U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-QSB


     (Mark One)

     X...Quarterly  report under section 13 or 15(d) of the Securities  Exchange
          Act of 1934 for the quarterly period ended December 31, 2001

     ....Transition report under section 13 or 15(d) of the Securities  Exchange
          Act of 1934 for the transition period from _________ to ___________

                          Commission File No.: 0-30875


                            MILL CREEK RESEARCH, INC.
                     (Name of small business in its charter)

                      Utah                                   87-0633677
         (State or other jurisdiction of                  (I.R.S. Employer
         incorporation or organization)                  Identification No.)

              8 Corporate Park, Ste. 200, Irvine, California 92606
              (Address of principal executive officers) (Zip Code)

          Issuer's telephone number: (714) 633-8083; Fax (603) 375-6582
           (Name, address, and telephone number of agent for service)


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 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 .... Applicable only to issuers involved in bankruptcy proceedings during the
past five years Check whether the issuer has filed all documents and reports
required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the
distribution of securities under a plan confirmed by a court. Yes ..... No .....

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 practicable date. At December 31, 2001 the following
shares of common were outstanding: Common Stock, $.001 par value, 1,000,000
shares.



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<PAGE>

Transitional Small Business Disclosure
Format (Check one):
Yes .....     No ..X..

PART 1 - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS AND EXHIBITS

     (a) The unaudited financial statements of registrant as of and for the
         quarter ending December 31, 2001, and for the period from inception
         (June 3, 1999) through December 31, 2001, follow. The financial
         statements reflect all adjustments which are, in the opinion of
         management, necessary to a fair statement of the results for the
         interim period presented.

                            MILL CREEK RESEARCH, INC.
                          (A Development Stage Company)

                              FINANCIAL STATEMENTS
                         Quarter Ended December 31, 2001


Index to Financial Statements                       Page
Balance Sheet                                        2
Statement of Operations                              3
Statement of Stockholders' Equity                    4
Statements of Cash Flows                             4
Notes to Financial Statements                        5-8




                            MILL CREEK RESEARCH, INC.
                          (A Development Stage Company)
                                  BALANCE SHEET
                                   (unaudited)

                                                               Three Months
                                                         Ended December 31, 2001
ASSETS
CURRENT ASSETS:
Cash and cash equivalents                                       $    0
OTHER ASSETS:
Organizational costs (net
of amortization)
TOTAL ASSETS                                                         0


LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
Notes payable
Accounts payable- related party                                 $  100
                                                               -------
         Total Liabilities                                      $  100

STOCKHOLDERS' EQUITY
Common stock, $.001 par value;
100,000,000 shares
authorized; 1,000,000 shares issued and
outstanding at December 31, 2001                                $1,000

Preferred stock, $.001 par value;
40,000,000 shares authorized; -0- shares
issued and outstanding at December 31, 2001

Stock Subscription Receivable                                     (900)
Additional Paid in Capital
Deficit accumulated
during the development stage                                      (200)
                                                               -------
Total stockholders' equity                                      $ (100)

TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY                                            $   0




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

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<PAGE>

                            MILL CREEK RESEARCH, INC.
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS
                                   (unaudited)

                                            Three                From
                                            Months               June 3, 1999
                                            Ended                (Inception)
                                            Dec 31, 2001         Dec 31, 2001

INCOME:
Revenue                                    $       0              $     0
TOTAL INCOME                               $       0              $     0

EXPENSES:
General, and Administrative                $       0              $    200
Amortization                               $
Total Expenses                             $       0              $    200
Net Profit/Loss(-) From Operations         $       0              $  ( 200)
Interest Income                            $       0
INCOME (LOSS) BEFORE INCOME TAXES          $                      $  ( 200)
Provision for income tax                   $       0
NET INCOME (LOSS)                          $                      $  ( 200)
NET INCOME (LOSS)
PER SHARE-BASIC AND DILUTED                $   (.001)             $  (.001)
AVERAGE NUMBER OF SHARES OF
COMMON STOCK OUTSTANDING                   1,000,000             1,000,000

The accompanying notes are an integral part of these financial statements


                                       3
<PAGE>

<TABLE>
<CAPTION>


                               MILL CREEK RESEARCH, INC.
                             (A Development Stage Company)
                      Statement of Stockholders' Equity (Deficit)


                                                                             Deficit
                                                                             Accumulated
                                Common Stock        Additional               During the
                          ----------------------    Paid-in    Subscription  Development
                           Shares        Amount     Capital    Receivable    Stage
                         ----------   ---------    ---------   ------------ -----------
<S>                      <C>          <C>          <C>         <C>          <C>
Balance, June 3, 1999
 (Inception)              1,000,000   $   1,000   $      --     $     (900) $      --

Net loss for the period
from inception on
June 3, 1999 through
June 30, 1999             1,000,000        --            --      $    (900)       (200)
                         ----------   ---------    ---------     ---------  -----------


Net loss for the period
 July 1, 1999 through
 June 30, 2000                 --          --           --           --             0
                         ----------   ---------    ---------     ---------  -----------


Balance
 June 30, 2000            1,000,000   $   1,000    $    --      $    (900)   $   (200)
                         ==========   =========    =========    =========   ===========

Net loss for the period
 July 1, 2000 through
 June 30, 2001                 --          --           --          --               0
                         ----------   ---------    ---------     ---------  -----------


Balance
 June 30, 2001            1,000,000   $   1,000    $    --      $     (900) $     (200)
                         ==========   =========    =========    ==========  ===========

Net loss for the period
 July 1, 2001 through
 Dec 31, 2001                   --         --           --          --               0
                         ----------   ---------    ---------     ---------  -----------


Balance
 Dec 31, 2001             1,000,000   $   1,000    $     --     $    (900)  $     (200)
                         ==========   =========    =========    ==========  ===========



