FORM 10-QSB

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D. C. 20549


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


For the quarter ended:   December 31, 2001

Commission file number:  333-36522

                       Wickliffe International Corporation
                 -----------------------------------------------
             (exact name of registrant as specified in its charter)

       Nevada                                                       75-2853946
-----------------------                                             ----------
(State of Incorporation)                                           (IRS ID No.)


             709-B West Rusk, Suite 580, Rockwall, Texas   75087
             -------------------------------------------  --------
             (Address of principal executive offices)    (Zip code)

Registrant's telephone number, including area code:  214-212-2307

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the Securities Exchange Act during the past twelve 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 [ ].


Shares of common stock outstanding at December 31, 2001:

                                                     1,630,950






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                                TABLE OF CONTENTS



PART I - FINANCIAL INFORMATION                                       Page Number


Item  1.      Financial Statements - Such statements have been
              reviewed by an independent public accountant                 1 - 4

Item  2.      Managements's Discussion and Analysis
              of Financial Condition and Results of Operations             5


PART II - OTHER INFORMATION                                                6












<PAGE>

<TABLE>

<CAPTION>

                       WICKLIFFE INTERNATIONAL CORPORATION

                                 BALANCE SHEETS
                       December 31, 2001 and June 30, 2001



                                     ASSETS
                                     ------
                                                                      Dec 31, 2001
                                                                       (Unaudited)      June 30, 2001
                                                                    ------------------------------------
<S>                                                                 <C>                 <C>

CURRENT ASSETS:
    Prepaid assets                                                                 $0            $8,065

PROPERTY AND EQUIPMENT:
    Equipment (net of accumulated depreciation of $480)                         4,010             4,457

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

TOTAL ASSETS                                                                   $4,010           $12,522
                                                                    ====================================



                      LIABILITIES AND STOCKHOLDERS' EQUITY
                      ------------------------------------

LIABILITIES
     Accounts payable                                                          $1,326                $0
     Advances from officer                                                      2,118             1,518
                                                                    ------------------------------------
TOTAL CURRENT LIABILITIES                                                       3,444             1,518

STOCKHOLDERS' EQUITY
    Common stock, $0.001 par value                                              1,631             1,631
    Additional paid-in-capital                                                168,507           166,757
    Accumulated Deficit                                                      (169,572)         (157,384)
                                                                    ------------------------------------
        Total Stockholders' Equity                                                566            11,004
                                                                    ------------------------------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                     $4,010           $12,522
                                                                    ====================================

</TABLE>















See accompanying notes to interim condensed financial statements             F-1

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<TABLE>

<CAPTION>

                       WICKLIFFE INTERNATIONAL CORPORATION

                             STATEMENT OF OPERATIONS
              Three and Six Months ended December 31, 2001 and 2000



                                           Three months       Six months       Three months       Six months
                                               ended             ended             ended             ended
                                           Dec 31, 2001      Dec 31, 2001      Dec 31, 2000      Dec 31, 2000
                                           (Unaudited)       (Unaudited)       (Unaudited)       (Unaudited)
                                        ----------------------------------------------------------------------
<S>                                     <C>                  <C>               <C>               <C>


REVENUE                                              $0                $0           $11,945           $11,945

COST OF SALES                                         0                 0            10,153            10,153
                                        ----------------------------------------------------------------------

GROSS PROFIT                                          0                 0             1,792             1,792

OPERATING EXPENSE:
    Depreciation and amortization                   224               447             1,676             1,676
    Rent - related party                                                                600               600
    General and administrative                    2,791            11,741            17,240            19,719
                                        ----------------------------------------------------------------------
        Total Operating Expense                   3,015            12,188            19,516            21,995
                                        ----------------------------------------------------------------------

LOSS FROM OPERATIONS                             (3,015)          (12,188)          (17,724)          (20,203)

OTHER INCOME:
    Interest income                                                                      39                42
                                        ----------------------------------------------------------------------

NET LOSS                                        ($3,015)         ($12,188)         ($17,685)         ($20,161)
                                        ======================================================================


Weighted average shares outstanding           1,630,950         1,630,950         1,000,000         1,000,000
                                        ======================================================================

LOSS PER SHARE                                   ($0.00)           ($0.01)           ($0.02)           ($0.02)
                                        ======================================================================

</TABLE>














See accompanying notes to interim condensed financial statements             F-2

<PAGE>

<TABLE>

<CAPTION>

                       WICKLIFFE INTERNATIONAL CORPORATION

                             STATEMENT OF CASH FLOWS
                   Six months ended December 31, 2001 and 2000



                                                                      Six Months        Six Months
                                                                         ended             ended
                                                                     Dec 31, 2001      Dec 31, 2000
                                                                      (Unaudited)       (Unaudited)
                                                                ------------------------------------
<S>                                                             <C>                    <C>

