UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB








(X) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 FOR THE QUARTERLY PERIOD ENDED March 31, 2001

( ) 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: 000-32319

                                   JPAL, Inc.
        (Exact name of small business issuer as specified in its charter)

Nevada                                                                33-0851302
------                                                                ----------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

                     513 Calle Amigo, San Clemente, California, 92673
--------------------------------------------------------------------------------
                         (Address of principal executive offices)

                                 (949) 637-3763
                           ---------------------------
                           (Issuer's Telephone Number)



                      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. As of May 14, 2001, there were
3,797,469 shares of the issuer's $.001 par value common stock issued and
outstanding.







                                       1
<PAGE>

                          INDEX TO QUARTERLY REPORT ON
                                   FORM 10-QSB
                  FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2001

                                                                          PAGE
                                                                        --------

PART I -      FINANCIAL INFORMATION............................................3

Item 1.  Condensed Financial Statements (Unaudited)............................3

Condensed Balance Sheet at March 31, 2001......................................3

Condensed Statement of Operations for the three
months ended March 31, 2001 and 2000...........................................4

Condensed Statement of Cash Flows for the three
months ended March 31, 2001 and 2000...........................................5

Notes to the Condensed Financial Statements....................................6

Item 2.  Management's Discussion and Analysis of
         Financial Condition and Results of
         Operations...........................................................10

PART II - OTHER INFORMATION...................................................12

SIGNATURE.....................................................................13




                                       2
<PAGE>


                         PART I - FINANCIAL INFORMATION

Item 1.  Condensed Financial Statements (Unaudited)


                                   JPAL, INC.
                                   ----------
                             CONDENSED BALANCE SHEET
                             -----------------------
                                 March 31, 2001
                                 --------------
                                   (unaudited)
                                   -----------


                                            ASSETS

CURRENT ASSETS
   Cash and cash equivalents (Note 2)                          $            181
   Prepaid expenses                                                         933
                                                               -----------------

     Total current assets                                                 1,114
                                                               -----------------

PROPERTY AND EQUIPMENT, net (Note 2)                                      1,928
                                                               -----------------

       Total assets                                            $          3,042
                                                               =================


                              LIABILITY AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITY
   Accounts payable                                            $          4,476
                                                               -----------------

       Total current liability                                            4,476
                                                               -----------------

COMMITMENTS AND CONTINGENCIES (Note 4)

STOCKHOLDERS' DEFICIT
   Preferred stock, $.001 par value
     5,000,000 shares authorized
     No shares issued or outstanding
   Common stock, $.001 par value;
     50,000,000 shares authorized,
     3,797,469 shares issued and outstanding                              3,797
   Additional paid-in capital (Note 4)                                   44,305
   Accumulated deficit                                                  (49,536)
                                                               -----------------

       Total stockholders' deficit                                       (1,434)
                                                               -----------------

         Total liability and stockholders' deficit             $          3,042
                                                               =================




See the accompanying notes to these condensed financial statements JPAL, INC.

                                       3
<PAGE>






                                   JPAL, INC.
                                   ----------
                       CONDENSED STATEMENTS OF OPERATIONS
                       ----------------------------------
                                   (unaudited)
                                   -----------



                                                  Three Months Ended March 31,

                                                   2001                   2000
                                                -------------       ------------

REVENUES
   Rental commissions                           $        399        $      660
   Listing fees                                          ---               630
                                                -------------       ------------

                                                         399             1,290
                                                -------------       ------------

SELLING, GENERAL AND ADMINISTRATIVE EXPENSE
                                                      14,291               857

OTHER EXPENSE
   Depreciation                                          146               147
                                                -------------       ------------

                                                      14,437             1,004
                                                -------------       ------------

INCOME (LOSS) BEFORE PROVISION FOR INCOME
TAXES                                                (14,038)              286

PROVISION FOR INCOME TAXES (Note 3)                      ---               ---
                                                -------------       ------------

NET INCOME (LOSS)                               $    (14,038)       $      286
                                                =============       ============


BASIC INCOME (LOSS) PER SHARE                   $      (.00)        $      .00
                                                =============       ============

DILUTIVE INCOME (LOSS) PER SHARE                $      (.00)        $      .00
                                                =============       ============

BASIC AND DILUTIVE WEIGHTED AVERAGE OF
COMMON SHARES OUTSTANDING                          3,797,469         3,000,000
                                                ==============    ==============






See the accompanying notes to these condensed financial statements JPAL, INC.

