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 Quarter Ended: March 31, 2001

                                       OR

[]     Transition  Report  Pursuant  to  Section  13 or 15(d) of the  Securities
       Exchange Act of 1934

                          Commission File No.000-30951

                            PINECREST SERVICES, INC.
             (Exact name of registrant as specified in its charter)

        Nevada                                       67-0695367
(State of incorporation)               (I.R.S. Employer Identification No.)

                          #584, 3353 South Main Street
                           Salt Lake City, Utah 84115
                                 (801) 323-2395
              (Address and telephone number of principal executive
                    offices and principal place of business)


         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. Yes [ X ] No [ ]

         As of April 18, 2001, the  Registrant had a total of 17,000,000  shares
of common stock issued and outstanding.



                                        1

<PAGE>



                          PART I: FINANCIAL INFORMATION

ITEM 1:  FINANCIAL STATEMENTS


                                        2

<PAGE>



                            PINECREST SERVICES, INC.
                          (A Development Stage Company)
                                 BALANCE SHEETS



<TABLE>
<CAPTION>
                                                                                    March 31,       December 31,
                                                                                      2001              2000
                                                                                  -------------    -------------
                                                                                   (Unaudited)     (Audited)
         ASSETS
CURRENT ASSETS
<S>                                                                               <C>              <C>
   Cash in bank                                                                   $           0    $           0
                                                                                  -------------    -------------

                                                                                  $           0    $           0
                                                                                  =============    =============

     LIABILITIES & EQUITY (DEFICIT)
CURRENT LIABILITIES
   Accounts payable - related party (Note 4)                                      $      30,000    $      30,000
                                                                                  -------------    -------------

                                                    TOTAL CURRENT LIABILITIES            30,000           30,000

STOCKHOLDERS' EQUITY (DEFICIT)
     Common Stock $.001 par value:
     Authorized - 20,000,000 shares
     Issued and outstanding 17,000,000 shares                                            17,000           17,000
     Deficit accumulated during the development stage                                   (47,000)         (47,000)
                                                                                  -------------    -------------

                                         TOTAL STOCKHOLDERS' EQUITY (DEFICIT)           (30,000)         (30,000)
                                                                                  -------------    -------------

                                                                                  $           0    $           0
                                                                                  =============    =============
</TABLE>

See Notes to Financial Statements.

                                        3

<PAGE>



                            PINECREST SERVICES, INC.
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS


<TABLE>
<CAPTION>
                                                                                                     3/7/86
                                                                    Three Months Ended              (Date of
                                                                         March 31,                inception) to
                                                                   2001             2000            3/31/2001
                                                              -------------     -------------  -----------------
<S>                                                           <C>               <C>            <C>
Net sales                                                     $           0     $           0  $               0
Cost of sales                                                             0                 0                  0
                                                              -------------     -------------  -----------------

                                              GROSS PROFIT                0                 0                  0

General & administrative expenses                                         0                 0             47,000
                                                              -------------     -------------  -----------------

                                                  NET LOSS    $           0     $           0  $         (47,000)
                                                              =============     =============  =================

Basic and Diluted Earnings per Share
   Net (loss)                                                 $           0     $           0
                                                              =============     =============

Weighted average number of common shares                         17,000,000        17,000,000
                                                              =============     =============
</TABLE>




See Notes to Financial Statements.

                                        4

<PAGE>



                            PINECREST SERVICES, INC.
                          (A Development Stage Company)
                            STATEMENTS OF CASH FLOWS


<TABLE>
<CAPTION>
                                                                                                     3/7/86
                                                                    Three Months Ended              (Date of
                                                                         March 31,                inception) to
                                                                   2001             2000            3/31/2001
                                                              -------------     -------------  -----------------
OPERATING ACTIVITIES
<S>                                                           <C>               <C>            <C>
   Net income (loss)                                          $           0     $           0  $         (47,000)
   Adjustments to reconcile net income (loss) to
     cash used by operating activities:
       Amortization                                                       0                 0             17,000
       Accounts payable - related party                                   0                 0             30,000
                                                              -------------     -------------  -----------------

                                          NET CASH USED BY
                                      OPERATING ACTIVITIES                0                 0                  0

INVESTING ACTIVITIES
   Organization costs                                                     0                 0            (17,000)
                                                              -------------     -------------  -----------------

                                      NET CASH REQUIRED BY
                                      INVESTING ACTIVITIES                0                 0            (17,000)

FINANCING ACTIVITIES
   Proceeds from sale of common stock                                     0                 0             17,000
                                                              -------------     -------------  -----------------

                                      NET CASH PROVIDED BY
                                      FINANCING ACTIVITIES                0                 0             17,000
                                                              -------------     -------------  -----------------

                                          INCREASE IN CASH
                                      AND CASH EQUIVALENTS                0                 0                  0

   Cash and cash equivalents at beginning of period                       0                 0                  0
                                                              -------------     -------------  -----------------

                                   CASH & CASH EQUIVALENTS
                                          AT END OF PERIOD    $           0     $           0  $               0
                                                              =============     =============  =================

</TABLE>



See Notes to Financial Statements.