The accompanying notes are an integral part of these financial statements.
</TABLE>
<TABLE>
<CAPTION>

                                      MILL CREEK RESEARCH, INC.
                                    (A Development Stage Company)
                                       STATEMENT OF CASH FLOWS
                                             (unaudited)

                                                        Three          Six             Period from
                                                        Months         Months            Inception
                                                        Ended          Ended          (6/3/99) thru
                                                        Dec 31, 2001   Dec 31, 2001    Dec 31, 2001
<S>                                                     <C>            <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss)                                        $   0          $     0           $   (200)
Changes in Operating Assets & Liabilities:
   Common Stock issued for stock receivable                                                    900
   Decrease (increase) in subscription receivable                                             (900)
   Increase (decrease) in accounts payable               $   0          $     0            $   100
   Net Cash (Used) by Operating Activities               $   0          $     0            $  (100)


CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of organizational costs
Corp. Promissory Note                                                    $    0

CASH FLOWS FROM FINANCING ACTIVITIES

Issuance of common stock for cash                                             0            $ 100

Net Increase in Cash                                     $   0           $    0            $   0

Cash, Beginning of Period                                $   0           $    0            $   0

Cash, End of Period                                      $   0           $    0            $   0



The accompanying notes are an integral part of these financial statements.
</TABLE>


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<PAGE>

                            MILL CREEK RESEARCH, INC.
                          (A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS
December 31, 2001

1.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The information including in the condensed financial statements is unaudited,
but includes all adjustments (consisting of normal recurring items) which are,
in the opinion of management, necessary for a fair representation of the interim
period presented.

Development stage company

The Company is a new enterprise in the development stage as defined by Statement
No. 7 of the Financial Accounting Standards Board and has not engaged in any
business other than organizational efforts. It has no full-time employees and
owns no real property. The Company intends to seek to acquire one or more
existing businesses which have existing management, through merger or
acquisition, that may have potential for profit, and to that end, intends to
acquire properties or businesses, or a controlling interest therein. Management
of the Company will have virtually unlimited discretion in determining the
business activities in which the Company might engage.

Accounting Method
The Company records income and expenses on the accrual method.

Fiscal Year
The Company has selected a June 30 fiscal year end.

Loss Per Share
Loss per share was computed using the weighted number of shares outstanding
during the period.

Organization Costs
Organizational costs are stated at cost and have been expensed as incurred.

Statement of Cash Flows
For purposes of the statement of cash flows, the Company considers all highly
liquid debt instruments purchased with an original maturity of three months or
less to be cash equivalents.


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<PAGE>

Use of Estimates
The preparation of the Company's financial statements in conformity with
generally accepted accounting principles requires the Company's management to
make estimates and assumptions that effect the amounts reported in these
financial statements and accompanying notes. Actual results could differ from
those estimates.

Stock Basis
Shares of common stock issued for other than cash have been assigned amounts
equivalent to the fair value of the service or assets received in exchange.

2.   STOCKHOLDERS' EQUITY

The authorized common stock of the Company consists of 100,000,000 shares with a
par value of $0.001 per share. As of December 31, 2001 the Company had 1,000,000
shares outstanding.

Preferred Stock.

The authorized Preferred Stock of the Company consists of 40,000,000 shares with
a par value of $0.001 per share. No preferred shares have been issued.

3.  INCOME TAXES

There is no provision for income taxes for the period from June 3, 1999
(inception) to December 31, 2001 due to the zero net income and the net
operating loss carryforward.

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

Liquidity and Capital Resources.

The Company remains in the development stage, and since inception, has
experienced no significant change in liquidity or capital resources or
stockholders' equity.

The Company will carry out its plan of business to seek out and take advantage
of business opportunities that may have potential for profit, and acquire such
businesses, or a controlling interest therein. The Company cannot predict to
what extent its liquidity and capital resources will be diminished prior to the
consummation of a business combination or whether its capital will be further
depleted by the operating losses (if any) of the business entity which the
Company may eventually acquire.

Results of Operations.

During the period from June 3, 1999 (inception) through December 31, 2001, the
Company has engaged in no significant operations other than the acquisition of
capital and registering its securities under the Securities and Exchange Act of
1934, as amended. No revenues were received by the Company during this period.
The Company has experienced a net loss of $200 since inception. The Company
borrowed $200 from its principal shareholder in order to pay its general and
administrative expenses.


                                       6
<PAGE>

The Company anticipates that until a business combination is completed with an
acquisition candidate, it will not generate revenues, and may continue to
operate at a loss after completing a business combination, depending upon the
performance of the acquired business.

Irrespective of whether the Company's cash assets prove to be inadequate to meet
the Company's operational needs, the Company might seek to compensate providers
of services by issuance of stock in lieu of cash.

Need for Additional Financing.

The Company believes that its existing capital will be sufficient to meet the
Company's cash needs, including the costs of compliance with the continuing
reporting requirements of the Securities Exchange Act of 1934, as amended, for
approximately three months. Thereafter, the company will require additional
working capital unless it has completed a business combination. Thus, there is
no assurance that the available funds will ultimately prove to be adequate for
the Company's operations. Although no commitments to provide funds have been
made by management or other stockholders, it is anticipated that the Company
would seek loans or additional capital contributions from its existing principal
shareholders in the event it requires additional working capital. However, there
can be no assurance that other funds will be available to cover the Company's
expenses.

PART II

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

     (a)  There have been no reports on Form 8-K for the quarter ending December
          31, 2001.

Signatures

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

                                  MILL CREEK RESEARCH, INC.
                                  (Registrant)

Date: January 28, 2002            /s/ Rita Thomas
                                  ----------------------
                                  Rita Thomas, President




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