SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, DC 20549


                                   FORM 10-QSB


Quarterly report under Section 13 or 15(d) of the Securities Exchange
                                   Act of 1934

                For the quarterly period June 30,2001
                     Commission file number 0-28927

                    Garden Bay International, Ltd.
             ----------------------------------------------
             (Name of Small Business Issuer in its Charter)

     77-513 Ashberry Court, Palm Desert, California,                 92211
     ----------------------------------------------               ----------
        (Address of Principal Executive Offices)                 (ZIP Code)


                                 (760) 409-6749
               ------------------------------------------------
               (Issuer's Telephone Number, Including Area Code)
           ------------------------------------------------
               (Issuer's Telephone Number, Including Area Code)

                         Not applicable
    --------------------------------------------------------------
   (Former Name, Former Address and Former Fiscal Year, if changed
                        since last report)

Check whether the issuer: (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act 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  [ ]
     ---            ---

There were 5,672,000 shares of Common stock outstanding as of June 30, 2001.

                                        1


<PAGE>
                                     PART I

Item 1. FINANCIAL STATEMENTS.


To the Board of Directors of
Garden Bay International,  Ltd.
(A Development Stage Company)



                         INDEPENDENT ACCOUNTANT'S REPORT


We have reviewed the accompanying balance sheets of Garden Bay International,
Ltd. (A Development Stage Company) as of June 30, 2001 and 2000, and the
related statements of operations, changes in stockholders' equity, and cash
flows for the three and six months then ended, in accordance with Statements on
Standards for Accounting Review Services issued by the American Institute of
Certified Public Accountants. All information included in these financial
statements is the representation of the management of
Garden Bay International, Ltd.

A review consists principally of inquiries of company personnel and analytical
procedures applied to financial data. It is substantially less in scope than an
audit 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 modifications that should be made
to the accompanying financial statements in order for them to be in conformity
with generally accepted accounting principles.



AMANDO C. IBARRA
-----------------
Armando C. Ibarra, CPA-APC
August 7, 2001
                                       1

                                      -2-
<PAGE>

                                  GARDEN BAY
                              INTERNATIONAL, LTD.
                          (A Development Stage Company)
                                 Balance Sheets
                 ----------------------------------------

<TABLE>
<CAPTION>
                                                      Six Months   Six Months
                                                        Ended        Ended
                                                       June 30,     June 30,
                                                         2001        2000
                                                      ----------   ---------
<S>                                                <C>             <C>
                                     ASSETS

Current Assets
      Cash                                          S   10,201       $    449
      Inventory                                            219              0
                                                     -----------   -----------
Total Current Assets                                    10,420            449
                                                     -----------   -----------
      TOTAL ASSETS                                  $   10,420       $    449
                                                    ===========   ===========

                       LIABILITIES & STOCKHOLDERS' EQUITY

Current Liabilities
      Accounts payable                                   2,095              0
                                                    -----------   -----------
Total Current Liabilities                                2,095              0
                                                    -----------   -----------
      TOTAL LIABILITIES                                  2,095              0

Stockholders' Equity

     Preferred stock, $.0001 par value authorized
      (20,000,000 shares authorized; none
        issued and outstanding.)                             0              0
     Common stock $.0001 par value authorized
      (80,000,000 shares authorized; 5,672,000
       and 5,187,000 shares issued and outstanding
       at June 30, 2001 and 2000, respectively.)           568            519
     Additional paid-in capital                         42,657         19,181
     Deficit accumulated during development stage     (34,900)       (19,251)
                                                    -----------   -----------
Total Stockholders' Equity                               8,325            449
                                                    -----------   -----------
       TOTAL LIABILITIES &
            STOCKHOLDERS' EQUITY                    $   10,420       $    449
                                                     ===========   ===========
</TABLE>
                 See Accompanying Notes and Accountant's report
                                       2


                                      -3-
<PAGE>

                         GARDEN BAY INTERNATIONAL, LTD.
                          (A Development Stage Company)
                            Statements of Operations

