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, 2001                                         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; 7,752,765 shares outstanding
                          as of November 20, 2001

PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                             Basic Energy, Inc.
                       (A Development Stage Company)

                            Financial Statements

               September 30, 2001 (Unaudited) & June 30, 2001

                             Basic Energy, Inc.
                       (A Development Stage Company)
                               Balance Sheet
<Table>
<Caption>

                                                    September      June
                                                     30, 2001     30, 2000
                                                   -----------  -----------
                                                   (Unaudited)
<S>                                               <C>          <C>
                                   Assets
Current Assets
--------------
 Cash                                              $       94   $    1,694
                                                   -----------  -----------
  Total Assets                                     $       94   $    1,694
                                                   ===========  ===========


                     Liabilities & Stockholders' Equity

Current Liabilities
-------------------
 Accounts Payable                                  $   25,184   $   14,324
 Due to Officers                                         -          22,452
                                                   -----------  -----------
  Current Liabilities                                  25,184       36,776

Stockholders' Equity
--------------------

 Common Stock Authorized, 20,000,000
  Shares at $0.10 Par Value;
  7,752,765 & 7,339,030 Shares Issued
  & Outstanding Respectively                          775,276      733,903
 Paid In Capital                                       42,741       42,741
 Accumulated Deficit                                 (843,107)    (811,726)
                                                   -----------  -----------
  Total Stockholders' Equity                          (25,090)     (35,082)
                                                   -----------  -----------
  Total Liabilities & Stockholders' Equity         $       94   $    1,694
                                                   ===========  ===========

</Table>
              See accompanying notes to financial statements.
                                     3

                             Basic Energy, Inc.
                       (A Development Stage Company)
                    Statements of Operations (Unaudited)
<Table>
<Caption>
                                                For the Three Months Ended
                                                    September    September
                                                      30, 2001    30, 2000
                                                   -----------  -----------
<S>                                               <C>          <C>

Revenue                                            $    -       $    -
-------                                            -----------  -----------

Expenses
--------

 General and Administrative                            31,381       24,480
                                                   -----------  -----------
  Income or (Loss) from Operations                 $  (31,381)  $  (24,480)
                                                   ===========  ===========

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

  Weighted Average Shares Outstanding               7,348,024    7,339,030
</Table>

              See accompanying notes to financial statements.
                                     4

                             Basic Energy, Inc.
                       (A Development Stage Company)
                    Statements of Cash Flows (Unaudited)
<Table>
<Caption>
                                                For the Three Months Ended
                                                    September    September
                                                     30, 2001     30, 2000
                                                   -----------  -----------
<S>                                               <C>          <C>
Cash Flows from Operating Activities
------------------------------------
 Net Loss                                          $  (31,381)  $  (24,480)
 Adjustments to Reconcile Net Loss to Net Cash
 Used by Operating Activities:
  Increase (Decrease) in Accounts Payable              10,860         -
  Expenses Paid by Stock Issuance                      18,921       24,480
                                                   -----------  -----------
  Cash Used from Operating Activities                  (1,600)        -

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

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

  Net Increase (Decrease) in Cash                      (1,600)        -

  Cash at Beginning of Period                           1,694         -
                                                   -----------  -----------
  Cash at End of Period                            $       94   $     -
                                                   ===========  ===========
Disclosures from Operating Activities
-------------------------------------
 Interest                                          $     -      $     -
 Taxes                                                   -            -

</Table>

                 See accompanying notes to financial statements.
                                      5

                             Basic Energy, Inc.
                       (A Development Stage Company)
                       Notes to Financial Statements
                             September 30, 2001

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 6,427,572 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.


                                      6

                             Basic Energy, Inc.
                       (A Development Stage Company)
                       Notes to Financial Statements
                             September 30, 2001

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.


                                    7



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, 2001, the Company  has $94 cash on hand.  As of that date the
Company had $25,184 in 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.

     On September 29, 2001, the Company issued 404,735 shares of its
restricted common stock to its officers and directors for services rendered
to the Company.  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:
<Table>
<Caption>

                                  Number of Shares   Value of Services
                                  ----------------   -----------------
     <S>                         <C>                <C>
     Jay W. Gibson                        306,317          $30,631.70
     Ron Burnett                           21,819            2,181.90
     Karl Seljass                          20,231            2,023.10
     Joyce Sigler                           9,200              920.00
     Joe Graubard                          47,168            4,716.80
</Table>
                                     8

     The Company made no public offers or sale of these securities.  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.  No
cash was received by the Company.

     Also on September 29, 2001, the Company issued 9,000 restricted common
shares to Carriage Motor Company as payment for rents due at a rate of
$50.00 per month for the preceding eighteen months.  The Company made no
public offers or sales of these securities.  The shares were issued
pursuant to an exemption from registration provided by Section 4(2) of the
'33 Act.  No cash was received by the Company.  Mr. Burnett is the owner of
Carriage Motor Company and may be deemed to be the beneficial owner of
these shares.

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, 2001.

     (B)  Exhibits.

     None.




                                     9

                                 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 20, 2001                    /s/ Jay W. Gibson
                                     -----------------------------
                                     Jay W. Gibson
                                     Chairman of the Board and President




November 20, 2001                    /s/ Joseph W. Graubard
                                     -----------------------------
                                     Joseph M. Graubard
                                     Treasurer and Director