SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   FORM 10-QSB

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[X]               QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                  THE SECURITIES EXCHANGE ACT OF 1934

                  For the Quarterly Period ended December 31, 2000

[ ]               TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF
                  THE SECURITIES EXCHANGE ACT OF 1934

                  For the transition period from               to              .
                                                 -------------    --------------

Commission File Number:
                        ------------

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                           Capital One Ventures Corp.

        (Exact name of small business issuer as specified in its charter)

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         Delaware                                     98-0212763
--------------------------------             -----------------------------------
  Jurisdiction of Incorporation)            (I.R.S. Employer Identification No.)

                  Suite 1650, Waterfront Centre,
                  200 Burrard Street,
                  Vancouver, British Columbia
                  Canada                                               V6C 3L6
          ------------------------------------------                  ----------
         (Address of principal executive offices)                     (Zip Code)

Registrant's telephone number, including area code:  (604) 689-3355


Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 during the past 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.) Yes
[x] No [ ]

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 5,175,456 shares of Common Stock

Traditional Small Business Disclosure Form (check one)  Yes [x] No [ ]


<PAGE>



                          PART I: FINANCIAL INFORMATION

To simplify the language in this document, Capital One Ventures Corp. is
referred to as "We" or the "Company".

Item 1. Financial Statements


                         INDEPENDENT ACCOUNTANTS' REPORT

To the Board of Directors and Stockholders of
Capital One Ventures Corp.
Vancouver, B.C., Canada

We have reviewed the accompanying balance sheet of Capital One Ventures Corp. as
of December 31, 2000 and related statements of operations and cash flows for the
three-month periods ended December 31, 2000 and December 31, 1999. These
financial statements are the responsibility of the Corporation'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 of 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 statements 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 such financial statements for them to be in conformity with generally
accepted accounting principles.

                                                    /s/ N.I. Cameron Inc.
                                                    ----------------------
VANCOUVER, B.C.                                     CHARTERED ACCOUNTANTS
January 29, 2001

                                       2
<PAGE>


                           Capital One Ventures Corp.
                    (formerly Sierra Madre Gold Corporation)
                        (a development stage enterprise)
                                  Balance Sheet
                                December 31, 2000
                                   (Unaudited)

<TABLE>
<CAPTION>


                                     ASSETS
<S>                                                                            <C>
CURRENT
     Cash                                                                      $    433
                                                                               ========


                     LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES

     Accounts payable                                                          $  4,488
     Loan payable (Note 4)                                                       62,627
                                                                               --------
     Total current liabilities                                                   67,115
                                                                               --------


STOCKHOLDERS' DEFICIT

     Share capital

         Common stock - $0.0001 par value
         30,000,000 authorized; 5,175,456 issued and outstanding                    518
         Preferred stock - $0.0001 par value
           5,000,000 authorized

     Additional paid-in capital                                                   4,657
     Deficit accumulated in the development stage                               (71,857)
                                                                               --------
                                                                                (66,682)
                                                                               --------
                                                                               $    433
                                                                               ========
</TABLE>


   The accompanying notes are an integral part of these financial statements

                                       3
<PAGE>


                           Capital One Ventures Corp.
                    (formerly Sierra Madre Gold Corporation)
                        (a development stage enterprise)
                            Statements of Operations
               For the Three-Month Periods Ended December 31, 2000
                              and December 31, 1999
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                                  Period from                                 Period From
                                                              August 25, 1997                             August 25, 1997
                                           Three Months              (date of          Three Months              (date of
                                                  Ended     incorporation) to                 Ended     incorporation) to
                                      December 31, 2000     December 31, 2000     December 31, 1999     December 31, 1999
                                   ---------------------------------------------------------------------------------------
<S>                                        <C>                     <C>                 <C>                  <C>
Expenses
  Office and                               $  4,705                $ 33,381            $  6,039             $ 21,813
  miscellaneous
  Professional fees                           3,998                  28,531               4,274               18,962
  Travel and                                     --                   5,025                  --                5,025
  entertainment
  Consulting                                     --                   2,793                  --                2,793
                                   ---------------------------------------------------------------------------------------