                                       4
<PAGE>





                                   JPAL, INC.
                                   ----------
                       CONDENSED STATEMENTS OF CASH FLOWS
                       ----------------------------------
                                   (unaudited)
                                   -----------
<TABLE>
<CAPTION>
                                                                                  Three Months Ended March 31,
                                                                           -----------------------------------------

                                                                                   2001                   2000
                                                                            -----------------      -----------------
<S>                                                                             <C>                      <C>
CASH FLOWS FROM OPERATING ACTIVITIES
   Net income (loss)                                                        $        (14,038)      $           286
   Adjustments  to  reconcile  net income  (loss) to net cash used in
    operating activities
     Depreciation                                                                        146                   147
     Goods and services and rent provided in exchange for  additional
       paid-in capital                                                                 9,605                   ---
     Changes in assets and liabilities
       Increase in prepaid expenses                                                     (324)                  ---
       Increase (decrease) in accounts payable                                         4,379                  (720)
                                                                            -----------------      -----------------

         Net cash used in operating activities                                          (232)                 (287)
                                                                            -----------------      -----------------

CASH FLOWS FROM FINANCING ACTIVITIES
   Repayments of additional paid-in capital                                              ---                   (80)
                                                                            -----------------      -----------------

         Net cash used in financing activities                                           ---                   (80)
                                                                            -----------------      -----------------

NET DECREASE IN CASH AND CASH EQUIVALENTS                                               (232)                 (367)

CASH AND CASH EQUIVALENTS, beginning of period                                           413                   884
                                                                            -----------------      -----------------

CASH AND CASH EQUIVALENTS, end of period                                    $            181       $           517
                                                                            =================      =================
</TABLE>




See the accompanying notes to these condensed financial statements JPAL, INC.

                                       5
<PAGE>





                                   JPAL, INC.
                                   ----------
                       CONDENSED STATEMENTS OF CASH FLOWS
                       ----------------------------------
                                   (unaudited)
                                   -----------


SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

                                                   Three Months Ended March 31,
                                                   ----------------------------

                                                         2001           2000
                                                   -------------- -------------

   Cash paid during the period for interest        $         ---  $         ---
   Cash paid during the period for income taxes    $         ---  $         ---

SUPPLEMENTAL DISCLOSURE OF NON-CASH TRANSACTIONS
   During the period ended March 31, 2001, the Company recorded rent and
     computer services of $750 and $3,000, respectively, and additional paid-in
     capital of $3,750 for rent and services provided by a stockholder.
   During the period ended March 31, 2001, the Company recorded legal and
     accounting expense of $2,705 and $3,150, respectively and additional
     paid-in-capital of $5,855 for services paid directly by a stockholder.




See the accompanying notes to these condensed financial statements JPAL, INC.

                                       6
<PAGE>






                                   JPAL, INC.
                                   ----------
                          NOTES TO FINANCIAL STATEMENTS
                          -----------------------------
               FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000
               --------------------------------------------------


NOTE 1 - BASIS OF PRESENTATION

         The accompanying unaudited condensed financial statements reflect the
results of operations for JPAL, Inc. and have been prepared in accordance with
generally accepted accounting principles for interim financial information and
with the instructions to Form 10-QSB and Article 10 of Regulation S-X.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of management, all adjustments (consisting of normal recurring
accruals and adjustments) considered necessary for a fair presentation have been
included. Operating results for the three-month period ended March 31, 2001 are
not necessarily indicative of the results that may be expected for the year
ended December 31, 2001. For further information, refer to the financial
statements and footnotes thereto included in JPAL, Inc.'s Annual Report on Form
10-KSB for the year ended December 31, 2000 filed with the Securities and
Exchange Commission (SEC) on April 2, 2001.

