UNITED
STATES
SECURITIES AND EXCHANGE COMMISSIONWashington, DC 20549 FORM
10-QSB x
  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF
  THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended
March 31, 2001
Commission File No. 017833GREENLANDCORPORATION(EXACT NAME OF
SMALL BUSINESS ISSUER AS
SPECIFIED IN ITS CHARTER) Nevada
  87-0439051(State
  or other jurisdiction of incorporation or
  organization)
  (I.R.S.
  Employer Identification Number)1935 Avenida Del Oro, Suite D
  Oceanside, CA 92056(Address of principal
  executive offices)(760) 414-9941(Issuers telephone
  number)
 Indicate by check mark whether the issuer
(1) has filed all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days. x
  YES
  o
  NOAPPLICABLE ONLY TO CORPORATE ISSUER
 State the number of shares outstanding of
each of the issuers classes of common equity, as of the latest practicable
date. Class
  A Common Stock$0.001
  par value
  83,716,326
  Shares Outstandingas of
  May 04, 2001Transitional  Small Business Disclosure Format(Check
  One)YesoNox


Greenland CorporationReport on
Form 10-QSBQuarter
Ended March 31, 2001Table of
Contents  Part
  I.
  Financial
  InformationItem
  1.
  Financial
  Statements (unaudited)Condensed
  consolidated balance sheets as of March 31, 2001 and December 31, 2000Condensed
  consolidated statements of operations for the three months ended March 31,
  2001 and 2000Condensed
  consolidated statements of changes in stockholders equity for the three
  months ended March 31, 2001, and the year ended December 31, 2000Condensed
  consolidated statements of cash flows for the three months ended March 31,
  2001 and 2000Notes
  to condensed consolidated financial statementsItem
  2.
  Managements
  discussion and analysis of financial condition and results of operationsPart
  II.
  Other InformationSignatures  GREENLAND CORPORATION AND
SUBSIDIARYCondensed Consolidated Balance Sheets(Unaudited)

ASSETS

Thousands of dollars, except share amounts
  March 31,
  2001
  December 31,
  2000Current
  Assets:Cash
  $10
  $75Accounts receivable (less allowance for
  uncollectible accounts of $127 thousand in 2001 and $27 thousand in 2000)
  16
  23Inventories
  293
  319Prepaid officers compensation
  94
  -0-Other current assets
  15
  17Notes receivable
  -0-
  -0-Total current assets
  428
  434Property and
  equipment, net
  812
  886Long term notes
  receivable (less allowance for uncollectible accounts of $1.9 million in 2001
  and 2000)
  -0-
  -0-Investments
  101
  247Intangibles, net
  2,884
  3,009Other assets
  25
  30Total assets
  $4,250
  $4,606LIABILITIES
  AND STOCKHOLDERS EQUITYCurrent Liabilities:Notes payable
  $463
  $463Trade accounts payable
  669
  662Accrued expenses
  377
  279Current portion of capital leases
  121
  119Notes payable to related parties
  36
  50Total current liabilities
  1,666
  1,573Long term liabilities:Long term portion of capital leases
  286
  300Total Liabilities
  1,952
  1,873Stockholders Equity:Common stock, $.001
  par value; and 180,000,000 shares authorized, 77,703,817 in 2001 and
  (69,962,830 in 2000) issued and outstanding
  78
  70Additional paid-in capital
  (25,822)
  24,399Subscribed shares and (receivable)
  (85)
  (133)Accumulated other comprehensive income
  (282)
  (315)Retained deficit
  (23,235)
  (21,288)Total stockholders equity
  2,298
  2,733Total liabilities and stockholders
  equity
  $4,250
  $4,606See accompanying notes to condensed consolidated financial
  statementsGREENLAND CORPORATION AND
SUBSIDIARYCondensed Consolidated Statements of Operations and Other Comprehensive
Income(Unaudited)

Thousands except per share amounts
  Three Months EndedMarch 31,
  2001
  March 31,
  2000Net sales
  $89
  $79Cost of goods sold
  436
  635Gross loss
  (347)
  (556)General and
  administrative expenses
  1,035
  799Research and
  development costs
  67
  220Repurchase
  of distributor agreement
  -0-
  320Total operating costs
  1,102
  1,339Operating loss
  (1,449)
  (1,895)Other income
  (expense):Loss on sale of investments
  (114)
  (43)Termination of lease cost
  (212)
  -0-Warrant costs  equity investor
  (138)
  -0-Interest expense
  (16)
  (15)Other income (expense)
  (16)
  1Total other income(expense)
  (496)
  (57)Loss before income taxes
  (1,945)
  (1,952)Income tax expense
  2
  3Net loss
  (1,947)
  (1,955)Other comprehensive
  income, net of tax:Unrealized loss on investments
  (67)
  -0-Plus: reclassification adjustment for
  losses included in net income
  100
  -0-Other comprehensive income
  33
  -0-Comprehensive loss
  $(1,914)
  $(1,955)Net
  loss per share:Basic loss per share
  $(.03)
  $(.04)Diluted loss per share
  $(.03)
  $(.04)Weighted
  average shares outstandingBasic
  70,604
  44,441Diluted
  70,604
  44,441See accompanying notes to condensed consolidated financial
  statements

GREENLAND CORPORATION AND
SUBSIDIARYCondensed Consolidated Statements of Stockholders Equity(Unaudited)