<TABLE>
<CAPTION>


July 20, 1998
                                   Six Months     Six Months     Three Months   Three Months     (Inception)
                                     Ended          Ended           Ended          Ended           through
                                    June 30,       June 30,        June 30,       June 30,        June 30,
                                      2001           2000            2001           2000            2001
                                  -------------- -------------- -------------  --------------  --------------- -
<S>                               <C>            <C>            <C>            <C>             <C>
      Revenues
          Revenues                $           0  $           0  $           0              0     $     1,200
                                  -------------- -------------- --------------  -------------  --------------- -
      Total Revenues                          0              0              0              0           1,200
      General & Administrative
         Expenses                        15,438          9,834         15,414          6,495          36,100
                                  -------------- -------------- --------------  -------------  --------------- -
      Total General &
        Administrative Expenses         15,438          9,834         15,414          6,495          36,100
                                  -------------- -------------- -------------- -------------   --------------
      Net Loss                    $    (15,438)  $     (9,834)  $    (15,414)        (6,495)    $   (34,900)

                                  ============== ============== ==============  =============  =============== =
      Basic loss per share        $    (0.0028)  $    (0.0019)  $    (0.0028)       (0.0013)
                                  ============== ============== ==============  =============

      Weighted average number of
        common shares outstanding     5,496,724      5,187,000      5,437,000      5,187,000

                                  ============== ============== ============== ==============
</TABLE>
                  See Accompaning Notes and Accountant's report
                                       3


                                      -4-
<PAGE>

                         GARDEN BAY INTERNATIONAL, LTD.
                          (A Development Stage Company)
                  Statement of Changes in Stockholders' Equity
              From July 20, 1998 (Inception) through June 30, 2001



<TABLE>
<CAPTION>
                                                                                   Deficit
                                        Common         Common     Additional     Accumulated
                                        Shares         Stock       Paid-in          During          Total
                                                       Amount      Capital       Development
                                                                                    Stage

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



<S>                                   <C>           <C>           <C>            <C>                 <C>
 Issued for cash on July 20, 1998     5,000,000     $     500     $     500      $       0           1,000

 Net loss, July 20, 1998 (inception)
 to December 31, 1998                                                                  (25)           (25)

 ----------------------------------------------------------------------------------------------------------
 Balance,  December 31, 1998          5,000,000           500          500             (25)            975
 ==========================================================================================================

 Issued from sale of private placemen
 (Note #1) March 25, 1999               187,000            19       18,681                0         18,700

 Net loss, January 1, 1999 through
  December 31, 1999                                                                 (9,392)        (9,392)

 -----------------------------------------------------------------------------------------------------------
       Balance,  December 31, 1999    5,187,000           519       19,181          (9,417)         10,283
 ==========================================================================================================-

 Common Stock issued November 11,

 2000 @ $0.0001 per share               250,000            25           0                0              25

 Net loss, January 1, 2000 though
 December 31, 2000                                                                 (10,045)        (10,045)

 -----------------------------------------------------------------------------------------------------------
 Balance,  December 31, 2000          5,437,000      $    544    $  19,181      $  (19,462)       $    263
 ===========================================================================================================

 Common Stock issued May 14,

 2001 @ $0.10 per share                 117,500            12       11,738                0         11,750

 Common Stock issued May 18,

 2001 @ $0.10 per share                 117,500            12       11,738                0         11,750

 Net loss, January 1, 2001 though
 June 30, 2001                                                                      (15,438)       (15,438)

------------------------------------------------------------------------------------------------------------
 Balance,  June 30, 2001              5,672,000       $   568    $  42,657       $  (34,900)      $   8,325
============================================================================================================
</TABLE>
                 See Accompaning Notes and Accountant's report
                                       4

                                      -5-
<PAGE>


                         GARDEN BAY INTERNATIONAL, LTD.
                          (A Development Stage Company)
                            Statements of Cash Flows
                        --------------------------------
<TABLE>
<CAPTION>

                                                                                                           July 20, 1998
                                          Six Months     Six Months    Three Months     Three Months         (Inception)
                                            Ended          Ended          Ended           Ended               through
                                           June 30,       June 30,      June 30,         June 30,             June 30,
                                             2001           2000          2001             2000                 2001
                                         -------------  -----------   -------------   ----------------     ---------------
<S>                                      <C>             <C>          <C>              <C>               <C>
CASH FLOWS FROM OPERATING ACTIVITIES

    Operating loss                       $ (15,438)      $ (9,834)    $   (15,414)     $   (6,495)       $    (34,900)
    Amortization                                  0              0               0                0                 306
    (Increase) in inventory                       0              0               0                0               (219)
    (Increase) in organization costs              0              0               0                0               (306)
    Increase in accounts payable              2,095              0           2,095                0               2,095
                                          ----------  ------------  ---------------   --------------     ---------------
     Net cash provided (used) by
        operating activities               (13,343)        (9,834)        (13,319)          (6,495)            (33,024)