         JPAL, Inc. (the "Company") was incorporated in the state of Nevada on
March 31, 1999 to operate as an Internet based provider of vacation rental
properties and services with an elected December 31st fiscal year end. A
majority of the services are to properties located in Nevada.

         The Company has experienced net losses since its inception over the
past two years and had an accumulated deficit of approximately $49,500 at March
31, 2001. Such losses are attributable to cash losses resulting from costs
incurred in the development of the Company's services and infrastructure. The
Company expects operating losses to continue for the foreseeable future as it
continues to develop and promote its services.


NOTE 2 - PROPERTY AND EQUIPMENT

         Property and equipment consist of the following:

                                                       March 31,
                                         ---------------------------------------

                                                2001                 2000
                                         -----------------     -----------------

    Computer                             $         1,791       $        1,791
    Computer equipment                             1,057                1,057
    Furniture                                        205                  205
                                         -----------------     -----------------

                                                   3,053                3,053
    Less:  accumulated depreciation               (1,125)                (527)
                                         -----------------     -----------------

                                         $         1,928       $        2,526
                                         =================     =================




See the accompanying notes to these condensed financial statements JPAL, INC.

                                       7
<PAGE>






NOTE 3 - INCOME TAXES

         The Company accounts for income taxes under Statement of Financial
Accounting Standards No. 109 ("SFAS 109"). This statement mandates the liability
method of accounting for deferred income taxes and permits the recognition of
deferred tax assets subject to an ongoing assessment of realizability.

         The components of the Company's income tax provision consist of:

<TABLE>
<CAPTION>
                                                                                 Three Months Ended March 31,
                                                                            ----------------------------------------

                                                                                   2001                   2000
                                                                            -----------------      -----------------
         <S>                                                                 <C>                   <C>
         Federal taxes (deferred) net operating loss benefit                $        (2,200)      $             30
         Change in valuation account                                                  2,200                    (30)
                                                                            -----------------     ------------------

                                                                            $           ---       $            ---
                                                                            =================     ==================
</TABLE>

         Deferred income taxes are provided for timing differences in the
recognition of certain income and expense items for tax and financial statement
purposes. The tax effect of the temporary differences giving rise to the
Company's deferred tax assets and liabilities as of March 31, 2001 and 2000 are
as follows:

                                                        March 31,
                                          --------------------------------------

                                               2001                   2000
                                          ---------------      -----------------

         Deferred income taxes
             Net operating loss benefit    $       7,500        $        2,470
             Valuation allowance                  (7,500)               (2,470)
                                           ---------------      ----------------

                                           $         ---        $          ---
                                           ===============      ================



         The Company has federal net operating loss carryforwards of
approximately $36,000 that will expire through 2020.


         The Company's tax reporting year end is December 31st. If the Company
has a net operating loss carryforward from operations for the year ended
December 31, 2001, it will expire in 2021.



                                       8
<PAGE>






NOTE 4 - RELATED PARTY TRANSACTIONS

         The Company is currently utilizing office space provided by the
Company's president (a stockholder). During the period ended March 31, 2001, the
Company has recorded rent expense of $750 which represents the Company's pro
rata share of the office space being provided by the Company's president. The
Company has also recorded computer consulting services of $3,000 which were
provided by the Company's president. The services were valued using hourly rates
at estimated fair market value of similar services. The Company has recorded
legal and accounting fees of $2,705 and $3,150, respectively. These services
were paid for by the Company's president. The president has waived reimbursement
of the allocated rent, computer consulting services, legal and accounting
services provided and has considered them as additional paid-in capital.