Thousands of shares/dollars
  
  Additional
  Paid-in
  Capital
  SubscribedShares
  Unissued &Receivable
  Accumulated
  Other
  Comprehensive
  Income
  Retained
  Deficit
  TotalCommon StockShares
  AmountBalance
  at December 31, 1999
  35,298
  35
  16,882
  175
  -0-
  (13,707)
  3,385Shares
  issued to retire debt andTo purchase assets
  2,245
  2
  1,055
  
  
  
  1,057Sale
  of common stock
  11,508
  12
  2,146
  
  
  
  2,158Shares
  issued for services
  14,746
  15
  2,614
  
  
  
  2,629Subscribed
  shares issued
  930
  1
  174
  (175)
  
  
  -0-Warrants
  to purchase shares
  
  
  265
  
  
  
  265Exercised
  warrants and options
  5,236
  5
  653
  (133)
  
  
  525Options
  issued for services
  
  
  610
  
  
  
  610Unrealized
  loss on investments
  
  
  
  
  (315)
  
  (315)Net
  loss
  
  
  
  
  
  (7,581)
  (7,581)Balance
  at December 31, 2000
  69,963
  $70
  $24,399
  $(133)
  $(315)
  $(21,288)
  $2,733Shares
  issued to retire debt
  1,369
  1
  87
  
  
  
  88Shares
  issued for services
  6,020
  6
  1,087
  
  
  
  1,093Exercised
  warrants and options
  352
  1
  19
  48
  
  
  68Warrants
  issued to equity investor
  
  
  138
  
  
  
  138Options
  issued for services
  
  
  92
  
  
  
  92Unrealized
  gain on investments, net of reclassification adjustment
  
  
  
  
  33
  
  33Net
  loss
  
  
  
  
  
  (1,947)
  (1,947)Balance
  at March 31, 2001
  77,704
  $78
  $25,822
  $(85)
  $(282)
  $(23,235)
  $2,298See accompanying notes to condensed
  consolidated financial statements

GREENLAND CORPORATION AND
SUBSIDIARYCondensed Consolidated Statements of Cash Flows(Unaudited)

Three Months EndedMarch 31,
  2001
  March 31,
  2000Cash flows from
  operating activities:Net loss
  $(1,947)
  $(1,955)Adjustments to reconcile net loss to net
  cash used in operating activities:Depreciation and amortization
  199
  127Allowance for uncollectible accounts
  100
  28Repurchase of distributor agreement
  -0-
  320Options and warrants issued for
  services
  92
  -0-Warrant costs - equity investor
  138
  -0-Realized loss on the sale and disposal
  of investments
  114
  42Stock issued for services
  1,093
  493(Increase) decrease in Accounts receivable
  (93)
  (60)(Increase) decrease in Inventories
  26
  17(Increase) decrease in Other
  (87)
  (44)Increase (decrease) in Trade accounts
  payable
  7
  (132)Increase (decrease) in Accrued expenses
  98
  117Net cash used in operating
  activities
  (260)
  (1,047)Cash flows from
  investing activities:Purchase of equipment
  -0-
  (107)Proceeds from sale of investments
  65
  -0-Investment in notes receivable
  -0-
  (200)Net cash provided by (used in)
  investing activities
  65
  (307)Cash flows from
  financing activities:Proceeds from sale of stock
  -0-
  2,170Proceeds from notes payable to related
  parties
  74
  -0-Proceeds from the exercise of warrants and
  options
  68
  -0-Principal payments on capital leases
  (12)
  -0-Proceeds from sale of stock warrants
  -0-
  8Net cash provided by financing
  activities
  130
  2,178Increase (decrease) in cash
  (65)
  824Cash at beginning of period
  75
  236Cash at end of period
  $10
  $1,060Supplemental
  information:Cash paid for interest
  $12
  $15Cash paid for income taxes
  $-0-
  $3See
  accompanying notes to condensed consolidated financial statements

Supplemental disclosure of non-cash
investing and financing activities:

For
the quarter ended March 31, 2001:

The Company paid for
services in the amount of $1.1 million by issuing shares of its common stock.
The Company repaid notes payable to related parties of $88 thousand through the
issuance of stock.
The Company issued non-qualified options and warrants to employees and
directors to purchase 5.9 million shares with a weighted average strike price
of $.12 and recorded a $92 thousand expense.The company issued 5.4
million warrants to an equity investor and recorded an $138 thousand other
expense.For
the quarter ended March 31, 2000:

The Company acquired
assets in the amount of $430 thousand by issuing stock.
The Company repaid debt and other accrued expenses of $145 thousand through the
issuance of stock in 2000
The Company acquired a receivable from its employees in the amount of $66
thousand for the repayment of the employee portion of withholding from
compensation paid in the form of Company stock.
The Company provided compensation advances to certain officers in the form of
common stock in the amount of $64 thousand.
The company paid for services accrued in 1999 by issuing shares of its common
stock in the amount of $158 thousand.
The Company acquired equipment and furniture in the amount of $157 thousand by
incurring capital leases.See accompanying notes to condensed consolidated financial
statements



GREENLAND CORPORATION AND
SUBSIDIARYNotes to Condensed Consolidated Financial Statements(Unaudited)

Note 1.              BASIS
OF PRESENTATION

General

The accompanying unaudited condensed
consolidated financial statements have been prepared in accordance with the
instructions to Form 10-QSB. Therefore, they do not include all information and
footnotes necessary for a complete presentation of financial position, results
of operations, cash flows, and stockholders' equity in conformity with
generally accepted accounting principles. The condensed consolidated balance
sheet at December 31, 2000 was derived from the audited balance sheet at that
date which is not presented herein. Except as disclosed herein, there has been
no material change in the information disclosed in the notes to the financial
statements included in the Company's annual report on Form 10-KSB for the year
ended December 31, 2000. In the opinion of Management, all adjustments
considered necessary for a fair presentation of the results of operations and
financial position have been included, and all such adjustments are of a normal
recurring nature. Operating results for the quarter ended March 31, 2001 are
not necessarily indicative of the results that can be expected for the year
ended December 31, 2001.