CASH FLOWS FROM INVESTING ACTIVITIES
     Net cash used by investing
         activities                              0              0               0                0                   0
CASH FLOWS FROM FINANCING ACTIVITIES
     Common stock issued for cash            23,500              0          23,500                0              42,225
                                          ----------  -------------  --------------   --------------     ---------------
     Net cash provided by
        financing activities                 23,500              0          23,500                0              42,225
                                          ----------  -------------  --------------   --------------     ---------------
    Net increase in cash                     10,157        (9,834)          10,181          (6,495)               9,201
    Cash at beginning of period                  44         10,283              20            6,944               1,000
                                          ----------  -------------  --------------   --------------     ---------------
    Cash at end of period                $   10,201      $    449$        10,201      $       449       $      10,201
                                          ==========  =============  ==============   ==============     ===============
</TABLE>
                 See Accompaning Notes and Accountant's report
                                       5

                                      -6-
<PAGE>


                         GARDEN BAY INTERNATIONAL, LTD.
                          (A Development Stage Company)
                          Notes to Financial Statements
                     For the Six Months Ended June 30, 2001


NOTE 1.   HISTORY AND ORGANIZATION OF THE COMPANY

The Company was organized July 20, 1998, under the laws of the state of
Delaware, as Garden Bay International, Ltd. The Company has no significant
revenues and no material operations and in accordance with SFAS # 7, the
Company is considered a development stage company.

On July 20, 1998, the Company issued 5,000,000 shares of its $ 0.0001 par value
common stock for cash of $ 1,000.00.

On March 25, 1999, the Company completed a public offering that was offered
without registration under the securities Act of 1933, as amended (The "Act"),
in reliance upon the exemption from registration afforded by sections 4(2) and
3(b) of Securities Act and Regulation D promulgated thereunder. The Company
sold 187,000 shares of common stock at a price of $ 0.10 per share for a total
amount raised of $ 18,700.00.


NOTE 2.   ACCOUNTING POLICIES AND PROCEDURES

a.   Basis of Accounting

        The Company uses the accrual method of accounting.

b.   Basic Loss Per Share

In February 1997, the FASB issued SFAS No. 128, "Earnings Per Share", which
specifies the computation, presentation and disclosure requirements for
earnings (loss) per share for entities with publicly held common stock. SFAS
No. 128 supersedes the provisions of APB No. 15, and requires the presentation
of basic earnings (loss) per share and diluted earnings (loss) per share. The
Company has adopted the provisions of SFAS No. 128 effective July 20, 1998
(inception).

Basic net loss per share amounts is computed by dividing the net income by the
weighted average number of common shares outstanding. Diluted earnings per
share are the same as basic earnings per share due to the lack of dilutive
items in the Company.

c.       Cash Equivalents

The Company considers all highly liquid investments with a maturity of three
months or less when purchased to be cash equivalents.

d.   Inventory

Inventory is valued at the lower cost or market.
                                       6


                                      -7-
<PAGE>

NOTE 2.   ACCOUNTING POLICIES AND PROCEDURES (CONTINUED)


e.   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 statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.

f.  Income Taxes

The Company accounts for income taxes using the asset and liability method.
Under the asset and liability method, deferred income taxes are recognized for
the tax consequences of "temporary differences" by applying enacted statutory
tax rates applicable to future years to differences between the financial
statement carrying amounts and the tax bases of existing assets and
liabilities. Deferred tax assets are reduced by a valuation allowance when, in
the opinion of management, it is more likely than not that some portion or all
of the deferred tax assets will not be realized.


NOTE 3.   WARRANTS AND OPTIONS

There are no warrants or options outstanding to acquire any additional shares
of common stock or preferred stock.


NOTE 4.   GOING CONCERN

The Company's financial statements are prepared using the generally accepted
accounting principles applicable to a going concern, which contemplates the
realization of assets and liquidation of liabilities in the normal course of
business. Without realization of additional capital, it would be unlikely for
the Company to continue as a going concern. It is management's plan to seek
additional capital through the sale of its securities through private
placements.

                                       7


                                      -8-
<PAGE>

NOTE 5.   RELATED PARTY TRANSACTION

The Company neither owns, nor leases any real or personal property. A director
provides office services without charge. Such costs are immaterial to the
financial statements and, accordingly, have not been reflected therein. The
officers and directors of the Company are involved in other business activities
and may, in the future, become involved in other business opportunities. If a
specific business opportunity become available, such persons may face a
conflict in selecting between the Company and their other business interests.
The Company has not formulated a policy for resolution of such conflicts.


