of Control Agreement dated January 15, 2001
3.1               Articles of Incorporation (1)
3.2               Amended Articles of Incorporation (1)
3.3               Bylaws (1)

(1)      Incorporated by reference to the Registrant's registration statement on
Form 10-SB filed on October 20, 1999.

         (b)      Reports on Form 8-K filed.

         No reports on Form 8-K were filed  during the  quarter  ended March 31,
2001.




<PAGE>



                                   SIGNATURES


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

                                 ESPORTBIKE.COM, INC.
                                 (Registrant)


Date: May 21, 2001               By:      /s/ Xue Ming Liang
                                          -----------------------------
                                    Name: Xue Ming Liang
                                          -----------------------------
                                    Title:   President and Director
                                          -----------------------------

Date: May 21, 2001               By:      /s/ Charles Spooner
                                          -----------------------------
                                    Name: Charles Spooner
                                          -----------------------------
                                    Title:   Director
                                          -----------------------------