Note 2.              GOING
CONCERN UNCERTAINTY

As shown in the accompanying condensed
consolidated financial statements, the Company has suffered recurring losses
from operations, has a net working capital deficiency of approximately $1.2
million and a retained deficit of $23.2 million as of March 31, 2001. These
factors, among others, raise substantial doubt about the Companys ability to
continue as a going concern. The Companys need for working capital is a key
issue for management and necessary for the Company to meet its goals and
objectives. The Company continues to meet its obligations and pursue additional
capitalization opportunities. There is no assurance, however, that the Company
will be successful in meeting its goals and objectives in the future.

During 2000 and 1999, the Company fully
subscribed its private placement offering realizing $3.4 million in net
proceeds. In addition, the Company realized $378 thousand from the exercise of
Class A Warrants. Proceeds from the exercise of all warrants issued pursuant to
the private placement outstanding at March 31, 2001 could total $28 million.
However, the holders of such warrants are not under any obligation to exercise
them and there can be no assurance that the Company will receive any cash from
the exercise of warrants outstanding.

On March 28, 2001, the Company announced
that it had entered an agreement with a NASD approved Underwriter, referred to
in Company communications as an institutional private equity investor, under
which the Underwriter agreed to purchase shares of the Companys common stock
over the next three years. Generally, under the terms of the agreement, the
Underwriter has agreed to purchase such amounts of common stock as the Company
elects to sell the Underwriter.  The
purchase price for the shares is generally the lesser of (1) the market price
less $0.075 per share or (2) 93% of the market price. The agreement limits the
amount of common shares that the Underwriter is obligated to purchase during
any 61-day period to 9.9% of the total common shares outstanding and is subject
to an overall cap of $35 million over the three-year term of the agreement. The
Underwriters obligation to purchase shares terminates upon the occurrence of
various events as specified in the agreement. The actual amount of common stock
that the Underwriter may purchase is dependant on, among other things, (1) the
market price of the Companys stock and (2) whether a termination event occurs.
The agreement must be registered and declared effective by the Securities and
Exchange Commission. In consideration for executing the agreement, the
Underwriter will receive warrants to purchase 5,390,000 shares of Common stock.
The Company has recorded a $138 thousand expense for issuance of the
warrants.  There can be no assurance
that the Company will sell any stock to the Underwriter under the terms of the
agreement.

As discussed in Note 12, the Company is
in a dispute regarding the ownership of software technology paid for by
Greenland Corporation, which Seren Systems, Inc. has refused to deliver and/or
make available to the Company. As a result, Greenland Corporation has been
unable to fulfill its obligations with respect to certain purchase orders
and/or contracts.  The Company filed a
Demand for Arbitration with the American Arbitration Association against Seren
Systems, Inc. with respect to the above mentioned dispute. The Company remains
confident that once the true facts in this matter are fleshed out before an
arbitrator, Greenland Corporation will obtain the substantive determination
necessary to obtaining the return of its property.



Note 3.INVENTORIES

Inventories at March 31, 2001 were as
follows:

Raw materials
  $246Work-in-progress
  70Finished goods
  18334Less allowance for
  obsolescence
  (41)$293

Note 4.              PROPERTY AND
EQUIPMENT

Net property and equipment at March 31,
2001 was as follows:

Computers
  and equipment
  $225Furniture & equipment under capital leases
  449Demonstration
  equipment
  303Furniture
  and fixtures
  65Leasehold
  improvements
  181,060Accumulated
  depreciation
  248$812

Depreciation expense, including amortization of capital lease assets, for the
three months ended March 31, 2001 was $74 thousand (including $14 thousand on
furniture and equipment under capital leases).

Note 5.              LONG
TERM NOTES RECEIVABLE

During 1999, the Company exchanged 1.1
million convertible preferred shares in a public company for notes receivable
valued at $1.9 million with interest at 9%. 
The Company has substantial doubt about the collectibility of the notes
and established a 100% allowance at December 31, 1999.  The Company does not recognize interest
income on impaired notes.

Note 6.              INVESTMENTS

Investments at March 31, 2001 consisted
of the following:

Common
  stock
  $101

The common stock is carried at fair
value. Unrealized holding gains and losses are excluded from earnings and reported
in other comprehensive income. During the three months ended March 31, 2001,
the Company realized $114 thousand of losses from $65 thousand of proceeds from
sales of shares in the investment. Cost is determined based on specific
identification.

Note 7.              INTANGIBLE
ASSETS

Intangible assets at March 31, 2001
consisted of the following:

Capitalized software
  costs
  $963Licenses
  675Excess of purchase price over fair value of
  net assets acquired
  2,0793,717Less accumulated
  amortization
  833$2,884

During 1998, as part of the purchase of
the net assets of Check Central, Inc., the Company acquired licenses to use
certain software in the development of check cashing machines.  The Company is amortizing these licenses
over 5 years.  The excess of the
purchase price over the fair value of the identifiable net assets acquired was
capitalized and is being amortized over 12 years.