                                        5

<PAGE>



                            PINECREST SERVICES, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                 March 31, 2001


NOTE 1:       SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES

              a.  Basis of Presentation

                  The  accompanying  financial  statements have been prepared in
                  accordance  with  generally  accepted  accounting   principles
                  ("GAAP") for interim financial information.  Accordingly, they
                  do not include all of the information  and footnotes  required
                  by  generally   accepted  auditing   principles  for  complete
                  financial  statements.   The  unaudited  financial  statements
                  should,  therefore,  be read in conjunction with the financial
                  statements  and notes thereto in the Report on Form 10-KSB for
                  the  year  ended   December  31,  2000.   In  the  opinion  of
                  management,   all   adjustments   (consisting  of  normal  and
                  recurring   adjustments)   considered  necessary  for  a  fair
                  presentation,  have been  included.  The results of operations
                  for the  three  month  period  ended  March  31,  2001 are not
                  necessarily indicative of the results that may be expected for
                  the entire fiscal year.

              b.  Organization & Consolidation Policy

                  Pinecrest Services,  Inc. (the Company), a Nevada corporation,
                  was  incorporated  on February 10, 1999. On May 11, 2000,  the
                  Company merged with Hystar Aerospace Marketing  Corporation of
                  Nebraska   Inc.   (Hystar).   The  Company  is  the  surviving
                  corporation.

                  Hystar  Aerospace   Marketing   Corporation  of  Nebraska  was
                  incorporated March 7, 1986 to lease, sell, and market airships
                  and the Burkett  Mill, a waste  milling  device,  which rights
                  were  acquired  from VIP  Worldnet,  Inc.  initially  the only
                  shareholder. The technology to further develop the airship and
                  the mill by the parent company proved to be  prohibitive,  and
                  shortly after the acquisition of the marketing  rights further
                  activity ceased. Hystar has been inactive since that date.

                  The merger was recorded under the pooling of interests  method
                  of accounting.  Each share of the Company remained outstanding
                  as one fully paid and non-assessable share of capital stock of
                  the surviving corporation.

                  The accompanying  financial  statements  present the financial
                  condition  and  results  of  operations  of  Hystar  from  its
                  inception through the merger date and of the surviving entity,
                  the Company, as of the merger date.

              c.  Recognition of Revenue

                  The Company recognizes income and expense on the accrual basis
                  of accounting.

              d.  Net Loss Per Share

                  Basic and diluted  loss per share is computed by dividing  net
                  loss available to common  stockholders by the weighted average
                  number  of  common  shares   outstanding  during  the  periods
                  presented.  The  Company's  diluted  loss per  share  does not
                  include  any  common  stock  equivalents,  as their  effect is
                  antidilutive.

              e.  Cash and Cash Equivalents

                  The  Company  considers  all highly  liquid  investments  with
                  maturities of three months or less to be cash equivalents.


                                        6

<PAGE>



                            PINECREST SERVICES, INC.
                          (A Development Stage Company)
                    NOTES TO FINANCIAL STATEMENTS (continued)
                                 March 31, 2001


NOTE 1:       SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES (continued)

              f.  Provision for Income Taxes

                  The Company  records the income tax effect of  transactions in
                  the  same  year   that  the   transactions   enter   into  the
                  determination  of income,  regardless of when the transactions
                  are recognized  for tax purposes.  Tax credits are recorded in
                  the year  realized.  Since the  Company  has not yet  realized
                  income as of the date of this report,  no provision for income
                  taxes has been made.

                  In February,  1992, the Financial  Accounting  Standards Board
                  adopted Statement of Financial  Accounting  Standards No. 109,
                  Accounting for Income Taxes,  which  supersedes  substantially
                  all  existing  authoritative  literature  for  accounting  for
                  income taxes and requires deferred tax balances to be adjusted
                  to  reflect  the tax rates in effect  when those  amounts  are
                  expected to become  payable or  refundable.  The Statement was
                  applied in the Company's  financial  statements for the fiscal
                  year commencing January 1, 1993.

                  No provision  for income  taxes have been  recorded due to net
                  operating loss carryforwards  totaling  approximately  $47,000
                  that will be offset against future taxable  income.  These NOL
                  carryforwards begin to expire in the year 2001. No tax benefit
                  has been  reported  in the  financial  statements  because the
                  Company  believes  there  is  a  50%  or  greater  chance  the
                  carryforwards will expire unused.

              g.  Use of Estimates

                  The  preparation  of financial  statements in conformity  with
                  generally accepted  accounting  principles requires management
                  to make  estimates  and  assumptions  that affect the reported
                  amounts of assets and liabilities and disclosure of contingent
                  assets and liabilities at the date of the financial  statement
                  and the reported  amounts of revenues and expenses  during the
                  reporting  period.  Actual  results  could  differ  from those
                  estimates.

              h.  Dividend Policy

                  The Company has not yet adopted any policy  regarding  payment
                  of dividends.

              i.  Organization Costs

                  The Company amortized its organization  costs over a five year
                  period.

