<PAGE>
                               United States
                     Securities and Exchange Commission
                            Washington, DC 20549

                                FORM 10-QSB

               Quarterly Report Under Section 13 or 15(d) of
                    the Securities Exchange Act of 1934

 For the Quarter Ended                               Commission File Number
   September 30, 2000                                        0-27849

                             BASIC ENERGY, INC.
                            -------------------
           (Exact name of registrant as specified in its charter)

                                   UTAH
                                  -------
       (State or other jurisdiction of incorporation or organization)

                                00001748413
                               -------------
                    (I.R.S. Employer Identification No.)

                          3771 South State Street
                         Salt Lake City, Utah 84115
                       -----------------------------
                  (Address of principal executive offices)

                               (801) 262-8429
                              ---------------
            (Registrant's telephone number, including area code)

Securities registered pursuant to Section 12 (b) of the Act:          None
                                                                    -------
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.

            X  Yes        No
          ----       ----

State the number of shares outstanding of each of the registrants classes
of common equity, as of the latest practicable date.

Common stock, par value $0.10; 7,200,250 shares outstanding
as of November 7, 2000


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PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                             Basic Energy, Inc.
                       (A Development Stage Company)
                               Balance Sheet
         For the Three Months Ended September 30, 2000 (Unaudited)
                      and the Year Ended June 30, 2000
<TABLE>
<CAPTION>

                                                    September         June
                                                     30, 2000     30, 2000
                                                   -----------  -----------
<S>                                                <C>         <C>
     Assets

Current Assets                                     $      -0-  $       -0-
--------------                                     -----------  -----------
     Total Assets                                  $      -0-  $       -0-
                                                   ===========  ===========

     Liabilities & Stockholders' Equity

Current Liabilities
-------------------
  Accounts Payable                                 $   68,171  $    43,691
  Due to Officers                                       7,385        7,385
                                                   -----------  -----------
     Current Liabilities                               75,556       51,076
                                                   -----------  -----------
Stockholders' Equity
--------------------
  Common Stock Authorized, 20,000,000
   Shares at $0.10 Par Value;
   6,444,693 Shares & 6,444,693 Shares
   Issued & Outstanding                               644,469      644,469
  Paid In Capital                                      42,741       42,741
  Deficit Accumulated                              (  762,766) (   738,238)
                                                   -----------  -----------
     Total Stockholders' Equity                    (   75,556) (     1,076)
                                                   -----------  -----------
     Total Liabilities & Stockholders' Equity      $      -0-  $       -0-
                                                   ===========  ===========

</TABLE>
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<PAGE>
                             Basic Energy, Inc.
                       (A Development Stage Company)
                    Statements of Operations (Unaudited)
        For the Three Months Periods Ended September 30, 2000 & 1999

<TABLE>
<CAPTION>
                                                    September    September
                                                     30, 2000     30, 1999
                                                   -----------  -----------
<S>                                                <C>         <C>
Revenue                                            $      -0-  $       -0-
-------                                            -----------  -----------

Expenses
--------
  General and Administrative                           24,480       10,119
                                                   -----------  -----------
  Income or (Loss) from Operations                 ($  24,480) ($   10,119)
                                                   ===========  ===========

  Earnings (Loss) Per Share                        ($    0.00) ($     0.00)

  Weighted Average Shares Outstanding               6,444,693    6,444,693

</TABLE>


                                     3
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<PAGE>
                             Basic Energy, Inc.
                       (A Development Stage Company)
                    Statements of Cash Flows (Unaudited)
       For the Three Months Periods Ended September 30, 2000 and 1999
<TABLE>
<CAPTION>

                                                         2000         1999
                                                   -----------  -----------
<S>                                                <C>         <C>
Cash Flows from Operating Activities
------------------------------------
  Net Loss                                         ($  24,480) ($   10,119)
  Adjustments to Reconcile Net Loss to Net Cash
   Used by Operating Activities;
     Non Cash                                          24,480       10,119
                                                   -----------  -----------
     Cash Used from Operating Activities                  -0-          -0-

Cash Flows from Investing Activities                      -0-          -0-
------------------------------------               -----------  -----------

Cash Flows from Financing Activities                      -0-          -0-
------------------------------------               -----------  -----------

     Net Increase (Decrease) in Cash                      -0-          -0-

     Cash at Beginning of Period                          -0-          -0-
                                                   -----------  -----------
     Cash at End of Period                         $      -0-  $       -0-
                                                   ===========  ===========

Disclosures from Operating Activities
-------------------------------------

  Interest                                         $      -0-  $       -0-
  Taxes                                                   -0-          -0-



</TABLE>

                                     4
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<PAGE>
                             Basic Energy, Inc.
                       (A Development Stage Company)
                       Notes to Financial Statements

NOTE #1 - Organization
----------------------

The Company was organized on June 4, 1926 under the laws of the state of
Utah using the name of M.M. Lead Company.  On February 22, 1980 a
Certificate of Amendment was filed with the state of Utah changing the name
to Basic Energy, Inc.  The Company has been dormant for many years and is
considered to be a development stage company.

NOTE #2 - Significant Accounting Policies
-----------------------------------------

A.   The Company uses the accrual method of accounting.
B.   Revenues and directly related expenses are recognized in the period
     when the goods are shipped to the customer.
C.   The Company considers all short term, highly liquid investments that
     are readily convertible, within three months, to known amounts as cash
     equivalents.  The Company currently has no cash equivalents.
D.   Primary Earnings Per Share amounts are based on the weighted average
     number of shares outstanding at the dates of the financial statements.
     Fully Diluted Earnings Per Shares shall be shown on stock options and
     other convertible issues that may be exercised within ten years of the
     financial statement dates.
E.   Estimates:   The preparation of the financial statements in conformity
     with generally accepted accounting principles requires management to
     make estimates and assumptions that affect the amounts reported in the
     financial statements and accompanying notes.  Actual results could
     differ from those estimates.