Loss from Operations                         (8,703)                (69,730)            (10,313)             (48,593)
                                   ---------------------------------------------------------------------------------------

Other income (expenses)
  Gain on forgiveness
  of debt by a
  stockholder                                    --                  16,048                  --               16,048
  Loss on settlement                             --                 (13,000)                 --              (13,000)
  of debt
  Organization expense                           --                  (5,000)                 --               (5,000)
  Loss on investment                             --                    (175)                 --                 (175)
                                   ---------------------------------------------------------------------------------------
                                                 --                  (2,127)                 --               (2,127)
                                   ---------------------------------------------------------------------------------------


Net Loss for the Period                    $ (8,703)               $(71,857)           $(10,313)            $(50,720)
                                   =======================================================================================


Loss per share -
    Basic and diluted                      $ (0.002)                                   $ (0.002)
                                   ================                                ============
</TABLE>

                                       4

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


<PAGE>


                           Capital One Ventures Corp.
                    (formerly Sierra Madre Gold Corporation)
                        (a development stage enterprise)
                            Statements of Cash Flows
               For the Three-Month Periods Ended December 31, 2000
                              and December 31, 1999
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                                          Period from                                Period From
                                                                      August 25, 1997                            August 25, 1997
                                                   Three Months              (date of         Three Months              (date of
                                                          Ended     incorporation) to                Ended     incorporation) to
                                              December 31, 2000     December 31, 2000    December 31, 1999     December 31, 1999
                                           --------------------------------------------------------------------------------------
<S>                                                <C>                  <C>                   <C>                   <C>
Cash flows used in operating activities
  Net loss for the period                          $ (8,703)            $(71,857)             $(10,313)             $(50,720)
  Changes in operating
  assets and liabilities

          Accounts payable                              (97)               4,488                 2,183                 2,183
                                           --------------------------------------------------------------------------------------

Net cash used in operating activities                (8,800)             (67,369)               (8,130)              (48,537)

                                           --------------------------------------------------------------------------------------

Financing activities
  Increase in loan payable                            7,561               62,627                 9,220                44,655
  Issuance of share capital                              --                5,175                    --                 5,175
                                           --------------------------------------------------------------------------------------


Net cash provided by financing activities             7,561               67,802                 9,220                49,830
                                           --------------------------------------------------------------------------------------
Net change in cash during the period                 (1,239)                 433                 1,090                 1,293
                                           --------------------------------------------------------------------------------------
Cash at beginning of period                           1,672                   --                   203                    --
                                           --------------------------------------------------------------------------------------
Cash at end of period                              $    433             $    433              $  1,293              $  1,293
                                           ======================================================================================
</TABLE>





    The accompanying notes are an integral part of these financial statements


                                       5
<PAGE>

                           Capital One Ventures Corp.
                    (formerly Sierra Madre Gold Corporation)
                        (a development stage enterprise)
                          Notes to Financial Statements
                                December 31, 2000
                                   (Unaudited)
                           (expressed in U.S. dollars)



1.   FORMATION AND BUSINESS OF THE COMPANY

     Capital One Ventures Corp. (the "Company") was incorporated in Delaware on
     August 25, 1997 as Sierra Madre Gold Corporation and changed its name on
     October 4, 1999.

     Prior to the merger (as defined below), the Company and SIEG Inc. were
     companies under common control.

     On September 16, 1997, SIEG Inc. ("SIEG") was merged into the Company on
     the basis of one share of SIEG for one share of the Company's common stock.
     The Company issued 5,175,456 shares of its common stock to the former
     stockholders of SIEG in connection with this merger.

     The merger has been accounted for in a manner similar to a pooling of
     interests. SIEG had not conducted any operations prior to the merger with
     the Company. The share capital of the Company has been presented giving
     affect to the exchange of shares from incorporation.

