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

                           FORM 10-QSB/A
                           AMENDMENT NO. 1

                           (Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934 FOR THE PERIOD ENDED March 31,
2001
                               OR
[   ] 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 333-40954

                      KINSHIP SYSTEMS, INC.
     (Exact name of registrant as specified in its charter)

                    Utah                              87-0648148
     (State or other jurisdiction of              (I.R.S. Employer
      incorporation or organization)             Identification No.)



                      22 East 100 South, Suite 400
                       Salt Lake City, Utah 84111
                 (Address of principal executive officers)
                           (801) 521-8636
            (Registrant's telephone number, including area code)

                         Not Applicable
 (Former name, former address and former fiscal year, if changed
                       since last report)

        APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
           PROCEEDINGS DURING THE PRECEDING FIVE YEARS

                APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.

Common Stock: 1,372,750 shares issued as of April 31, 2001, No
Par Value. Authorized - 50,000,000 common voting shares.  The
company has only one class of shares.
INDEX

                              1

                      Kinship Systems, Inc.
                For Quarter Ending March 31, 2001

Part I.  Financial Information

     Item 1.   Financial Statements

               Balance Sheets - March 31, 2001 (Unaudited) and
               December 31, 2000.

               Statements of Operations (Unaudited) - For the
               three months ended March 31, 2001 and 2000, and
               for the period from February 1, 2000 (Date of Inception)
               through March 31, 2001.

               Statements of Cash Flows (Unaudited) - For the
               three months ended March 31, 2001 and 2000, and for the period
               February 1, 2000 (Date of Inception) through March 31, 2001.

               Notes to Financial Statements (Unaudited) - March 31, 2001

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

Part II.  Other Information

     Item      1.   Legal Proceedings

     Item      2.   Changes in Securities and Use of Proceeds

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

     Item      5.   Other Matters

     Item 6.   Exhibits and Reports on Form 8-K

Signatures
                              2



                 Part I - Financial Information

Item I.  Financial Statements

                      KINSHIP SYSTEMS, INC.
                (A Development Stage Enterprise)


                  INDEX TO FINANCIAL STATEMENTS


                                                         Page

Financial Statements:

     Balance Sheets - March 31, 2001 (Unaudited)
     and December 31, 2000                                  1

      Statements of Operations (Unaudited) for the
      Three Months Ended March 31, 2001 and 2000,
      and for the Period from February 1, 2000
     (Date of Inception) through March 31, 2001             2

      Statements  of Cash Flows (Unaudited) for
      the Three Months Ended March 31, 2001 and
      2000, and for the Period from February 1,
      2000 (Date of Inception) through March 31, 2001       3

Notes to Financial Statements (Unaudited)                   4

/PAGE/


                         KINSHIP SYSTEMS, INC.
                   (A Development Stage Enterprises)
                            BALANCE SHEETS


                                            March 31,  December 31,
                                               2001        2000
                                            Unaudited)
                            ASSETS          ----------  -----------

Current Assets
  Cash                                      $    7,148  $    10,955
                                            ----------  -----------
     Total Current Assets                        7,148       10,955
                                            ----------  -----------
Deferred Offering Costs                         26,560       24,907
                                            ----------  -----------
Total Assets                                $   33,708  $    35,862
                                            ==========  ===========

                 LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
  Accounts payable                          $   18,687  $   17,986
                                            ----------  ----------

     Total Current Liabilities                  18,687      17,986
                                            ----------  ----------
Stockholders' Equity
  Common stock - no par value;
    50,000,000 shares authorized;
    1,270,000 shares issued and
    outstanding                                 25,813      25,813
  Deficit accumulated during the
  development stage                            (10,792)     (7,937)
                                            ----------  ----------

     Total Stockholders' Equity                 15,021      17,876
                                            ----------  ----------
Total Liabilities and Stockholders' Equity  $   33,708  $   35,862
                                            ==========  ==========

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

                              1

                         KINSHIP SYSTEMS, INC.
                   (A Development Stage Enterprise)
                       STATEMENTS OF OPERATIONS
                            (UNAUDITED)

                                                                          From
                                                                   February 1,
                                                                          2000
                                                                      (Date of
                                        For the Three Monts Ended   Inception)
                                                March 31,              through
                                        -------------------------    March 31,
                                              2001           2000         2001
                                        ----------     ----------   ----------
Revenue                                 $        -     $        -   $        -

General and administrative expenses           2,855           813       10,792
                                        -----------    ----------   ----------

Net Loss                                $     2,855    $      813   $  (10,792)
                                        ===========    ==========   ==========
Basic and Diluted Loss Per Share        $         -    $        -   $    (0.01)
                                        ===========    ==========   ==========

Weighted Average Number of Shares
  Outstanding                            1,270,000      1,270,000    1,270,000