The Company amortizes capitalized
software costs over 5 years.  At
December 31, 2000, net intangible assets of the Company include $588 thousand
of software developed by Seren Systems, Inc. (see Note 12).

Note 8.              NOTES
PAYABLE TO RELATED PARTIES

Note payable to a
  stockholder and officer of the Company. 
  Interest at 8%.
  Principal due February 2001.
  12Note payable to a stockholder
  and officer of the Company.  Interest
  at 8%.
  Principal due February 2001.
  12Notes payable to a
  stockholder and employee of the Company. 
  Interest at 8%.
  Principal due March 2001.
  12$36

The Company
repaid notes payable to related parties of $88 thousand through the issuance of
stock.

Note 9.STOCKHOLDERS EQUITY

The Company paid for services in the
amount of $1.1 million by issuing 6.0 million shares of its common stock.
The Company repaid notes payable to related parties of $88 by issuing 1.4
million shares of its common stock.
The Company issued non-qualified options and warrants to employees and
directors to purchase 5.9 million shares with a weighted average strike price
of $.12 and recorded a $92 thousand compensation expense.

The Company issued 5.4 million warrants
to an equity investor and recorded an $138 thousand other expense.

Note 10.            SEGMENTS
AND MAJOR CUSTOMERS

The Company has two reportable segments
consisting of (1) the sale and distribution of automatic check cashing machines
and (2) customer service and fee income earned through check cashing
transaction processing.  The accounting
policies of the segments are the same as those described in the summary of
significant accounting policies.  The
Company evaluates performance based on sales, gross profit margins and
operating profit before income taxes.

The following is information for the
Companys reportable segments for the three months ended March 31, 2001:

Sales
  Segment
  Processing
  Segment
  Unallocated
  TotalRevenue
  $72
  $17
  $-0-
  $89Gross
  margin
  (90)
  (257)
  -0-
  (347)Depreciation
  and amortization
  4
  100
  95
  199Interest
  expense
  
  
  16
  16Other,
  net
  
  
  (1,584)
  (1,584)Loss
  from continuing operations before income taxes
  (90)
  (257)
  (1,598)
  (1,945)Identifiable assets
  $-0-
  $1,267
  $2,983
  $4,250Capital expenditures
  -0-
  -0-
  -0-
  -0-

The above negative gross margins include
fixed overhead costs for expenses such as supervision, labor, amortization and
depreciation, communications, and facilities, as well as the direct costs to
manufacture and service the automated banking machines.

Note 11.            REPURCHASE
OF DISTRIBUTOR AGREEMENT

In March 2000, the Company repurchased
the exclusive distribution rights to the Master Distribution Agreement with
SmartCash ATM, Ltd. (SmartCash). In consideration, the Company agreed to loan
SmartCash $200 thousand collateralized by 333 thousand shares of Greenland
Corporation common stock, release certain restrictions on Company common stock
held by SmartCash, issue warrants to purchase 500 thousand shares of Company
common stock, and continue to pay commissions on sales of machines sold by
certain sales representatives until the earlier of March 2002, or said
commissions equal $320 thousand. During December 2000, the Company fully
reserved against the $200 thousand note receivable given the probability of
collection from SmartCash, and the decrease in the value of the Companys
collateral. In addition, the Company issued SmartCash a note payable for $320
thousand that will be repaid through the payment of the commissions noted
above. During March 2000 the Company recorded a $320 thousand expense on this
transaction.

Note 12.            LEGAL
PROCEEDINGS

On September 29, 2000, the Company filed
a First Amended Complaint for declaratory Relief and Provisional Remedies in
San Diego County Superior Court against Seren Systems, Inc. The Complaint
sought preliminary relief in a dispute regarding the ownership of software
technology paid for by the Company, which Seren Systems, Inc. has refused to
deliver and/or make available to the Company. As a result, the Company has been
unable to fulfill its obligations with respect to certain purchase orders
and/or contracts. On November 3, 2000, the judge issued a telephone ruling
denying the Company's request for a preliminary injunction. On, December 15,
2000 the Company dismissed this action.

On October 12, 2000, the Company filed a
Demand for Arbitration with the American Arbitration Association against Seren
Systems, Inc. with respect to the above mentioned dispute. The November 26,
1998 Consulting Agreement by and between the Company and Seren Systems, Inc.
stipulates that any controversy between the parties shall be settled by binding
arbitration. A hearing date is scheduled for September 17, 2001. Although there
can be no assurance as to the outcome of the proceeding, the Company is
confident that, once the true facts in this matter are fleshed out before an
arbitrator, the Company will obtain the substantive determination necessary to
obtaining the return of its property and/or to collect damages. In addition to
the return of its property, the Company seeks actual damages in the amount of
$2 million, including the return of payments made to Seren as a subcontractor
for Greenland on the ACS/7-Eleven V.com project; Seren Systems has
counterclaimed for damages in the amount of $700,000.

On December 19, 2000, the Company filed a
Complaint for Declaratory Relief and Provisional remedies in Los Angeles County
Superior Court against Seren Systems, Inc. The Complaint was brought in Los
Angeles County in response to certain venue-related issues. The Complaint is
for the remedies as requested in the San Diego action cited above. In addition,
the Complaint seeks damages as related to a contract between the Company and
Seren dated on or about June 30, 2000 that is part of the dispute with Seren.
At this time, Seren and the Company have stayed all proceedings.

