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: September 30, 2001
                                              ---------------------

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

                        For the transition period from to

                        Commission file number 000-27959

                             Laredo Investment Corp.
                            -------------------------
        (Exact name of small business issuer as specified in its charter)


            Nevada                                              77-0517964
--------------------------------------------------------------------------------
 (State or other jurisdiction                                   (IRS Employer
of incorporation or organization)                            Identification No.)

        Suite 11405 - 201A Street, Maple Ridge, British Columbia V2X 0Y3
                    (Address of principal executive offices)

                                 (604) 460-8440
                            Issuer's telephone number


     (Former name,  former address and former fiscal year, if changed since last
report.)

                      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: September 30, 2001 32,200,000
                                                   -----------------------------

        Transitional Small Business Disclosure Format (check one).
Yes      ;  No   X
    ----       ----



<PAGE>

                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements



                         INDEPENDENT ACCOUNTANT'S REPORT



Laredo Investment Corp.


        We have reviewed the  accompanying  balance sheets of Laredo  Investment
Corp. as of September 30, 2001 and December 31, 2000, and the related statements
of operations  three and nine month  periods ended  September 30, 2001 and 2000,
and cash flows for the nine month  periods  ended  September  30, 2001 and 2000.
These financial statements are the responsibility of the Company's management.

        We conducted our review in accordance with standards  established by the
American  Institute  of  Certified  Public  Accountants.  A  review  of  interim
financial  information consists principally of applying analytical procedures to
financial  data and making  inquiries of persons  responsible  for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statement taken as a whole.
Accordingly, we do not express such an opinion.

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

                                                   Respectfully submitted



                                                   /S/ ROBISON, HILL & CO.
                                                   Certified Public Accountants

Salt Lake City, Utah
November 2, 2001


<PAGE>

                             LAREDO INVESTMENT CORP.
                                 BALANCE SHEETS





                                                September 30,       December 31,
                                                    2001               2000
                                                 -----------        -----------
ASSETS
Current Assets:
Cash and cash equivalents ................       $      --          $      --
Receivables ..............................           434,909            658,834
Inventory ................................           397,921            432,276
Prepaid expense ..........................             2,148              1,664
                                                 -----------        -----------

     Total Current Assets ................           834,978          1,092,774
                                                 -----------        -----------

Fixed Assets:
Manufacturing Equipment ..................           582,100            456,025
Office Equipment .........................            19,061             16,747
Furniture & Fixtures .....................             3,304              2,752
Leasehold improvements ...................            41,814             41,814
                                                 -----------        -----------
                                                     646,279            517,338
Less Accumulated Depreciation ............           (95,900)           (69,332)
                                                 -----------        -----------
                                                     550,379            448,006
                                                 -----------        -----------

Other Assets:
Intangible Assets, Net ...................            14,167             21,667
                                                 -----------        -----------

     TOTAL ASSETS ........................       $ 1,399,524        $ 1,562,447
                                                 ===========        ===========





<PAGE>

                             LAREDO INVESTMENT CORP.
                                 BALANCE SHEETS
                                   (Continued)




                                                   September 30,    December 31,
                                                        2001           2000
                                                     -----------    -----------
LIABILITIES
Current Liabilities:
Accounts Payable and Accrued Liabilities .........   $   533,469    $   496,267
Bank Overdraft ...................................         4,772        249,847
Bank Line ........................................         6,333         43,328
Short-Term Loans & Notes Payable .................       589,872        553,802
Related Party Loans ..............................        71,955         69,248
Shareholder Payables .............................        42,122         40,096
Current Portion Long-Term Debt ...................        32,851         20,951
                                                     -----------    -----------

     Total Current Liabilities ...................     1,281,374      1,473,539
                                                     -----------    -----------

Long-Term Debt ...................................        74,108         95,655
Lease Obligations ................................        94,871           --
                                                     -----------    -----------

     Total Liabilities ...........................     1,450,353      1,569,194
                                                     -----------    -----------