     The Company is a development stage company and its sole purpose at this
     time is to locate and consummate a merger or acquisition with an as yet
     unidentified private entity. Prior to the end of the six month period ended
     March 31, 1998, the Company was engaged in the business of acquiring
     mineral resource properties. The Company was unable to acquire any such
     properties and this plan of business was abandoned.

     Going concern

     The accompanying consolidated financial statements have been presented
     assuming the Company will continue as a going concern. At December 31,
     2000, the Company had accumulated $71,857 in losses and had no material
     revenue producing operations. At the date of this report, the Company's
     ability to continue as a going concern is dependent upon its ability to
     raise additional capital.

     Since incorporation, a related company (see note 4) provided administrative
     services and facilities to the Company for nil consideration and paid for
     expenses on behalf of the Company. It is anticipated that the Company will
     continue to receive non-interest bearing advances from this related party
     to pay for future expenses as incurred.

                                       6
<PAGE>


                           Capital One Ventures Corp.
                    (formerly Sierra Madre Gold Corporation)
                        (a development stage enterprise)
                          Notes to Financial Statements
                                December 31, 2000
                                   (Unaudited)
                           (expressed in U.S. dollars)



2.   SIGNIFICANT ACCOUNTING POLICIES

     Use of estimates

     The preparation of financial statements in conformity with generally
     accepted accounting principles requires management to made estimates and
     assumptions that affect the amounts reported in the financial statements
     and accompanying notes. Actual results could differ from these estimates.

     Income taxes

     The Company uses the liability method of accounting for income taxes. Under
     this method, deferred tax assets and liabilities are determined based on
     the difference between financial statement and tax bases of assets and
     liabilities and are measured using the enacted tax rates and laws that are
     expected to be in effect when the differences are expected to reverse.
     Deferred tax assets are reduced by a valuation allowance in respect of
     amounts considered by management to be less likely than not of realization
     in future periods.

     Foreign currency translation

     Unless otherwise stated, all amounts are in United States dollars. All
     asset and liability amounts denominated in Canadian dollars have been
     translated using the exchange rate as at December 31, 2000 and all expenses
     have been translated using the average exchange rate for each month. The
     rate used was as follows:

             (equivalent Cdn $ per U.S. $)

             December 31 rate              .6669



3.       SHARE CAPITAL

     Holders of the common stock are entitled to one vote per share and share
     equally in any dividends declared and distributions on liquidation.

                                       7
<PAGE>

                           Capital One Ventures Corp.
                    (formerly Sierra Madre Gold Corporation)
                        (a development stage enterprise)
                          Notes to Financial Statements
                                December 31, 2000
                                   (Unaudited)
                           (expressed in U.S. dollars)



4.   RELATED PARTY TRANSACTIONS

     A company controlled by a director of the Company has provided
     administrative services and facilities to the Company for nil consideration
     and pays expenses on behalf of the Company. The amount due to this company
     is without interest or stated terms of repayment. It is anticipated the
     Company will continue to receive non interest bearing advances from this
     company to pay for future expenses as incurred.

5.   FINANCIAL INSTRUMENTS AND CONCENTRATIONS OF CREDIT RISK

     The Company's financial instruments consist of cash and accounts payable.
     It is management's opinion that the Company is not exposed to significant
     interest, currency or credit risks arising from these financial
     instruments. The fair value of these financial instruments approximate
     their carrying values.

6.   INCOME TAXES

     At December 31, 2000, there were deferred income tax assets resulting
     primarily from operating loss carryforwards for tax purposes totaling
     approximately $23,500 less a valuation allowance of $23,500. The valuation
     allowance on deferred tax assets increased by $3,000 in 2000 and $3,500 in
     1999.

     At December 31, 2000, the Company had net operating loss carryforwards for
     tax purposes of approximately $40,300.

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

     Other than the attempt to acquire Sierra Madre Gold de Mexico S.A. de C.V.,
a Mexican corporation ("Sierra Mexico"), we have not commenced any operational
activities.