On March 23, 2000 Arthur Kazarian,
Trustee for the General Wood Investment Trust (the Landlord) filed a
Complaint in San Diego County. The Complaint alleges Unlawful Detainer and
seeks damages of approximately $30,000 plus related damages. The Company filed
an answer to the Complaint.  On or about
May 1, 2001 the Company paid $45,000 to the Landlord and entered into a judgment
to pay an additional $14,000. Although the Company remains liable for the
payments remaining for the term of the lease the Landlord has a duty to
mitigate said damages. The Company recorded a lease termination liability of
$212 thousand during the quarter ended March 31, 2001. On April 30, 2001 the
Company relocated its offices.

The Company, along with Seren Systems
(Seren), its then current and primary software developer and supplier for its
own ABM terminals, was in the process of completing development of the check
cashing service interface to the Mosaic Software host system being implemented
to support a large network of V.com terminals. In September 2000, Seren
unilaterally halted testing and effectively shut-down any further check cashing
development for the V.com project. The parties participating in this project
may have been financially damaged, related to the delay in performance by the
Company and Seren. None of the parties have brought suit against the Company
and/or Seren at this time. There is no assurance, however, that such suit(s)
will not be brought in the future.

The Company's officers and directors are
aware of no other threatened or pending litigation, which would have a
material, adverse effect on the Company. From time to time the Company is a
defendant (actual or threatened) in certain lawsuits encountered in the
ordinary course of its business, the resolution of which, in the opinion of
management, should not have a material adverse effect on the Company's
financial position results of operations, or cash flows.

Note 13.            SUBSEQUENT
EVENTS

Subsequent to March 31, 2001, the Company
issued 6.0 million shares of common stock in payment of services performed
during 2001 totaling $335 thousand.

On April 2, 2001, the Company announced
that it was temporarily suspending its Check Central subsidiary check cashing
operations until such time as the integration of the Companys Check Central
software with the MAXcash operating system was complete, in order to minimize
its check cashing risk, reduce operating losses, and to conserve capital.

On April 9, 2001, the Company announced
that it has signed a Letter of Intent for an acquisition of a comparatively
small, but fast growing company in the point-of-sale, check processing and
merchant services business. The Companys intent in pursuing this acquisition
is to expand its presence in point-of-sale services, and provide immediate and
sustainable revenue for the Company.

On May 8, 2001 the Company announced that
it signed a software license and support agreement with Florida-based Mosaic
Software for use of its Postilion(TM) systems platform to provide transaction
routing and switching software for the Companys interactive check cashing
MAXcash(TM) ABM kiosks, as well as for traditional ATM, advanced ATM and
point-of-sale (POS) terminals manufactured by other companies. The software
provides a scalable foundation for the Companys new strategy of providing
services to and through multiple hardware platforms. The Company had, in the
past, relied exclusively on its own hardware. By supporting virtually all major
ATM hardware vendors, such as NCR, Diebold, Tidel, IBM, and Verifone (Hewlett
Packard), the Company will have the opportunity to work closely with each of
their sales channels in support of their customers, and, therefore has the
opportunity to increases its transaction processing revenues.

The Company had utilized custom software
developed with Seren Systems to augment its Check Central risk management
software. The Seren Systems software development costs were expensed during
fiscal 2000. However, the Company deemed the Seren software to be inadequate to
meet the needs of its updated business strategy. By entering into the agreement
with Mosaic the Company will no longer be reliant on Seren, and believes it
will possess a superior host system solution satisfying its core functionality
needs, while eliminating the undue risks associated with a future business
relationship with Seren. Notwithstanding, the Company will continue to
aggressively pursue Seren Systems in arbitration to recover the over $2 million
in software development payments, and the code that it had paid for but not
received.

In addition to the Company's support of
third-party advanced ATM platforms, the Company plans to broaden its market
focus to becoming a provider of back-office support services to the ATM, check
cashing, retail and POS transaction processing industries. The open-systems
environment of Mosaic's Postilion application will allow the Company to be
repositioned as a ``switch'' that multiple providers can connect to and
through. As a switch, the Company will be in a better position to support the
efforts of third-party advanced ATM & POS hardware suppliers.

The Mosaic system is a fully integrated
Windows(TM) NT-based applications suite that facilitates transaction management
and network communication between free-standing financial services machines
such as the MAXcash ABM, the Postilion host and the Check Central back-office
risk management system and call center. Mosaic Software is a leading edge
provider of electronic funds transfer (EFT) software for consumer-generated
electronic transactions, and is the market leader for web-enabled ATM and
prepay software solutions. Clients include financial institutions, retailers,
Internet service providers, card issuers, telcos, data processing service
providers and the online industry. Postilion is used for ATM
Processing/Monitoring, EFT Switching and Routing, Point-of-Sale (POS),
Credit/Debit Card Processing, Internet/Call Center Payment Authorizations,
Prepayment, Internet/Home Banking and Mobile Commerce applications. Postilion
is live in more than 500 installations worldwide.

The Company moved its executive offices
to company leased space in Del Mar, California while the Company completes
negotiations for its new corporate headquarters and related facilities in
Carlsbad, California. The Company expects to enter into long-term leasing
arrangements shortly. The Company relocated its administrative offices to
reduce its current operating expenses.

ITEM 2 -           MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Quarterly Report contains
forward-looking statements that involve risk and uncertainties. Forward-looking
statements include, without limitation, any statement that may predict,
indicate or imply future results, performance or achievements and may contain
the words "believe," "expect," "anticipate,"
"estimate," "project," "will be," "will
continue" or words or phrases of similar meaning. Forward-looking
statements involve risks and uncertainties which may cause actual results to
differ materially from the forward-looking statements.  Such risks and uncertainties include, but
are not limited to, risks associated with completing product development;
commercial use of check-cashing machines; product repairs; consumer acceptance;
need for additional financing; manufacturing risks; dependence on suppliers;
dependence on distributors; rapid technological changes; dependence on key
personnel; compliance with state laws; risks of technical problems or product
defects; dependence on proprietary technology and other factors detailed in the
Company's reports filed with the Securities and Exchange Commission.