NOTE 6.  INCOME TAXES

                                     Six Months Ended       As of December
                                      June 30, 2001            31, 2000
                                    ----------------------  ------------------
                                    ----------------------  ------------------

 Deferred tax assets:
 Net operating loss carryforwards              $   2,316             $ 2,919

                                    ----------------------  ------------------
 Other                                                -0-                 -0-

 Valuation allowance                              (2,316)             (2,919)
                                    ----------------------  ------------------

 Net deferred tax assets                       $   -0-                $  -0-

                                    ======================  ==================
                                    ======================  ==================


Realization of deferred tax assets is dependent upon sufficient future taxable
income during the period that deductible temporary differences and
carryforwards are expected to be available to reduce taxable income. As the
achievement of required future taxable income is uncertain, the Company
recorded a valuation allowance.


NOTE 7.  SCHEDULE OF NET OPERATING LOSSES


1998  Net Operating Loss                                    $          (25)
1999  Net Operating Loss                                            (9,392)
2000  Net Operating Loss                                           (10,045)
2001 Net Operating Loss (six months)                               (15,438)
                                                             -----------------
                                                             -----------------
Net Operating Loss                                             $   (34,900)
                                                             =================

As of June 30, 2001, the Company has net operating loss carryforwards of
approximately $ 34,900, which will expire through 2019.
                                       9

                                      -9-
<PAGE>

ITEM 2.  MANAGEMENT DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

Certain Forward-Looking Information

Information provided in this Form 10QSB may contain forward-looking statements
within the meaning of Section 21E or Securities Exchange Act of 1934 that are
not historical facts and information. These statements represent the Company's
expectations or beliefs, including, but notlimited to, statements concerning
future and operating results, statements concerning industry performance, the
Company's operations, economic performance, financial conditions, margins and
growth in sales of the Company's products, capital expenditures, financing g
needs, as well assumptions related to the forgoing. For this purpose, any
statements contained in this Quarterly Report that are not statements of
historical fact may be deemed to be forward-looking statements. These
forward-looking statements are based on current expectations and involve
various risks and uncertainties that could cause actual results and outcomes
for future periods to differ materially from any forward-looking statement or
views expressed herein. The Company's financial performance and the forward-
looking statements contained herein are further qualified by other risks
including those set forth from time to time in the documents filed by the
Company with the Securities and Exchange Commission.



COMPARISON OF QUARTER ENDED JUNE 30, 2001 WITH QUARTER ENDED JUNE 30, 2000

Revenues for the quarter ended June 30, 2001 were $0 as compared with $0 in
2000.
General & Administrative Expenses for the quarter ended June 30,were 15,414 in
2001 and $6,495 in 2000. Net loss in the quarter ended June 30, 2001 was
$15,414 as against $6,495 in 2000.

The company had Total Assets of $10,420 at June 30, 2001 as compared to $449 at
June 30, 2000. This increase was do to sale of equity.


The Business Plan for the Company over the next twelve months is to design and
manufacture sets of distinctive, hand-painted ceramic dinnerware in four
designs approved by the company and to implement a wholesale sales group to
distribute the Company's products for placement to retail outlets. The Company
plans to implement a merchandising strategy that will seek out other hand-
designed products by artisans world-wide for distribution. The Company plans
initially to have its products shipped directly from the vendor to the
wholesale suppliers and distributors and later, as the need arises, to rent a
small order fulfillment and distribution facility. The shipment of products
directly from vendors to the suppliers or directly to the stores reduces the
level of the lead-time required to receive the products. Financing will be
arranged as required during this period. The Company will require a down
payment on all orders sufficient to defray the cost of the production. The
Company has plans to raise the additional capital by the sale of its securities
in a private placement. There can be no assurance that this offering can be
accomplished at prices satisfactory to the Company, if at all.

The Company anticipates that a small 150 - 250 square feet warehouse space will


                                      -10-
<PAGE>

be adequate to carry on the operation over the next year of business.  Sales
will be established through wholesale suppliers and distributors.  It is
anticipated that sales will grow in an orderly fashion over the next year.  An
Internet web site for sales, information and trades has been created to market
the inventory online and to gather a larger sales population. A catalog for
retail consumers is being planned after sales have commenced but has currently
not been established at this time.