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

                              2


                        KINSHIP SYSTEMS, INC.
                  (A Development Stage Enterprise)
                      STATEMENTS OF CASH FLOWS
                             (UNAUDITED)
                                                                           From
                                                                    February 1,
                                                                           2000
                                                      For The         (Date of
                                                 Three Months Ended  Inception)
                                                      March 31,        through
                                                  -----------------   March 31,
                                                     2001      2000       2001
                                                  -------   -------   --------
Cash Flows from Operating Activities
  Net loss                                        $(2,855)  $  (813)  $(10,792)
  Adjustments to reconcile net loss to net cash
  used by operating activities:
     Accounts payable                                (310)        -        528
     Stock issued for services                          -       813        813
                                                  -------   -------   --------

     Net Cash Used by Operating Activities         (3,165)        -     (9,451)
                                                  -------   -------   --------
     Net Cash From Investing Activities                 -         -          -
                                                  -------   -------   --------
Cash Flows From Financing Activities
  Deferred offering costs                            (642)        -     (8,401)
  Proceeds from issuance of common stock                -    25,000     25,000
                                                  -------   -------   --------

     Net Cash Provided (Used) by Financing
       Activities                                    (642)   25,000     16,599
                                                  -------   -------   --------

Net Increase (Decrease) in Cash and
   Cash Equivalents                                (3,807)   25,000      7,148

Cash and Cash Equivalents at Beginning
  of Period                                        10,955         -          -
                                                  -------   -------   --------
Cash and Cash Equivalents at End
  of Period                                       $ 7,148   $25,000   $  7,148
                                                  =======   =======   ========
Non-Cash Financing and Investing Information
  Accrual of Deferred Offering Costs              $ 1,011   $     -   $ 18,159
                                                  =======   =======   ========

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

                              3

NOTE 1 -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Interim    Financial   Statements-The   accompanying    financial
statements  are  unaudited.  In the opinion  of  management,  all
necessary   adjustments  (which  include  only  normal  recurring
adjustments)  have  been  made to present  fairly  the  financial
position,  results of operations and cash flows for  the  periods
presented. Certain information and disclosures normally  included
in  financial  statements prepared in accordance  with  generally
accepted accounting principles have been condensed or omitted. It
is   suggested   that  these  condensed  consolidated   financial
statements  be  read in conjunction with the Company's  financial
statements  and notes thereto included in the Form  10-KSB  dated
December 31, 2000. The results of operations for the three  month
period ended March 31, 2001 are not necessarily indicative of the
operating results to be expected for the full year.

Basis  of  Presentation - The accompanying  financial  statements
have  been  prepared on a going concern basis, which contemplates
the realization of assets and the satisfaction of liabilities  in
the  normal  course  of business. During the three  months  ended
March  31,  2001  and 2000, the Company incurred  net  losses  of
$2,855  and  $813,  respectively.  As  of  March  31,  2001,  the
accumulated   deficit  from  inception  totaled  $10,792.   These
factors, among others, indicate that the Company may be unable to
continue   as   a  going  concern.  The  accompanying   financial
statements  do  not  include  any  adjustments  relating  to  the
carrying  amount  and classification of recorded  assets  or  the
amount  and classification of liabilities that might be necessary
should the Company be unable to continue as a going concern.  The
Company  has  plans to complete a SB-1 Registration Statement  to
raise additional capital. The Company's ability to continue as  a
going   concern  is  dependent  upon  its  ability  to   generate
sufficient cash flows to meet its obligations on a timely  basis,
to   obtain   additional  financing  and  ultimately  to   attain
successful operations.

NOTE 2 - COMMITMENTS AND CONTINGENCIES

The  Company has entered into an agreement with the president  to
provide a $1,000 stipend per month that will not accrue until the
Company has revenues or until after six months.  After that time,
the anticipated salaries for the three full time officers will be
determined  by  the  Board of Directors.  For services  performed
previous to the Company receiving revenues or the six month  time
period, the officers received common stock as compensation.

NOTE 3 - SUBSEQUENT EVENTS

On April 30, 2001, the Company closed its initial public offering
and issued 102,750 common shares upon receiving cash proceeds  of
$102,750.  Accrued  deferred offering costs   in  the  amount  of
$18,687 were recognized as a reduction from the proceeds  of  the
offering.


                              4

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

Results of Operations
---------------------

                              3
Kinship was incorporated in Utah on February 1, 2000 and has been
involved exclusively to this point in start-up operations
including incorporation, initial organization and an initial
public offering ("IPO") of its shares closed as of April 30, 2001
by which it raised gross proceeds of $102,750 by selling 102,750
of its common voting shares at $1.00/share to 28 investors, most
of whom reside in Utah.   The use of proceeds from the IPO are
more particularly described under Part II, Item 2 of this Report.