STOCKHOLDERS EQUITY
Common Stock - $0.001 par value, 100,000,000
   shares authorized, 32,200,000 shares issued
   and outstanding at September 30, 2001 and .....        32,200         32,200
   December 31, 2000
Additional Paid-in Capital .......................        28,150         28,150
Currency Translation Adjustment ..................        35,397          5,155
Retained Earnings (Deficit) ......................      (146,576)       (72,252)
                                                     -----------    -----------

     Total Stockholders' Equity ..................       (50,829)        (6,747)
                                                     -----------    -----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY .......   $ 1,399,524    $ 1,562,447
                                                     ===========    ===========










                 See accompanying notes and accountants' report.


<PAGE>

                             LAREDO INVESTMENT CORP.
                            STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>


                                  For the three months ended       For the nine months ended
                                         September 30,                   September 30,
                                   ---------------------------   ---------------------------
                                       2001           2000           2001           2000
                                   ------------   ------------   ------------   ------------
REVENUES
<S>                                <C>            <C>            <C>            <C>
Sales ...........................  $    626,387   $    452,100   $  1,939,797   $  1,463,646
Cost of Sales ...................       454,224        314,627      1,410,166      1,036,818
                                   ------------   ------------   ------------   ------------
Gross Margin ....................       172,163        137,473        529,631        426,828

EXPENSES
   Selling & Marketing ..........         9,744         10,478         32,732         28,917
   General & Administrative .....       139,668        161,513        465,684        408,121
                                   ------------   ------------   ------------   ------------
                                        149,412        171,991        498,416        437,038
                                   ------------   ------------   ------------   ------------

Net Income (Loss) from Operations        22,751        (34,518)        31,215        (10,210)
                                   ------------   ------------   ------------   ------------

Other Income (Expense)
   Interest, Net ................       (22,558)       (20,799)       (65,359)       (46,726)
   Currency Exchange, Net .......       (19,274)        55,972        (41,922)        30,307
                                   ------------   ------------   ------------   ------------

Net Income Before Income Taxes ..       (19,081)           655        (76,066)       (26,629)
Income Tax Benefit (Expense) ....         1,743           --            1,743           --
                                   ------------   ------------   ------------   ------------

NET INCOME (LOSS) ...............  $    (17,338)  $        655   $    (74,323)  $    (26,629)
                                   ============   ============   ============   ============

Basic and Diluted Earnings Per
Common Share ....................  $       0.00   $       0.00   $       0.00   $       0.00
                                   ============   ============   ============   ============

Weighted Average Number of
Common Shares ...................    32,200,000     29,000,000     32,200,000     29,000,000
                                   ============   ============   ============   ============
</TABLE>











                       See accompanying notes and accountants' report.


<PAGE>

                             LAREDO INVESTMENT CORP.
                            STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                                       For the nine months ended
                                                                             September 30,
                                                                       -------------------------
                                                                            2001        2000
                                                                         ---------   ---------
Cash Flows From Operating Activities
<S>                                                                      <C>        <C>
   Net income (loss) for the period ...................................  $ (74,323) $  (26,629)
Adjustments to reconcile net income (loss) to net cash
   Provided by (Used in) operating activities
     Currency translation adjustment ..................................     30,241       6,180
     Depreciation and Amortization ....................................     34,068      29,738
     Currency Exchange ................................................       --          --
     Decrease (Increase) in Receivables ...............................    223,925    (168,225)
     Decrease (Increase) in Inventory .................................     34,355    (166,796)
     (Increase) in Prepaid Expense ....................................       (483)    (10,845)
     Increase in Accounts Payable & Accrued Liabilities ...............    116,073     140,851
     Increase (Decrease) in Bank Overdraft ............................   (285,172)       --
                                                                         ---------   ---------
Net Cash Provided by (Used in) Operating Activities ...................     78,684    (195,726)
                                                                         ---------   ---------

Cash Flows From Investing Activities
   Purchase of property and equipment .................................    (18,666)   (248,176)
                                                                         ---------   ---------
Net Cash Provided by Investing Activities .............................    (18,666)   (248,176)
                                                                         ---------   ---------