INTRODUCTION

The following discussion pertains to the
Company's operations and financial condition as of March 31, 2001, and should
be read in conjunction with the Companys financial statements and notes
thereto, and other financial information included elsewhere in this report.

The Company is engaged in the development
of proprietary software that is capable of providing support and delivery to
consumers of a range of on-line financial services including check cashing,
ATM, wire transfers, bill pay, money orders and phone card dispensing services.
The Company has developed, manufactured and has delivered limited numbers of
freestanding kiosks, under the trademarked brand name MAXcash ABM. The unit is
similar in appearance to an ATM machine. The Company acquired its base
technology in May 1998, when Check Central was incorporated into Greenland
Corporation as a wholly-owned subsidiary.

The Company has invested, and continues
to invest substantial amounts of capital, considerable time and effort in the
continuing development and evolution of its back-office, risk management and
transaction support software systems. Management has determined that its
efforts to develop, produce, and successfully market and support its MAXcash
ABM system may be beyond the scope of its currently available resources. However,
management also believes that it has created a convenient and cost effective
system for check cashing transaction processing and the reporting of activity
and earnings generated from its check cashing ABMs through secure networks.
Accordingly, the Company hopes to expand its scope from manufacturing,
distribution, and support of its proprietary MAXcash ABM to also providing
support for the ABM-like terminals of other manufacturers. Furthermore, the
Company believes that it can be successful in providing back-office and on-line
transaction support to other hardware vendors and retailers through a network
and software system of its own design.

The Company's strategy for marketing and
sales of the MAXCash ABM, during fiscal 2000, was directed at locating distributors
of ATM machines and entering into distribution agreements. This strategy
enabled the Company to concentrate its resources on product development and
support. The Company signed a number of such agreements (37 to date).
Significant unit sales have not materialized to date, however, primarily due to
the Seren dispute. (Also see
Legal Matters.)

The Companys strategy has been oriented
around two revenue streams. The first was the sale of the MAXcash ABM. The
second revenue stream was to be generated from the fees earned in connection
with the various banking services provided on each of the machines in
operation.  Fees range from $0.35 per
transaction to 6% of the value of the transaction. However, without sufficient
numbers of machines in the field, this revenue stream has not produced material
results.

The Company's long-term goal is to
participate successfully in the multi-billion dollar check cashing market by
offering an open-architecture POS/check cashing transaction processing
platform, either for self-service or clerk-assisted transactions. In addition
to Greenlands support for its MAXcash ABM kiosk, the Company plans to broaden
its market focus and reposition itself as a leading provider of back-office
transactions and support services to the self-service check cashing, retail,
and POS transaction industries  including check approval and guarantee
services, merchant POS services, ATM transaction processing, money order and
prepaid phone card dispensing, wire transfer, bill pay and other products and
services.

By creating an open-systems transaction
processing environment, the Company will be positioned as a switch that
multiple providers can connect to and through. As a switch, the Company will be
in a position to not only leverage its own direct sales efforts, but also those
of national ATM & POS hardware suppliers such as NCR, Diebold, Tidel,
Triton, Cross, IBM, Verifone (H-P), etc..

In order to accomplish its objectives,
the Company is in the process of entering into several strategic partnerships
for the continued development and sales of hardware systems (ABM-like
machines), POS transaction software (the back-office), all to reside on an
advanced, third-party supplied host platform. This strategy is expected to
reduce Greenlands ongoing business risk, previously reliant on an exclusively
ABM sales strategy.

Concurrently, management is devoting the
Companys resources to further the development of its proprietary back-office
risk management operations to support fully automated POS check cashing
approval and guarantee services. The proposed processing architecture will be
reengineered as an open platform systems environment in order to provide
support for multiple existing ATM and POS vendors, e.g., NCR, Diebold, Tidel
and others, in addition to the Companys MAXcash ABM. The Company hopes to
leverage the direct sale forces of other large-scale, national hardware
manufacturers, maximizing its return on invested capital.

Management believes that its software and
POS transaction services can be successfully provided to third party operators
of financial services operations, particularly in the check cashing and retail
industries.

In
January 2001, the Company announced that it intends to pursue acquisitions of
related POS services industry companies. While there is no assurance that
acquisitions will occur, management believes that Greenland provides an
opportunity for private companies to gain liquidity for their shareholders and
gain access to funding sources available through public corporate vehicles.

On April 2, 2001, the Company announced
that it was temporarily suspending its Check Central subsidiary check cashing
operations until such time as the integration of the Companys Check Central
software with the MAXcash operating system was complete, in order to minimize
its check cashing risk, reduce operating losses, and to conserve capital.

**RESULTS OF OPERATIONS**

**Revenue**

The Company reported total revenues of
$89 thousand from its two segments for the three months ended March 31, 2001
compared to revenues of $79 thousand for the three months ended March 31, 2000,
which represents a $10 thousand, or 13% increase. The Company earned revenues
from the sale and rental of ABMs and related products of $72 thousand and $77
thousand for the three months ended March 31, 2001, and 2000,
respectively.  The company sold one ABM
in 2001, and three ABMs in 2000.