The Company has contacted new and existing suppliers in Tijuanna and Rosarito
Mexico and is inspecting new designs in order to increase the inventory. A
wholesaler, Heather Hooper Wholesale, has been contacted in Solana Beach, CA to
distribute the products in the San Diego California area.

RISK FACTORS

1. Limited History of Operations. The Company was organized on July 20, 1998
and has had limited operations to date. Therefore its operations are subject to
all of the risks inherent in new business enterprises. The likelihood of the
success of the Company must be considered in light of the problems, expenses,
difficulties, complications and delays frequently encountered in connection
with the start up of new businesses and the competitive environment in which
the Company will operate. The Company has had no significant revenues to date.

2. Time lapse to Operational Stage of the Company Operations therefore will
depend upon the continued availability of investment capital to fully fund
subsequent Projects. If operating revenues are insufficient to continue the
Company's operations, additional funds would have to be raised through equity
or debt financing. The Company has no commitments for any additional debt or
equity financing and there can be no assurance that any such commitments will
be obtained on favorable terms, if at all.

3.  Competition.  The Company will operate in a highly competitive
environnemt. The Company will compete with retailers which have a history and
experience the company does not have.

4.  Dependence on Management.  Because the Company is a new business and has
no significant operating history, it will be heavily dependent upon the
services and experiences of its officers.  The loss of the service of any
officer could adversely affect the conduct of the Company's business.

5. Industry and Economic Factors. The industry in which the Company expects to
operate is subject to constant changes based upon changes in public taste as
well as the condition of the general economy. Factors beyond the control of the
Company or those on whom it intends to rely could cause the Company to fail.

6. Control of the Company. The Officers, Directors and Principal Shareholder
Group own more than 50% of the Common Shares of the Company. Therefore, the
Control Group will either control or significantly influence a voting control
of the Company. Pursuant to the laws of Delaware, a majority of all
shareholders entitled to vote an any regularly called shareholders meeting, may
act, as a majority, without notice or meeting, giving notice to other
shareholders only after such action may have been taken. While there are some
limits upon this right of the majority, Investors should understand that
Management commands a voting majority in control of the Company.

7.  Dividends.  The Company has paid no dividends on its Common Shares since

                                      -11-
<PAGE>
its inception. The Company does not anticipate paying any dividends on its
Common Stock until and unless such profit is realized and may not pay out any
dividends thereafter.


8. Potential Conflicts of Interest. The officers and directors may be
associated with other firms, including others with material contractual
relationships with this Issuer, and may become involved in a range of business
activities. Due to these affiliations and the fact that some officers are
expected to devote only a portion of their time to the business of the Company,
there are potential inherent conflicts of interest in their acting as directors
and as officers. Each of the officers and directors is or may become an
officer, director, controlling shareholder, partner or participant in other
entities engaged in a variety of businesses. These existing and potential
conflicts of interest are irreconcilable and could involve the participating
officers and directors in litigation brought by the Company's shareholders or
by the shareholders of other entities with which the officers and directors are
currently, or may become, affiliated. To help alleviate this position somewhat,
Management has adopted a policy of full disclosure with respect to business
transactions with any entity in which any or all of the officers or directors
are affiliated, either directly or indirectly. An officer or director may
continue any business activity in which such officer or director engaged prior
to joining the Company.

9. Going Concern. As of June 30, 2001 the company had a stockholders' Equity of
$8,325. The auditors have raised a "going concern" question on the audit for
the year ended December 31, 2000. The Company's auditors also raised a going
concern question on the reviewed financial statements for the quarter ended
June 30, 2001.


                                     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 Holders.
            None

Item 5.  Other Information
            None

                                      -12-
<PAGE>
Item 6.   Exhibits and Reports on Form 8-K

         (a) (2)  Filed by reference; Form 10-SB filed February 23, 2000.
             (3)  Filed by reference; Form 10-SB filed February 23, 2000.
             (11) Statement re: Computation of per share earnings.

          (b)  There were no reports filed on Form 8-K


                             SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, the Company has duly caused this disclosure statement to be signed on its
behalf by the undersigned, thereunto duly authorized.

  GARDEN BAY INTERNATIONAL, LTD.

Dated: 08/10/2001

  ROBERT BERK
-----------------
  ROBERT BERK

  President


Dated: 08/10/2001

  ROBERT BERK
-----------------
  ROBERT BERK

  President
                                      -13-