Cash Flows From Financing Activities
   Proceeds/Payment on Bank Line ......................................    (36,995)       --
   Proceeds from Shareholder Payables .................................      2,026        --
   Payments on short-term notes payable ...............................       --       (26,497)
   Proceeds from short-term notes payable .............................       --       513,711
   Principle payment on Lease Obligations .............................     (4,024)       --
   Principle payment on Long-Term Debt ................................    (21,025)    (21,528)
                                                                         ---------   ---------
Net Cash Provided by Financing Activities .............................    (60,018)    465,686
                                                                         ---------   ---------

Increase (Decrease) in Cash ...........................................       --        21,784
Cash at beginning of period ...........................................       --          --
                                                                         ---------   ---------

Cash at End of Period .................................................  $    --     $  21,784
                                                                         =========   =========


Supplemental Disclosure of Interest and Income Taxes Paid
   Interest paid during the period ....................................  $   3,145   $  16,015
                                                                         =========   =========
   Income taxes paid during the period ................................  $    --     $    --
                                                                         =========   =========

Supplemental Disclosure of Non-cash Investing and Financing Activities:
Manufacturing Equipment on Capital Lease ..............................  $ 110,274   $    --
</TABLE>


                       See accompanying notes and accountants' report.
<PAGE>

                             LAREDO INVESTMENT CORP.
                          NOTES TO FINANCIAL STATEMENTS
                  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

        This summary of  accounting  policies for Laredo  Investment  Corp.  and
Subsidiaries  ( the  "Company")  is  presented  to assist in  understanding  the
Company's  financial  statements.  The accounting  policies conform to generally
accepted  accounting  principles  and  have  been  consistently  applied  in the
preparation of the financial statements.

Interim Financial Statements

        The unaudited financial  statements as of September 30, 2001 and for the
nine months then ended reflect,  in the opinion of management,  all  adjustments
(which include only normal recurring  adjustments) necessary to fairly state the
financial  position and results of  operations  for the nine  months.  Operating
results for interim periods are not necessarily  indicative of the results which
can be expected for full years.

Organization and Basis of Presentation

        The  Company was  incorporated  under the laws of the State of Nevada on
December 18, 1996. The Company ceased all operating activities during the period
from December 18, 1996 to July 9, 1999 and was  considered  dormant.  On July 9,
1999,  the Company  obtained a Certificate  of renewal from the State of Nevada.
From July 9, 1999 to January 21, 2000, the Company was in the development stage.

Acquisition of Subsidiaries

        On January 21, 2000, the Company  entered into an Acquisition  Agreement
with GFR  Nutritionals,  Ltd., a British Columbia  corporation,  (GFR),  Richard
Pierce and Lucretia Schanfarber (the GFR Majority Shareholders) to acquire their
shares  representing 100% of the outstanding common stock of GFR in exchange for
19,000,000  newly issued shares of the Company's  restricted  common stock.  The
transaction has been recorded as a reverse merger.

        On June 21, 2000, the Company entered into an Acquisition Agreement with
Nutritionals (USA) Direct.Com, a Washington corporation,  (NDC), to acquire 100%
of the outstanding  common stock of NDC in exchange for $1,000.  The transaction
has been recorded as a purchase.

        On July 12, 2000, the Company entered into an Acquisition Agreement with
WST Web Search Technologies, Inc., a Saskatchewan corporation, (WST), to acquire
100% of the  outstanding  common stock of WST in exchange for  10,000,000  newly
issued shares of the Company's restricted common stock. The transaction has been
recorded as a purchase.

        On November 1, 2000, the Company  entered into an Acquisition  Agreement
with Prohealth  Nutritionals  Ltd., a British  Columbia  corporation,  (PHN), to
acquire 100% of the outstanding  common stock of PHN in exchange for $0.01.  The
transaction has been recorded as a purchase.