**Cost
of Goods Sold**

The Company incurred total costs of
revenues of $436 thousand (490% of revenues) and $635 thousand (804% of
revenues) from its two segments for the three months ended March 31, 2001, and
2000, respectively. The costs incurred by the transaction processing segment
were $274 thousand and $385 thousand for the three months ended March 31, 2001,
and 2000, respectively, resulting in gross margins on transaction revenue of
$(257) thousand, and $(382) thousand, respectively. The primary cause of the
$111 thousand, or 29%, decrease in costs between the periods was a reduction in
software development costs. Management had anticipated greater improvements in
the gross margin based on anticipated increases in the number of transactions
processed, and the associated economies of scale. Such increases did not
materialize.

The costs incurred in the sales segment
were $162 thousand and $250 thousand for the three months ended March 31, 2001,
and 2000, respectively. This $88 thousand, or 35%, decrease is primarily
attributable to a decrease in direct material and overhead costs as a result of
decreased machine production. Manufacturing costs include fixed overhead
expenses for items such as supervision, testing, and facilities, as well as the
direct cost of the machines sold.  The
gross margin on machine sales for the three months ended March 31, 2001, and
2000, was $(90) thousand and $(174) thousand. 
Management had anticipated greater improvements in the gross margin on
machine sales as a result of sales volume increasing to a level sufficient to
absorb overhead costs. Such increases did not materialize

Operating Expenses

General and administrative expenses for
the three months ended March 31, 2001, and 2000 were $1.0 million and $799
thousand, respectively. The 236 thousand, or 30%, increase was due primarily to
increased consulting fees and severance pay for terminated employees.

Research and Development Costs for the
three months ended March 31, 2001, and 2000 of $67 thousand and $220 thousand,
respectively, decreased $153 thousand or, 70%, which reflects the Companys
completion of development of the Max Cash ABM.

In March 2000, the Company repurchased
the exclusive distribution rights to the Master Distribution Agreement with
SmartCash ATM, Ltd. (SmartCash). In consideration, the Company agreed to loan
SmartCash $200 thousand collateralized by 333 thousand shares of Greenland
Corporation common stock, release certain restrictions on Company common stock
held by SmartCash, issue warrants to purchase 500 thousand shares of Company
common stock, and continue to pay commissions on sales of machines sold by
certain sales representatives until the earlier of March 2002, or said
commissions equal $320 thousand. During December 2000, the Company fully
reserved against the $200 thousand note receivable given the probability of
collection from SmartCash, and the decrease in the value of the Companys
collateral. In addition, the Company issued SmartCash a note payable for $320
thousand that will be repaid through the payment of the commissions noted
above. During March 2000 the Company recorded a $320 thousand expense on this
transaction.

Other Expense

Net other expense of $496 thousand for
the three months ended March 31, 2001 increased $439 thousand, or 770%, from
the corresponding period in 2000. Expenses incurred in 2001 included a $114
thousand loss on the sale of investments, a $212 thousand expense accrued for
future lease payments potentially due under the Companys terminated office
space operating lease, and a $138 thousand expense accrued for warrant costs
due under the equity funding agreement.

Net Loss

The net loss for the three months ended
March 31, 2001 was $1.9 million compared to $2.0 million for the comparative
period in 2000, resulting in a decreased loss of $8 thousand, or 0%.

LIQUIDITY AND CAPITAL RESOURCES

Historically, the
Company has financed its operations through cash generated from the sale of
equity securities and debt financing. To date, the Company has not been able to
support its operations from revenues through sales of products or services.

At March 31, 2001,
the Companys had a working capital deficit of approximately $1.2 million
compared with a working capital deficit of $1.1 million at December 31,
2000.  This increase of $99 thousand, or
9%, resulted primarily from a increase in accrued expenses of $98 thousand.
Stockholders equity decreased for the three months ended March 31, 2001 from
December 31, 2000 by $435 thousand, or 16%, due primarily to the  $1.9 million net loss, which was offset by
increased paid-in-capital of $1.4 million.

The Company's
officers and directors are aware of no other threatened or pending litigation,
not otherwise discussed in Item 1, Legal Matters, which would have a material,
adverse effect on the Company. From time to time the Company is a defendant
(actual or threatened) in certain lawsuits encountered in the ordinary course
of its business, the resolution of which, in the opinion ofmanagement, should not have a material adverse effect on the Company's
financial position results of operations, or cash flows.

The Companys auditors have expressed
their uncertainty as to the Companys ability to continue as a going concern.
They cite recurring losses from operations, the Companys working capital
deficiency, and limited cash resources.

In order to address this uncertainty, the
Company has taken steps to raise additional funds to finance its operations,
including the potential for making strategic acquisitions, which could better
position the Company for growth.

On March 28, 2001, the Company announced
that it had entered an agreement with a NASD approved Underwriter, referred to
in Company communications as an institutional private equity investor, under
which the Underwriter agreed to purchase shares of the Companys common stock
over the next three years. Generally, under the terms of the agreement, the
Underwriter has agreed to purchase such amounts of common stock as the Company
elects to sell the Underwriter.  The
purchase price for the shares is generally the lesser of (1) the market price
less $0.075 per share or (2) 93% of the market price. The agreement limits the
amount of common shares that the Underwriter is obligated to purchase during
any 61-day period to 9.9% of the total common shares outstanding and is subject
to an overall cap of $35 million over the three-year term of the agreement. The
Underwriters obligation to purchase shares terminates upon the occurrence of
various events as specified in the agreement. The actual amount of common stock
that the Underwriter may purchase is dependant on, among other things, (1) the
market price of the Companys stock and (2) whether a termination event occurs.
The agreement must be registered and declared effective by the Securities and
Exchange Commission. In consideration for executing the agreement, the
Underwriter will receive warrants to purchase 5,390,000 shares of Common stock.
The company has recorded a $138 thousand expense for issuance of the
warrants.  There can be no assurance
that the Company will any sell stock to the Underwriter under the terms of the
agreement.