NOTE #3 - Stockholders' Equity
------------------------------

Common Stock

Upon Incorporation the Company had 1,000,000 shares of common stock
authorized with a par value of $0.10 per share.  On February 28, 1979 the
Articles of Incorporation were changed authorizing 20,000,000 shares with a
par value of $0.10 per share.

The Company issued 600,000 shares of its common stock to acquire mining
claims in 1926.  In 1937, the Company wrote the claims off as having no
value.

The Company has issued 6,013,837 shares at $0.10 per share for services and
out of pocket expense to its officers and directors from time to time.

The shares issued in 1926 were assessable, and in 1937 the 600,000 shares
were assessed at $.001 per share, 423,780 shares did not pay the assessment
and were canceled.



                                     5
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<PAGE>
                             Basic Energy, Inc.
                       (A Development Stage Company)
                 Notes to Financial Statements -Continued-

NOTE #4 - Going Concern
-----------------------

The Company has no assets and no operations from which it can obtain
working capital.  The Company recognizes that it must find a source of
working capital or the Company may not be able to continue its existence.


ITEM 2.  PLAN OF OPERATIONS

     Safe Harbor Statement

     This Form 10-QSB contains certain forward-looking statements.  For
this purpose any statements contained in this Form 10-QSB that are not
statements of historical fact may be deemed to be forward-looking
statements.  Without limiting the foregoing, words such as "may," "will,"
"expect," "believe," "anticipate," "estimate" or "continue" or comparable
terminology are intended to identify forward-looking statements.  These
statements by their nature involve substantial risks and uncertainties, and
actual results may differ materially depending on a variety of factors.

     Plan of Operations

     The Company has little cash and has experienced losses.  As of
September 30,2000, the Company  has -$0- cash on hand.  As of that date the
Company had no outstanding liabilities.  The Company has no material
commitments for capital expenditures for the next twelve months.

     As of the date of this report, the Company has yet to generate
positive cash flow.  The Company has financed its operations primarily
through the sale of common stock.

     The Company believes that its current cash needs can be met either
through the sale of additional stock or through loans.  Should the Company
obtain a business opportunity, however, it may be necessary to raise
additional capital.  This may be accomplished by selling common stock of
the Company.

     Management of the Company intends to actively seek business
opportunities for the Company during the next twelve months.

PART II - OTHER INFORMATION

Item 1.   Legal Proceedings

     None.

Item 2.  Changes in Securities

     No instruments defining the rights of the holders of any class of
registered securities have been materially modified, limited or qualified.

     The following securities, which are not registered under the
Securities Act of 1933, were issued by the Company since July 1, 2000:


                                     6
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<PAGE>
<PAGE>
     On October 31, 2000, the Company issued 706,557 shares of its
restricted common stock to its past and present officers, directors and
consultants for services rendered to the Company during the past 18 months.
The number of shares received by each such individual was based on a
compensation rate of $40.00 per hour for services rendered and $0.31 per
mile as compensation for mileage.  The shares issued were valued at $.10
per share.  Shares issued were issued as follows:

                             Number of Shares   Value of Services
     Jay Gibson                      569,065          $56,906.50
     Ron Burnett                       9,653              965.30
     Karl Seljass                      6,813              681.30
     Joyce Sigler                      2,472               47.20
     Joe Graubard                     32,074            3,207.40
     Frank Dorman                      8,434              843.40
     David W. Kleise                  10,360            1,036.00
     Ronald L. Poulton                56,886            5,688.60
     J.R. Bullock                     10,800            1,080.00

     All of the shares listed above were issued pursuant to an exemption
from registration set forth in Section 4(2) of the Securities Act of 1933.

     On October 31, 2000, the Company issued 40,000 shares of its
restricted common stock to Rainbow Meal Worm Company as repayment for
moneys loaned to the Company during the past 18 months.  The loans were for
approximately $4,000.  The shares were issued pursuant to an exemption from
registration set forth in Section 4(2) of the Securities Act of 1933.

     On October 31, 2000, the Company issued 9,000 shares of its restricted
common stock to Carriage Motor Company.  The Company rents office space
from Carriage Motor Company at a cost of $50.00 per month.  The shares were
issued in lieu of payment of rent for the past 18 months.  The shares were
issued pursuant to an exemption from registration set forth in Section 4(2)
of the Securities Act of 1933.

Item 3.  Defaults upon Senior Securities

     None.

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

     None.

Item 5.  Other Information

     None.

Item 6.  Exhibits and Reports on Form 8-K

     (A)  Reports on Form 8-K

     No reports on Form 8-K were filed or required to be filed during the
quarter ended September 30, 2000.

     (B)  Exhibits.  The following exhibits are included as part of this
report:

     Exhibit   SEC  Exhibit
     Number    Ref. Number    Title of Document             Location
     --------  ------------   -------------------------     --------------

     27        27             Financial Data Schedule       Attached

                                     7
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<PAGE>
                                 SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this to be signed on its behalf by the
undersigned thereunto duly authorized.

                              Basic Energy, Inc.


November 13, 2000             //s// Jay W. Gibson
                              -------------------------------------------
                              Jay W. Gibson
                              Chairman of the Board and President




November 13, 2000             //s// Joseph W. Graubard
                              -------------------------------------------
                              Joseph M. Graubard
                              Treasurer and Director





                                     8

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