<PAGE>

                             LAREDO INVESTMENT CORP.
                          NOTES TO FINANCIAL STATEMENTS
                  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001
                                   (Continued)



NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Principles of Consolidation

        The consolidated financial statements for December 31, 2000 and the year
ended include the accounts of Laredo  Investment  Corp. and the following wholly
owned subsidiaries:

*       GFR Nutritionals, Ltd., a British Columbia corporation
*       Nutritionals(USA) Direct.com, a Washington corporation
*       WST Web Search Technologies, Inc., a Sasketchewan corporation
*       Prohealth Nutritionals Ltd.,  a British Columbia corporation

Nature of Business

        The Company  specializes in  formulating,  blending,  encapsulating  and
packing  nutritional  products.  The  Company's  operations  are  located in the
province of British Columbia, Canada.

Cash and Cash Equivalents

        For purposes of the statement of cash flows,  the Company  considers all
highly liquid debt instruments purchased with a maturity of three months or less
to be cash equivalents to the extent the funds are not being held for investment
purposes.

Inventories

        Raw  materials  inventory is stated at a lower of weighted  average cost
and replacement value. Inventories of work in progress is stated at the lower of
weighted average cost and net realizable value.










<PAGE>

                             LAREDO INVESTMENT CORP.
                          NOTES TO FINANCIAL STATEMENTS
                  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001
                                   (Continued)


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Depreciation

        Fixed  assets  are  stated at cost.  Depreciation  and  amortization  is
calculated  on a  straight-line  basis over the  estimated  useful  lives of the
assets as follows:


                 Asset                             Rate
---------------------------------------  ------------------------

Manufacturing equipment                                  10 years
Furniture and fixtures                                    5 years
Office equipment                                          5 years
Leasehold improvements                      Lease Term or 5 years
Automobile                                                3 years

        Maintenance  and  repairs  are charged to  operations;  betterments  are
capitalized.  The  cost  of  property  sold  or  otherwise  disposed  of and the
accumulated  depreciation  thereon are eliminated  from the property and related
accumulated depreciation accounts, and any resulting gain or loss is credited or
charged to income.

        The Company has adopted the Financial  Accounting  Standards  Board SFAS
No., 121,  "Accounting  for the  Impairment of Long-lived  Assets." SFAS No. 121
addresses  the  accounting  for (i)  impairment of  long-lived  assets,  certain
identified  intangibles and goodwill  related to assets to be held and used, and
(ii) long-live lived assets and certain identifiable  intangibles to be disposed
of.  SFAS No. 121  requires  that  long-lived  assets and  certain  identifiable
intangibles  be held and used by an entity be reviewed for  impairment  whenever
events or changes in circumstances indicate that the carrying amount of an asset
may not be  recoverable.  If the sum of the expected  future cash flows from the
used of the  asset  and its  eventual  disposition  (un-discounted  and  without
interest  charges) is less than the carrying  amount of the asset, an impairment
loss is recognized.

Revenue recognition

        Revenue is  recognized  from sales of product at the time of shipment to
customers.


<PAGE>

                             LAREDO INVESTMENT CORP.
                          NOTES TO FINANCIAL STATEMENTS
                  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001
                                   (Continued)


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Foreign currency translation

        The  Company's  primary  functional  currency  is the  Canadian  dollar.
Monetary  assets  and  liabilities  resulting  from  transactions  with  foreign
suppliers and customers are  translated at year-end  exchange rates while income
and expense  accounts are translated at average rates in effect during the year.
Gains and losses on translation are included in income.

Pervasiveness of Estimates

        The  preparation  of financial  statements in conformity  with generally
accepted  accounting  principles  required  management  to  make  estimates  and
assumptions  that  affect the  reported  amounts of assets and  liabilities  and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the  reported  amounts  of  revenues  and  expenses  during  the
reporting period. Actual results could differ from those estimates.

Concentrations of Credit Risk

        The  Company  has no  significant  off-balance-sheet  concentrations  of
credit  risk such as foreign  exchange  contracts,  options  contracts  or other
foreign hedging arrangements.