On April 2, 2001, the Company announced
that it was temporarily suspending its check cashing operations in order to
minimize its check cashing risk, reduce operating losses, and to conserve
capital.

Part II - OTHER INFORMATION

ITEM 1 - LEGAL PROCEEDINGS

On September 29, 2000, the Company filed
a First Amended Complaint for declaratory Relief and Provisional Remedies in
San Diego County Superior Court against Seren Systems, Inc. The Complaint
sought preliminary relief in a dispute regarding the ownership of software
technology paid for by the Company, which Seren Systems, Inc. has refused to
deliver and/or make available to the Company. As a result, the Company has been
unable to fulfill its obligations with respect to certain purchase orders
and/or contracts. On November 3, 2000, the judge issued a telephone ruling
denying the Company's request for a preliminary injunction. On, December 15,
2000 the Company dismissed this action.

On October 12, 2000, the Company filed a
Demand for Arbitration with the American Arbitration Association against Seren
Systems, Inc. with respect to the above mentioned dispute. The November 26,
1998 Consulting Agreement by and between the Company and Seren Systems, Inc.
stipulates that any controversy between the parties shall be settled by binding
arbitration. A hearing date is scheduled for September 17, 2001. Although there
can be no assurance as to the outcome of the proceeding, the Company is
confident that, once the true facts in this matter are fleshed out before an
arbitrator, the Company will obtain the substantive determination necessary to obtaining
the return of its property and/or to collect damages. In addition to the return
of its property, the Company seeks actual damages in the amount of $2 million,
including the return of payments made to Seren as a subcontractor for Greenland
on the ACS/7-Eleven V.com project; Seren Systems has counterclaimed for damages
in the amount of $700,000.

On December 19, 2000, the Company filed a
Complaint for Declaratory Relief and Provisional remedies in Los Angeles County
Superior Court against Seren Systems, Inc. The Complaint was brought in Los
Angeles County in response to certain venue-related issues. The Complaint is
for the remedies as requested in the San Diego action cited above. In addition,
the Complaint seeks damages as related to a contract between the Company and
Seren dated on or about June 30, 2000 that is part of the dispute with Seren.
At this time, Seren and the Company have stayed all proceedings.

On March 23, 2000 Arthur Kazarian,
Trustee for the General Wood Investment Trust (the Landlord) filed a
Complaint in San Diego County. The Complaint alleges Unlawful Detainer and
seeks damages of approximately $30,000 plus related damages. The Company filed
an answer to the Complaint.  On or about
May 1, 2001 the Company paid $45,000 to the Landlord and entered into a
judgment to pay an additional $14,000. Although the Company remains liable for
the payments owed for the remaining term of the lease the Landlord has a duty
to mitigate said damages. The Company recorded a lease termination liability of
$212 thousand during the quarter ended March 31, 2001. On April 30, 2001 the
Company relocated its offices.

The Company, along with Seren Systems
(Seren), its then current and primary software developer and supplier for its
own ABM terminals, was in the process of completing development of the check
cashing service interface to the Mosaic Software host system being implemented
to support a large network of V.com terminals. In September 2000, Seren
unilaterally halted testing and effectively shut-down any further check cashing
development for the V.com project. The parties participating in this project
may have been financially damaged, related to the delay in performance by the
Company and Seren. None of the parties have brought suit against the Company
and/or Seren at this time. There is no assurance, however, that such suit(s)
will not be brought in the future.

The Company's officers and directors are
aware of no other threatened or pending litigation, which would have a
material, adverse effect on the Company. From time to time the Company is a
defendant (actual or threatened) in certain lawsuits encountered in the
ordinary course of its business, the resolution of which, in the opinion of
management, should not have a material adverse effect on the Company's
financial position results of operations, or cash flows.

ITEM 2 - CHANGES IN SECURITIES

The Company paid for services in the
amount of $1.1 million by issuing 6.0 million shares of its common stock.

The Company repaid notes payable to
related parties of $88 by issuing 1.4 million shares of its common stock.

The Company issued non-qualified options
and warrants to employees and directors to purchase 5.9 million shares with a
weighted average strike price of $.12 and recorded a $92 thousand compensation
expense.

The Company issued 5.4 million warrants
to an equity investor and recorded an $138 thousand other expense.

ITEM 3 - DEFAULTS ON SENIOR SECURITIES

None.ITEM 4 - SUBMISSION OF MATTER TO VOTE OF SECURITY HOLDERS

None.ITEM 5 - OTHER INFORMATION

None.ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K

(a)      Exhibits 1 - an agreement with a NASD
approved Underwriter(b)      Reports on Form 8-K - NoneSIGNATURES

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



Date:  May 18, 2001
  By: /s/ T.A. Hyde, Jr.T.A. Hyde, Jr.CEO, Chairman of BoardDate:  May 18, 2001
  By: /s/ Gene CrossGene CrossChief Financial
  Officer, DirectorDate:  May 18, 2001
  By: /s/ Thomas J.
  BeenerThomas J. BeenerSecretary, Director