     Our plan of business is to seek out business opportunity candidates with
the intent to acquire or merge with one or more business ventures. The
investigation of specific business opportunities and the negotiation, drafting
and execution of relevant agreements, disclosure documents and other instruments
will be done by our management or under their direction. Management will
investigate, to the extent they believe reasonable, such potential business
opportunities. Prior to making a decision regarding a particular business
opportunity, we plan to request that we be provided with written materials
regarding the business opportunity containing such items as a description of

                                       8
<PAGE>

products, services and company history; management resumes; financial
information; available projections with related assumptions upon which they are
based; evidence of existing patents, trademarks or services marks or rights
thereto; present and proposed forms of compensation to management; a description
of transactions between the prospective entity and its affiliates during
relevant periods; a description of present and required facilities; an analysis
of risk and competitive conditions; and, other information deemed relevant.

         Upon the consummation of a transaction, we anticipate that our present
management and shareholders will no longer be in control of the Company. In
addition, our director may, as part of the terms of the business opportunity,
resign and be replaced by new directors without a vote of our shareholders.

         Since we will have no funds available to us in our search for business
opportunities, we will not be able to expend significant funds on a complete
investigation of a business opportunity. We anticipate that we will incur
nominal expenses in the implementation of our business plan described herein.
Because we have no capital with which to pay these expenses, our present
management will pay any charges with their personal funds, as interest free
demand loans without specific repayment terms to the Company. The only
opportunity that we will have to repay these loans is from a prospective
business opportunity. Our management has agreed that the repayment of any loans
made on our behalf will not impede or be made conditional in any manner, to
consummation of a proposed transaction.

         Management, however, has no commitment to loan funds to the Company.
Such loans will be made at the sole discretion of management. In the event
management ceases to provide loans to the Company, we will be unable to continue
our search for business opportunity candidates. The Company has not and does not
plan to consider alternate sources of funding.

         We do not plan to raise any capital at the present time, by private
placement, public offerings, pursuant to Regulation S promulgated under the Act,
as amended, or by any means whatsoever. Further, we have no plans, proposals,
arrangements or understandings with respect to the sale or issuance of
additional securities prior to the location of a business opportunity.

         During the three month period ended December 31, 2000 we incurred
expenses totaling $8,703. These expenses were incurred primarily for the
preparation of financial statements, the filing of requisite reports with the
Securities and Exchange Commission and for due diligence review of possible
acquisition targets. Operating capital to pay for these expenses was funded by
advances from Century Capital Management Ltd., a company controlled by our
president. As at December 31, 2000 we were indebted to Century Capital
Management Ltd. for a total of $62,627. We have no significant working capital.

         We do not plan to make any changes in the number of our employees.

         Approval was received from the NASD Regulation for active quotation on
the OTC Bulletin Board commencing June 23, 2000.

                                       9
<PAGE>

         This report contains certain forward-looking statements. The Company
wishes to advise readers that actual results may differ substantially from such
forward-looking statements. Forward-looking statements involve risks and
uncertainties that could cause actual results to differ materially from those
expressed in or implied by the statements, including, but not limited to, the
following: the ability of the Company to search for appropriate business
opportunities and subsequently acquire or merge with such entity, to meet its
cash and working capital needs, the ability of the Company to maintain its
existence as a viable entity, and other risks detailed in the Company's periodic
report filings with the Securities and Exchange Commission.

                           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 Holdings - None

Item 5.  Other Information - None

Item 6.  Exhibits and Reports on Form 8-K

         (a)      Exhibits - None

         (b)      Reports on Form 8-K - None


<PAGE>

                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
this Form 10-QSB Report for the Quarterly Period ended December 31, 2000, has
been signed below by the following person on behalf of the Registrant and in the
capacity and on the date indicated.

February  1, 2001

                                             CAPITAL ONE VENTURES CORP.
                                             A Delaware Corporation

                                                /s/ Andrew Hromyk
                                             -----------------------------
                                             By:  Andrew Hromyk
                                             Title: President
                                             Date: 02/01/01