Income Taxes

        The Company  accounts for income taxes under the  provisions of SFAS No.
109, "Accounting for Income Taxes." SFAS No.109 requires recognition of deferred
income  tax  assets  and   liabilities   for  the  expected  future  income  tax
consequences,  based on enacted tax laws, of temporary  differences  between the
financial reporting and tax bases of assets and liabilities.

Reclassifications

        Certain   reclassifications   have  been  made  in  the  2000  financial
statements to conform with the 2001 presentation.



<PAGE>

                             LAREDO INVESTMENT CORP.
                          NOTES TO FINANCIAL STATEMENTS
                  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001
                                   (Continued)


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Earnings (Loss) per Share

        The  reconciliations  of the  numerators and  denominators  of the basic
income (loss) per share computations are as follows:
<TABLE>
<CAPTION>
                                                                                  Per-Share
                                                   Income          Shares           Amount
                                                   ------          ------           ------
                                                 (Numerator)    (Denominator)

                                                For the three months ended September 30, 2001
Basic & Diluted Loss per Share
<S>                                            <C>                  <C>         <C>
Income to common shareholders                  $       (17,338)     32,200,000  $           -
                                               =============== ===============  ==============

                                                For the three months ended September 30, 2000
Basic & Diluted Income per Share
Loss to common shareholders                    $           655      29,000,000  $           -
                                               =============== ===============  ==============

                                                For the nine months ended September 30, 2001
Basic & Diluted Loss per Share
Income to common shareholders                  $       (74,323)     32,200,000  $           -
                                               =============== ===============  ==============

                                                For the nine months ended September 30, 2000
Basic & Diluted Loss per Share
Loss to common shareholders                    $       (26,629)     29,000,000  $           -
                                               =============== ===============  ==============
</TABLE>

        The Company has no outstanding  dilutive  common stock  equivalents  for
September 30, 2001 and 2000.

Stock Compensation for Non-Employees

        The Company accounts for the fair value of its stock compensation grants
for  non-employees in accordance with FASB Statement 123. The fair value of each
grant is equal to the market price of the  Company's  stock on the date of grant
if an  active  market  exists  or  at a  value  determined  in  an  arms  length
negotiation between the Company and the non-employee.

<PAGE>

                             LAREDO INVESTMENT CORP.
                          NOTES TO FINANCIAL STATEMENTS
                  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001
                                   (Continued)


NOTE 2 - INVENTORY

        As of September  30, 2001 and December 31, 2000,  Inventory  consists of
the following:


                                        2001            2000
                                   --------------  --------------
Raw materials                      $ 397,921       $      414,010
Work in process                                 -          18,266
                                   --------------  --------------
Total Inventory                    $ 397,921       $      432,276
                                   ==============  ==============

NOTE 3 - INCOME TAXES

        As  of  December  31,  2000,  the  Company  had  a  net  operating  loss
carryforward for income tax reporting  purposes of  approximately  $110,000 that
may be offset against future taxable income through 2020. 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  carry-forwards  will expire unused.  Accordingly,  the potential tax
benefits of the loss  carry-forwards are offset by a valuation  allowance of the
same amount.

NOTE 4 - RELATED PARTY TRANSACTIONS

        As of September 30, 2001 and December 31, 2000,  accrued management fees
of  GFR  of  approximately  $42,122  ($66,511  Canadian)  and  $40,096  ($60,151
Canadian) were due to a major shareholder.

NOTE 5 - SHORT-TERM OBLIGATIONS
<TABLE>
<CAPTION>


                                                                September 30,    December 31,
                                                                    2001             2000
                                                               ---------------  --------------
Promissory note, repayable to related parties upon
<S>                              <C>                           <C>              <C>
   demand, including interest at 12%                           $        71,955  $       69,248
Working Capital Loans, repayable in stock or options upon
    demand including interest at 1% over prime (6.75%)                 589,872         553,802
                                                               ---------------  --------------

Total                                                          $       661,827  $      623,050
                                                               ===============  ==============
</TABLE>

        The  Company  has a bank line of  credit  with a total  amount  owing of
$6,333 and 43,328 as of September  30, 2001 and December 31, 2000  respectively.
This line  carries an interest  rate of 9% a total  available  credit of $53,831
($85,000 Canadian) at September 30, 2001.