                                       9
<PAGE>


Item 2.  Plan of Operation

This following information specifies certain forward-looking statements of
management of the company. Forward-looking statements are statements that
estimate the happening of future events and are not based on historical fact.
Forward-looking statements may be identified by the use of forward-looking
terminology, such as "may", "shall", "will", "could", "expect", "estimate",
"anticipate", "predict", "probable", "possible", "should", "continue", or
similar terms, variations of those terms or the negative of those terms. The
forward-looking statements specified in the following information have been
compiled by our management on the basis of assumptions made by management and
considered by management to be reasonable. Our future operating results,
however, are impossible to predict and no representation, guaranty, or warranty
is to be inferred from those forward-looking statements.

The assumptions used for purposes of the forward-looking statements specified in
the following information represent estimates of future events and are subject
to uncertainty as to possible changes in economic, legislative, industry, and
other circumstances. As a result, the identification and interpretation of data
and other information and their use in developing and selecting assumptions from
and among reasonable alternatives require the exercise of judgment. To the
extent that the assumed events do not occur, the outcome may vary substantially
from anticipated or projected results, and, accordingly, no opinion is expressed
on the achievability of those forward-looking statements. No assurance can be
given that any of the assumptions relating to the forward-looking statements
specified in the following information are accurate, and we assume no obligation
to update any such forward-looking statements.

Our Business. We are an Internet based provider of vacation rental properties
and services. We were originally formed to provide vacation rental properties
and services for the Year 2000 New Year's Eve celebration in Las Vegas. We are
currently redesigning our website to provide a wide range of services to both
vacationers and property owners. Our primary source of revenue has been property
rental fees, which are charged to the property owners as a percentage of the
vacationers' total rental price, and we anticipate that those fees will continue
to be our primary source of revenue, although we intend to attempt to generate
additional revenue sources such as Internet advertising. In order to effectuate
our business plan during the next three to six months, we need to complete the
redevelopment of our website.

For vacationers, we advertise on our website privately owned rental properties,
which offer the convenience and accommodations of a condominium or home, while
providing many of the amenities and services of a hotel, generally at a lower
cost per person. We believe that vacation condominium and home rentals generally
offer greater space and convenience than resort hotel rooms, including separate
living, sleeping and eating quarters.

For property owners, we offer marketing and rental services. Our primary source
of revenue has been property rental fees, which are charged to the property
owners as a percentage of the vacationers' total rental price, and we anticipate
that those fees will continue to be our primary source of revenue, although we
intend to attempt to generate additional revenue sources such as Internet
advertising.

Liquidity and Capital Resources. We had cash of $181 as of March 31, 2001. Our
total assets were approximately $3,042 and our total liabilities were
approximately $4,476 as of March 31, 2001. Our president, secretary, director
and principal shareholder, Ryan A. Neely, has paid our expenses since March
2000. We anticipate that Mr. Neely will continue to pay our expenses in the
event that we do not generate revenues or obtain additional working capital.







                                       10
<PAGE>







Results of Operations.

Revenue. For the three month period ended March 31, 2001, we have generated
revenues of approximately $399 with 100% of those revenues being generated from
operations relating to our vacation rental properties and services in Las Vegas.
Our revenues have decreased significantly because we are currently redeveloping
our website and we have not conducted any marketing activities. Therefore, we do
not expect that we will generate any significant revenues until such time as our
website redevelopment is complete.

Operating Expenses. For the three month period ended March 31, 2001, operating
expenses totaled $14,437, of which a majority of those expenses relate to
professional fees for legal and accounting services. We anticipate that we will
continue to incur significant professional fees for legal and accounting
services. Website development expenses totaled $400 for the three month period
ended March 31, 2001, with all of those fees being paid to Judy Buehlman, a
current shareholder and formerly one of our officers and directors. We
anticipate that we will continue to incur significant expenses related to the
redevelopment of our website.