NOTE 2:       GOING CONCERN

              The accompanying  financial statements have been prepared assuming
              that the Company will continue as a going concern. The Company has
              no assets  and has had  recurring  operating  losses  for the past
              several  years  and  is  dependent   upon  financing  to  continue
              operations.   The   financial   statements   do  not  include  any
              adjustments   that  might   result   from  the   outcome  of  this
              uncertainty.  It is management's plan to find an operating company
              to merge with, thus creating necessary operating revenue.

NOTE 3:       CAPITALIZATION

              In 1986, the Company issued  17,000,000 shares of common stock for
              the marketing rights to a waste milling device.  The value of this
              issuance was $17,000.


                                        7

<PAGE>



                            PINECREST SERVICES, INC.
                          (A Development Stage Company)
                    NOTES TO FINANCIAL STATEMENTS (continued)
                                 March 31, 2001


NOTE 4:       RELATED PARTY TRANSACTIONS

              During the year ended  December  31,  1999,  the Company  incurred
              $30,000 of  professional  fees payable to Mutual Ventures Corp. An
              officer of the  Company  is also an  employee  of Mutual  Ventures
              Corp.

NOTE 5:       DEVELOPMENT STAGE COMPANY

              The Company is a development stage company as defined in Financial
              Accounting  Standards Board  Statement No. 7. It is  concentrating
              substantially  all of its efforts in raising capital and searching
              for a  business  operation  with  which to  merge,  or  assets  to
              acquire, in order to generate significant operations.




                                        8

<PAGE>



         In this report  references to "Pinecrest,"  "we," "us," and "our" refer
to Pinecrest Services, Inc.

                           Forward Looking Statements

         This form 10-QSB contains certain forward-looking statements within the
meaning  of the  Private  Securities  Litigation  Reform  Act of 1995.  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,  many of which are not within  Pinecrest's  control.  These
factors include but are not limited to economic conditions  generally and in the
industries  which  Pinecrest may  participate;  competition  within  Pinecrest's
chosen  market  and  failure  by  Pinecrest  to  successfully  develop  business
relationships.


ITEM 2:   PLAN OF OPERATIONS

         We are a development  stage company with no assets and recurring losses
from inception and are dependent upon financing to continue operations.  For the
year ended  December 31, 2000 and the three months ended March 31, 2001,  we had
no cash on hand and total  current  liabilities  of $30,000.  The  $30,000  note
payable is for legal and accounting fees incurred during 1999 which were paid on
our behalf by a related party.

         We have no material  commitments for the next twelve months. We believe
that our current  cash needs for at least the next  twelve  months can be met by
loans from our directors,  officers and shareholders  based on understandings we
have with these persons. However, these understandings are not formal agreements
and therefore these persons are not obligated to provide funds. We may repay any
loans,  costs of services and  advancements  with cash, if available,  or we may
convert them into common stock.

         Our management intends to actively pursue business opportunities during
the next twelve months. All risks inherent in new and inexperienced  enterprises
are  inherent in our  business.  We have not made a formal study of the economic
potential of any business.  At the present, we have not identified any assets or
business opportunities for acquisition.  If we obtain a business opportunity, it
may be necessary  to raise  additional  capital,  which may be  accomplished  by
selling our common stock.

         Based  on  current  economic  and  regulatory  conditions,   management
believes that it is possible, if not probable,  for a company like ours, without
many assets or liabilities,  to negotiate a merger or acquisition  with a viable
private company.  The opportunity arises  principally  because of the high legal
and  accounting  fees and the length of time  associated  with the  registration
process of "going public." However, should any of these conditions change, it is
very possible that there would be little or no economic  value for anyone taking
over control of Pinecrest.

         Potential  investors must recognize that because of our limited capital
available for  investigation  and  management's  limited  experience in business
analysis we may not  discover or  adequately  evaluate  adverse  facts about the
business  opportunity  to be  acquired.  Also,  we  intend  to  concentrate  our
acquisition   efforts  on  properties  or  businesses  that  we  believe  to  be
undervalued  or that we believe may  realize a  substantial  benefit  from being
publicly owned.  Investors should expect that any acquisition candidate may have
little or no operating history, or a history of losses or low profitability.

         It is emphasized that our management may effect  transactions  having a
potentially  adverse impact upon our shareholders  pursuant to the authority and
discretion of our  management to complete  acquisitions  without  submitting any
proposal to the stockholders for their consideration.

         Should a merger or acquisition prove unsuccessful,  it is possible that
we may decide not to pursue  further  acquisition  activities and management may
abandon its activities and our shares would become worthless.


                                        9

<PAGE>


                           PART II: OTHER INFORMATION

ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits.
     --------

         None

(b)  Reports on Form 8-K.
     -------------------

         None.

                                   SIGNATURES

         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 who is duly authorized.


Date   April 18, 2001               Pinecrest Services, Inc.



                                    By: /s/ April Marino
                                       April Marino, President and Director


                                       10