The accumulated deficit for Kinship during the development stage
resulting from general and administrative costs were $7,937 as of
December 31, 2000 and $10,792 as of March 31, 2001.  Net losses
from inception (2/1/2000) to March 3l, 2001 were $10,792.

As noted in Kinships's earlier IPO filing and 10-KSB report, it
intends to engage in the near future in the attempted marketing
and distribution of its unique proprietary accident
reconstruction software and will employ the net proceeds of its
IPO generally as outlined and previously disclosed in its IPO
filing.

Kinship would anticipate that it may have actual revenues to
report as early as the next quarterly filing, though no warranty
or assurance of this projection can be made.  In all events, the
next periodic filing will contain a continuing review and
explanation of the use of proceeds of the IPO.

Liquidity and Sources of Capital
--------------------------------
As noted above, Kinship has not engaged in business operations to
date.  It is holding in its subscription account $102,750 of
gross proceeds of its recently completed IPO.  As to these funds
the company has accrued obligations for offering related costs to
the accountants, legal counsel as well as miscellaneous printing
and filing costs of approximately $18,687 leaving estimated net
operating proceeds to be employed in future business operations
of approximately $84,063.  Its accrued accumulated deficit to
date is $10,792 with stockholders equity of $l5,021.

Kinship is fully dependent on implementing its original business
plan of marketing and distributing its unique proprietary
software from the limited net proceeds of its recently completed
IPO.  The company believes that it has the minimal capital to
implement its operations and business plan as generally outlined
in its prior IPO and 10-KSB filing.  However, no assurance or
warranty that the company will be successful in its marketing
efforts can be made or is implied.  Further, if Kinship is not
successful in reaching a state of profitability from the use of
the net offering proceeds, there is no presently committed or
determined alternative source or means of financing.

It is possible that Kinship could seek subsequent private
placement financing funds or other means to continue its business
operations, though no assurance or warranty that funds will be
available or that even the company would deem it as feasible or
appropriate to seek such alternative financing can be made if the
initial IPO proceeds are not sufficient to sustain continuing
operations.

                              4

Forward-Looking Information
---------------------------
Certain statements in this Section and elsewhere in this report
are forward-looking in nature and relate to trends and events
that may affect the Company's future financial position and
operating results.  Such statements are made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act
of 1995.  The terms "expect,""anticipate,""intend," and "project"
and similar words or expressions are intended to identify forward-
looking statements.  These statements speak only as of the date
of this report.  The statements are based on current
expectations, are inherently uncertain, are subject to risks, and
should be viewed with caution.  Actual results and experience may
differ materially from the forward-looking statements as a result
of many factors, including changes in economic conditions in the
markets served by the company, increasing competition,
fluctuations in raw materials and energy prices, and other
unanticipated events and conditions.  It is not possible to
foresee or identify all such factors.  The company makes no
commitment to update any forward-looking statement or to disclose
any facts, events, or circumstances after the date hereof that
may affect the accuracy of any forward-looking statement.

                              5
                   Part II - Other Information

Item 1.  Legal Proceedings

Kinship is not presently engaged in any legal proceedings, nor
does it know of any claims for or against the company by any
party.

Item 2.  Changes in Securities and Use of Proceeds

The company has not had any change in its securities since its
last report filing on Form 10-K.

In accordance with SEC Rule 463 the company reports the use of
proceeds to date from its initial public offering "IPO" completed
on April 30, 2001:

     1.        Gross proceeds sold - $102,750

     2.        Accrued offering related costs including printing,
               accounting, legal and related filing fees - $18,687

     3.        Net proceeds for future operations: $84,063

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

During the present quarter there has been no matter submitted to
security holders for a vote.  Kinship presently anticipates
holding its first annual shareholders meeting at a date to be
designated in the fourth quarter of 2001 for the election of
directors and other routine matters, but has not presently set a
definitive date for such meeting.  Shareholders will be
independently advised of any such formal annual meeting date.

Item 5.  Other Matters

To the date of this filing, Kinship has not established a current
trading market for its shares.  It is continuing to work for a
listing on the Electronic Bulletin Board, but can give no
warranty or assurance of this result.

Item 6.  Exhibits and Reports on Form 8-K

None

                              6


                              SIGNATURES

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

                              REGISTRANT:   KINSHIP SYSTEMS, INC.


                             By: /s/ Mr. Terry Derru
                                 ------------------------
                                 Mr. Terry Derru
                                 President



                             By: /s/ Mr. Andrew Limpert
                                 ----------------------
                                 Mr. Andrew Limpert
                                 Chief Financial and Accounting
                                 Officer



Dated: May 10, 2001

                                   7