CASH FLOWS FROM OPERATING ACTIVITIES:
    Net loss                                                             ($12,188)         ($20,161)
    Adjustments to reconcile net loss to net
            cash (used) by operating activities:
                Depreciation & amortization                                   447             3,350
                Increase in current liabilities                             1,926
                Decrease in current prepaid expenses                        8,065
                                                                ------------------------------------
NET CASH USED BY OPERATING ACTIVITIES:                                     (1,750)          (16,811)

CASH FLOWS FROM INVESTING ACTIVITIES:
    Purchase of assets                                                                       (4,240)

CASH FLOWS FROM FINANCING ACTIVITIES:
    Sale of common stock                                                                     55,488
    Paid in capital by officer                                              1,750             1,200
                                                                ------------------------------------
    Total cash flows from financing activities                              1,750            56,688

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

NET INCREASE IN CASH                                                           $0           $35,637

CASH, BEGINNING OF PERIOD                                                       0               853
                                                                ------------------------------------

CASH, END OF PERIOD                                                            $0           $36,490
                                                                ====================================


</TABLE>















See accompanying notes to interim condensed financial statements             F-3

<PAGE>


                       WICKLIFFE INTERNATIONAL CORPORATION

                 NOTES TO INTERIM CONDENSED FINANCIAL STATEMENTS
                                December 31, 2001

Note A - Presentation
---------------------

The condensed  balance sheet of the Company as of December 31, 2001, the related
condensed  statements of operations  for the three and six months ended December
31, 2001 and 2000,  and the  statements  of cash flows for the six months  ended
December  31,  2001 and 2000  included  in the  condensed  financial  statements
include all adjustments (consisting of normal,  recurring adjustments) necessary
to summarize fairly the Company's  financial position and results of operations.
The results of operations  for the three months ended  December 31, 2001 are not
necessarily  indicative  of the results of  operations  for the full year or any
other interim  period.  The  information  included in this Form 10-QSB should be
read in  conjunction  with  Management's  Discussion  and Analysis and Financial
Statements  and notes  thereto  included  in the  Company's  June 30,  2001 Form
10-KSB.


















                                                                             F-4


<PAGE>




Item 2:           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                  CONDITION AND RESULTS OF OPERATIONS.


Plan of Operations

         The  Registrant  continues  to search for  hospitality  properties  and
believes  it can  purchase  assets  soley for stock  rather than having to raise
capital to offer cash for those hospitality properties.

Business

         Wickliffe International  Corporation referred to as (the "Company") was
incorporated  on June 30,  1999  under  the laws of the  State  of  Nevada.  The
original  business  purpose  of the  Company  was to develop  and sell  business
products  over the  Internet.  In April 2001,  the Company  entered into a stock
purchase agreement to acquire certain assets to change  industries;  the Company
plans on operating hotels and resorts.

There are four major components to the Company's future plans:

1. The  Company's  business  strategy  is to utilize its  securities,  which are
publicly-traded, to purchase hospitality properties. The Company primarily seeks
to acquire properties,  which can be purchased by using convertible  debentures,
or merging hospitality properties with the Company via a tax-free stock exchange
allowing the seller to become a  shareholder  of the Company.  This  acquisition
method  allows the Company to bring a property  into the  portfolio in an equity
position  assuming or refinancing any existing first mortgage the property might
have.

2. The  Company is also  developing  standards  and  guidelines  to allow it the
opportunity  to establish a  trademarked  name and  franchise  that name so that
independent properties, properties changing brands, and developers of properties
will be able to profit from the Company's strategy.

3. Manage and develop properties outside the ownership portfolio.

4. Related acquisitions of businesses that will enhance and complement our basic
corporate philosophy.


Employees

As of February 11, 2002 the Company did not employ any personnel.


                                                                               5

<PAGE>


PART II.     OTHER INFORMATION


Item  1.     Legal Proceedings.

         The Company is not involved in any legal proceedings.

Item  2.     Changes in Securities.

         Registrant has made no changes in its securities.

Item  3.     Defaults Upon Senior Securities.

         Registrant has no senior securities and accordingly no defaults.

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

         Registrant submitted no matters to a vote of security holders.

Item  5.     Other Information.

         None.

Item 6.      Exhibits and Reports on Form 8-K.

         On  January  28,  2002,  an 8-K was filed to  disclose  a change in the
control of the company.




                                                                               6

<PAGE>


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

                                        Wickliffe International Corporation
                                        -----------------------------------
                                         (Registrant)


                                        BY:  /s/ Charles Smith
                                             ---------------------
                                                 Charles Smith
                                        Its: President and Secretary

DATE:   February 13, 2002
        Rockwall, Texas





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