Our Plan of Operation for the Next Twelve Months. Our plan of operation is
materially dependent on our ability to complete the redevelopment of our website
so that we can generate more revenues. If we are able to complete the
redevelopment of our website and generate significant revenues, we anticipate
that those revenues will be used to market our website and provide us with
working capital and pay our legal and accounting fees for the next twelve
months. If we generate those revenues, then we expect that our expenses for the
next twelve months will be approximately $50,000. If we are unable to generate
revenues, then we anticipate that our expenses for the next twelve months will
be limited to the day-to-day expenditures necessary to conduct business such as
administrative expenses, which includes costs to maintain our telephone and
website. Although it is difficult to quantify the day-to-day expenses, we
believe that such expenses will be no more that $200 per month. Our president,
director and principal shareholder, Ryan A. Neely, has paid our expenses since
joining us in March 2000. Our belief that Mr. Neely will pay our expenses is
based on the fact that Mr. Neely has a significant equity interest in us. We
believe that Mr. Neely will continue to pay our expenses as long as he maintains
a significant equity interest in us.

In the opinion of management, available funds will satisfy our working capital
requirements through August 2001. Our forecast for the period for which our
financial resources will be adequate to support our operations involves risks
and uncertainties and actual results could fail as a result of a number of
factors. We anticipate that we may need to raise additional capital to develop
and conduct our operations. Such additional capital may be raised through public
or private financing as well as borrowings and other sources. We cannot guaranty
that additional funding will be available on favorable terms, if at all. If
adequate funds are not available, we believe that our officers and directors
will contribute funds to pay for our expenses. Therefore, we have not
contemplated any plan of liquidation in the event that we do not generate
revenues.

Our ability to raise additional capital in the next twelve months through the
sale of our stock may be harmed by competing resales of our common stock by the
selling security holders. The price of our common stock could fall if the
selling security holders sell substantial amounts of our common stock. These
sales would make it more difficult for us to sell equity or equity-related
securities in the future at a time and price that we deem appropriate because
the selling security holders may offer to sell their shares of common stock to
potential investors for less than we do. Moreover, potential investors may not
be interested in purchasing shares of our common stock if the selling security
holders are selling their shares of common stock.

Our objective is to complete the redevelopment of our website in the next three
to six months. In February 2001, we paid $400 for web development services to
Judy Buehlman, a current shareholder and formerly, one of our officers and
directors. During the next three to six months, we anticipate that we will need
to spend funds to continue the redevelopment of our website. However, our
ability to continue to develop our website is dependent on Mr. Neely's continued
contribution of funds to pay those expenses.

If we complete the redevelopment of our website, then we anticipate that we will
begin to generate revenues so that we can further market our website. However,
we may not be able to generate revenues to market our website effectively.





                                       11
<PAGE>






Our failure to market our website will harm our business and financial
performance. If we are unable to generate revenues, we anticipate that our
marketing activities will be very limited. In addition, our ability to generate
revenues through our website depends on continued growth in the use of the
Internet and in the acceptance and volume of commerce transactions on the
Internet.

We are not currently conducting any research and development activities, other
than the redevelopment of our website. We do not anticipate conducting any other
such activities in the next twelve months. We do not anticipate that we will
purchase or sell any significant equipment in the next six to twelve months
unless we generate significant revenues.

We do not anticipate that we will hire any employees in the next six to twelve
months, unless we generate significant revenues. We believe our future success
depends in large part upon the continued service of our key personnel.

                          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 Vote of Security Holders
----------------------------------------------------------

None

Item 5.  Other Information
--------------------------

None

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

None






                                       12
<PAGE>




                                   SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

                                        JPAL, Inc.,
                                        a Nevada corporation



May 14, 2001                   By:      /s/ Ryan A. Neely
                                        --------------------------
                                        Ryan A. Neely
                               Its:     President, Secretary, Director





                                       13
<PAGE>