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
                                 March 31, 2002

        ....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.)

               481 N. Sernado St., Orange, California     92869
              (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 March 31,  2002 the  following
shares of common were  outstanding:  Common  Stock,  $.001 par value,  1,000,000
shares.

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


<PAGE>

PART 1 - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS AND EXHIBITS

(a)  The unaudited financial  statements of registrant as of and for the quarter
     ending March 31,  2002,  and for the period from  inception  (June 3, 1999)
     through  March 31,  2002,  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 March 31, 2002






Index to Financial Statements                       Page

Balance Sheet                                        2
Statement of Operations                              3
Statement of Stockholders' Equity                    4
Statements of Cash Flows                             5
Notes to Financial Statements                        6-8


<PAGE>



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

                                                         Three Months Ended
                                                         March 31, 2002
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 March 31, 2002                                 $ 1,000

Preferred stock, $.001 par value;
40,000,000 shares authorized;
-0- shares issued and outstanding
at March 31, 2002

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.




                                       2
<PAGE>
<TABLE>
<CAPTION>

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

                                            Three               Six             Nine              From
                                            Months             Months          Months          June 3,1999
                                            Ended               Ended           Ended          (Inception)
                                          Mar 31, 2002       Mar 31,2002     Mar 31, 2002      Mar 31, 2002
<S>                                       <C>                <C>             <C>               <C>
INCOME:
Revenue                                    $       0          $       0         $       0          $     0
TOTAL INCOME                               $       0          $       0         $       0          $     0

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




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



                                                     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
 Mar 31, 2002
                                 --            --             --            --                0
                            ---------     ---------     ----------     ---------      ---------

Balance
 Mar 31, 2002               1,000,000     $   1,000     $     --       $    (900)     $    (200)
                            =========     =========     ==========     =========      =========
</TABLE>


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

                                               4
<PAGE>
<TABLE>
<CAPTION>

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

                                                        Three           Six            Nine         Period from
                                                        Months         Months         Months         Inception
                                                        Ended          Ended          Ended        (6/3/99) thru
                                                    Mar 31, 2002    Mar 31, 2002    Mar 31,2002      3/31/2002
<S>                                                 <C>             <C>             <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss)                                     $        0     $        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     $        0      $      100
                                                      $        0     $        0     $        0      $     (100)
Net Cash (Used) by Operating Activities
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      $        0

Cash, Beginning of Period                             $        0     $        0     $        0      $        0

Cash, End of Period                                   $        0     $        0     $        0      $        0

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

</TABLE>


                                                       5
<PAGE>

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

NOTES TO FINANCIAL STATEMENTS
March 31, 2002

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.

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.



                                       6
<PAGE>

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 March 31, 2002 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 March 31, 2002 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 March 31, 2002, 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.

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.


                                       7
<PAGE>

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 March
31, 2002.

Signatures:

                            CERTIFICATION PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Mill Creek Research, Inc. (the
"Registrant") on Form 10-QSB for the quarterly period ending March 31, 2002 as
filed with the Securities and Exchange Commission on the date hereof (the
"Report"), I, Rita Thomas, Chairman of the Board of Directors, President, and
Chief Executive Officer of the Registrant, certify, pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002, that:

     1.   I  have  reviewed  this  quarterly   report  on  Form  10-QSB  of  the
          Registrant;
     2.   Based on my  knowledge,  this  quarterly  report  does not contain any
          untrue  statement of a material  fact or omit to state a material fact
          necessary to make the statements  made, in light of the  circumstances
          under which such  statements were made, not misleading with respect to
          the period covered by this quarterly report;
     3.   Based on my knowledge,  the financial statements,  and other financial
          information  included in this quarterly report,  fairly present in all
          material respects the financial  condition,  results of operations and
          cash flows of the Registrant as of, and for, the periods  presented in
          this quarterly report;
     4.   I am responsible for establishing and maintaining  disclosure controls
          and  procedures  (as defined in Exchange  Act Rules 13a-14 and 15d-14)
          for the Registrant and I have:

                                       8
<PAGE>

               a) designed  such  disclosure  controls and  procedures to ensure
          that material  information  relating to the Registrant,  including its
          consolidated subsidiaries,  is made known to me by others within those
          entities,  particularly  during  the  period in which  this  quarterly
          report is being prepared;
               b) evaluated the  effectiveness  of the  Registrant's  disclosure
          controls  and  procedures  as of a date  within  90 days  prior to the
          filing date of this quarterly report (the Evaluation Date); and
               c) presented in this quarterly  report our conclusions  about the
          effectiveness  of the disclosure  controls and procedures based on our
          evaluation as of the Evaluation Date;
     5.   I  have  disclosed,  based  on  my  most  recent  evaluation,  to  the
          Registrant's auditors and the audit committee of Registrant's board of
          directors (or persons performing the equivalent function):
               a) all  significant  deficiencies  in the design or  operation of
          internal  controls  which  could  adversely  affect  the  Registrant's
          ability to record,  process,  summarize and report  financial data and
          have identified for the Registrant's  auditors any material weaknesses
          in internal controls; and
               b) any fraud,  whether or not material,  that involves management
          or other  employees  who have a significant  role in the  Registrant's
          internal controls; and
     6.   I have  indicated in this  quarterly  report whether or not there were
          significant  changes in  internal  controls or in other  factors  that
          could significantly affect internal controls subsequent to the date of
          our most recent  evaluation,  including  any  corrective  actions with
          regard to significant deficiencies and material weaknesses.

         February 20, 2003                  Rita Thomas
                                            --------------------
                                            Rita Thomas, Chief Executive Officer


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: February 20, 2003             /s/ Rita Thomas
                                    ---------------
                                    Rita Thomas, President



                                       9