<PAGE>

                             LAREDO INVESTMENT CORP.
                          NOTES TO FINANCIAL STATEMENTS
                  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001
                                   (Continued)


NOTE 6 - LONG-TERM DEBT
<TABLE>
<CAPTION>
                                                                September 30,    December 31,
                                                                    2001             2000
                                                               ---------------  --------------
TDBank Small Business loan, repayable in monthly
  instalments of $2,519 ($3,973 Canadian),
  including interest at 10.15%, maturing March 15,
  2004, secured by certain manufacturing
<S>                                                            <C>              <C>
  equipment of the Company                                     $        95,581  $      116,606

Capital Lease of manufacturing equipment
  from a related party, payable in monthly installments
  of $2,298 ($3,628 Canadian), with interest at 16%,
  for 48 months                                                        106,249               -

Less current portion of long-term debt                                  32,851          20,951
                                                               ---------------  --------------

                                                               $       168,979  $       95,655
                                                               ===============  ==============
</TABLE>

        Principal  payments  due on  long-term  debt for each of the five  years
subsequent to December 31, 2000 and thereafter are as follows:


     Year ending:           Amount
----------------------  --------------

Oct. 1 - Dec. 31, 2001  $        7,843
         2002                   33,862
         2003                   38,244
         2004                   43,227
         2005                   78,654
      Thereafter                     -
                        --------------
        Total           $      201,830
                        ==============

NOTE 7 - ECONOMIC DEPENDENCE

        During 2001 and 2000,  the  Company  sold  approximately  63% and 94% of
sales to Prairie  Naturals  Inc.  Future  operations  of the  Company  depend on
continuation of the manufacturing arrangement with Prairie Naturals Inc.


<PAGE>

                             LAREDO INVESTMENT CORP.
                          NOTES TO FINANCIAL STATEMENTS
                  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001
                                   (Continued)


NOTE 8 - COMMITMENTS

        The Company has entered into a lease agreement for its manufacturing and
office  facilities with the Company's major  shareholder and other parties.  The
rental charges are approximately  $38,000 ($60,000 Canadian) per year. The lease
expires December 31, 2001.

        The minimum  future lease  payments under these leases for the next five
years are:


      Year Ended December 31,                                   Real Property
-----------------------------------                            ---------------
Oct. 1 - Dec. 31, 2001                                         $        38,000
          2002                                                               -
          2003                                                               -
          2004                                                               -
          2005                                                               -
          Thereafter                                                         -
                                                               ---------------

          Total minimum future lease payments                  $        38,000
                                                               ===============

        The  leases  generally  provides  that  insurance,  maintenance  and tax
expenses  are  obligations  of the  Company.  It is expected  that in the normal
course of business,  leases that expire will be renewed or replaced by leases on
other properties.

NOTE 9 - STOCK INCENTIVE PLAN

        The Board of Directors has  authorized  and the Company has  established
the 2001  Incentive  and  Non-qualified  Stock Option  Plan.  Under the plan the
Company is authorized to issued up to 6,000,000  shares of the Company's  common
stock with such  exercise  price and vesting  periods as the Board of  Directors
Deems to be in the best  interest of the Company.  As of September  30, 2001, no
option have been granted.


<PAGE>

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

General

This discussion should be read in conjunction with  Management's  Discussion and
Analysis of  Financial  Condition  and Results of  Operations  in the  Company's
annual report on Form 10-KSB for the year ended December 31, 2000.

Plan of Operations

The  Company  is  currently  working  on  securing   additional   private  label
manufacturing  contracts.  The key target for private  label sales are wholesale
distributors  of  health  food  nutrition  products.  Laredo  is  also  pursuing
opportunities for direct sales to consumers through the Internet.

Liquidity and Capital Resources

Laredo's  working  capital ratio was 0.65:1 as at September 30, 2001 compared to
0.74:1 at December 31, 2000. The key  contributing  factors for this decrease is
the collection of and the reduction thereby of receivables by $223,925,  and the
$245,074 decrease in the bank overdraft.

Current liabilities include a $71,955 promissory note payable to a party related
to a major  shareholder,  which bears interest at 12% annually.  These funds are
repayable on demand however, the request for repayment occurring at this time is
not expected.

Long-Term   liabilities   include  a  small  business  loan  and  capital  lease
obligations outstanding with a balance of $95,581 and $106,249,  respectively at
September 30, 2001.  The small  business loan bears  interest at 10.15% over a 5
year term, and the capital lease  obligation bears interest at 16% over a 4 year
term.  The capital  lease  obligations  is for  manufacturing  equipment  from a
related party.

Laredo anticipates  acquiring an additional $200,000 of manufacturing  equipment
in fiscal  2001 in order to meet  demands  for new private  label  sales.  Plant
renovations  costing  $30,000 are also  expected to be completed in fiscal 2001.
These  expenditures  will be  financed  through  private  placement  of  shares.
Increased  sales volumes will also  necessitate  hiring  additional  operations,
sales and administrative personnel.

<PAGE>

Results of Operations
<TABLE>
<CAPTION>

                                     Three Months Ended               Nine Months Ended
                                        September 30,                   September 30,
                                    2001            2000            2001             2000
                               --------------  --------------- ---------------  --------------

<S>                            <C>             <C>             <C>              <C>
Sales                          $      626,387  $       452,100 $     1,939,797  $    1,463,646
Cost of Sales                         454,224          314,627       1,410,166       1,036,818
Gross Profit                          172,163          137,473         529,631         426,828
Gross Profit Margin                     27.5%            30.4%           27.3%           29.2%
Expenses                              149,412          161,513         498,416         437,038
Expenses as a % of sales                23.9%            35.7%           25.7%           29.9%
</TABLE>

For the 3 months ended September 30, 2001, sales were $174,287 higher than 2000.
For the 9 months ended September 30, 2001, sales were $476,151 higher than 2000.
Management  expects sales to continue to grow during 2001.  During 2001 and 2000
63% and 94% of sales,  respectively  were to Prairie  Naturals Inc., a wholesale
distributor for which Laredo manufactures  private label products.  Laredo has a
verbal  arrangement  to  manufacture,  on an  as-ordered  basis,  private  label
products that Prairie Naturals Inc.  distributes under the Prairie Naturals Inc.
name.

Operating margins in 2001 were 27.3% of sales revenue,  2% lower than 2000. Cost
of Sales  includes the cost of raw materials used in  manufacturing,  production
labor  costs  and  an  applicable  share  of  overhead  expenses.   General  and
administrative  expenses  were  25.7% of sales in 2001,  4.2%  lower  than 2000.
Management attributes the increases in costs of sales to manufacturing equipment
downtime  experienced during 2000. General and administrative cost decreases are
due to reductions in professional fees.

Laredo anticipates  realizing economies of scale as production volumes increase.
Administrative  expenses include advertising expenses which will increase due to
Laredo's plan to expand marketing efforts.

Effect of Inflation

Laredo  does  not  anticipate  any  financial  impact,   whether  beneficial  or
detrimental, as a result of inflation.




<PAGE>

                           PART II - OTHER INFORMATION


Item 1.  Legal Proceedings

        None.

Item 2.  Changes in Securities

        None.

Item 3.  Defaults Upon Senior Securities

        None.

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

        None.

Item 5.  Other Information

        None.

Item 6.  Exhibits and Reports on Form 8-K

        The Company did not file a report on Form 8-K during the past quarter.



<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, thereunto duly
authorized.


                             Laredo Investment Corp.
                                  (Registrant)





DATE:     November 12, 2001           By:    /s/ Richard Pierce
       -------------------------          -------------------------------------
                                            Richard Pierce
                                            President, C.E.O., Director
                                            (Principal Executive and
                                             Accounting Officer)