UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549
                                    FORM 10-Q

(x)  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
     ACT OF 1934

For the quarterly period ended September 30, 2001
                               ------------------

( ) 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      O-11695
                      ---------------------


                           AMBRA RESOURCES GROUP, INC.
      --------------------------------------------------------------------
               (Exact name of registrant as specified in charter)

         UTAH                                                   87-0403828
-------------------------------                            -------------------
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                             Identification No.)

610-800 West Pender Street, Vancouver., Canada,                   V6C 2V6
-------------------------------------------------           ------------------
(Address of principal executive offices)                        (Zip Code)

                                 1-604-669-2723
                 -----------------------------------------------
               Registrant's telephone number, including area code



                 -----------------------------------------------
        (Former name, former address, and former fiscal year, if changed
                              since last report.)

     Indicate  by check mark  whether the  registrant  (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),  Yes [x ] No [ ] and (2) has been
subject to such filing requirements for the past 90 days. Yes [x] No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

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

              Class                       Outstanding as of  September  30, 2001
      ---------------------               --------------------------------------
      Common  Stock, $0.001                            160,238,322





                                       -1-

<PAGE>
<TABLE>
<CAPTION>

                                        INDEX


                                                                                 Page
                                                                                 Number
                                                                                 ------
<S>                <C>                                                          <C>
PART I.

          ITEM 1.  Financial Statements (unaudited)................................3

                   Balance Sheets..................................................4
                     September 30, 2001 and June 30, 2001

                   Statements of Operations
                     Three  months ended September 30, 2001  and  2000.............5
                     and the period  January 27, 1984 to September 30, 2001

                   Statements of Cash Flows
                      Three months ended September 30, 2001 and  2000..............6
                      and the period  January 27, 1984 to September 30, 2001

                   Notes to Financial Statements...................................7

          ITEM 2.  Management's Discussion and Analysis of
                     Financial Condition and Results of Operations................11

PART II.           Other Information..............................................12

                   Signatures.....................................................13
</TABLE>


                                       -2-

<PAGE>




PART I - FINANCIAL INFORMATION

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


This filing contains certain forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. For this purpose any
statements contained herein that are not statements of historical fact may be
deemed to be forward-looking statements. Without limiting the foregoing, words
such as "may," "will," "expect," "believe," anticipate," "estimate" or
"continue" or comparable terminology are intended to identify forward-looking
statements. These statements by their nature involve substantial risks and
uncertainty, and actual results may differ materially depending on a variety of
factors, many of which are not within the Company's control. These factors
include but are not limited to economic conditions generally and in the
industries in which the Company and its customers participate; competition
within the Company's industry, including competition from much larger
competitors; technological advances which could render the Company's products
less competitive or obsolete; failure by the Company to successfully develop new
products or to anticipate current or prospective customers' product needs; price
increase or supply limitations for components purchased by the Company for use
in its products; and delays, reductions, or cancellations of orders previously
placed with the Company.




                          ITEM 1. FINANCIAL STATEMENTS

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



The accompanying balance sheets of Ambra Resources Group, Inc. ( development
stage company) at September 30, 2001 and June 30, 2001, and the statements of
operations and cash flows for the three months ended September 30, 2001 and 2000
and the period January 27, 1984 to September 30, 2001, have been prepared by the
Company's management and they do not include all information and notes to the
financial statements necessary for a complete presentation of the financial
position, results of operations, cash flows, and stockholders' equity in
conformity with generally accepted accounting principles. 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 September 31, 2001, are not necessarily
indicative of the results that can be expected for the year ending June 30,
2002.



                                       -3-

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<TABLE>
<CAPTION>

                                 AMBRA RESOURCES GROUP, INC.
                                 ( Development Stage Company)
                                        BALANCE SHEETS
                             September 30, 2001 and June 30, 2001
--------------------------------------------------------------------------------------------


                                     ASSETS
                                                                  Sept  2001      June  2001
                                                                  -----------    -----------
<S>                                                               <C>            <C>
CURRENT ASSETS
   Cash .......................................................   $   850,284    $ 1,517,209
    Accounts receivable - income tax refund ...................       162,994        166,012
    Accounts receivable .......................................         8,000          8,000
                                                                  -----------    -----------
       Total Current Assets ...................................     1,021,278      1,691,221
                                                                  -----------    -----------

PROPERTY AND EQUIPMENT - net of accumulated
       depreciation - Note 2 ..................................       233,783        236,304
                                                                  -----------    -----------

OTHER ASSETS
    Advance deposits ..........................................       250,000           --
    Account receivable - related party ........................         1,296
    Mining claims - Note 3 ....................................          --             --
    Oil leases -  Note 4 ......................................       243,202         67,913
    Other assets ..............................................         9,645          9,645
                                                                  -----------    -----------
       Total Other Assets .....................................       504,143         77,558
                                                                  -----------    -----------
                                                                  $ 1,759,204    $ 2,005,083
                                                                  ===========    ===========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
    Accounts payable - related parties ........................   $     7,889    $    18,952
    Accounts payable ..........................................   $    31,388         21,046
                                                                  -----------    -----------
       Total Current Liabilities ..............................        39,277         39,998
                                                                  -----------    -----------

STOCKHOLDERS' EQUITY
    Common stock
       400,000,000 shares authorized, at $.001 par value;
       160,238,322 shares issued and outstanding on September 30;     160,238        158,138
       158,138,322 on June 30
    Capital in excess of par value ............................     7,102,821      7,041,922
    Stock subscriptions receivable ............................      (110,265)      (110,265)
    Deficit accumulated during the development stage ..........    (5,432,867)    (5,124,710)
                                                                  -----------    -----------
       Total Stockholders' Equity .............................     1,719,927      1,965,085
                                                                  -----------    -----------
                                                                  $ 1,759,204    $ 2,005,083
                                                                  ===========    ===========
</TABLE>


    The accompanying notes are an integral part of these financial statements


                                       -4-

<PAGE>
<TABLE>
<CAPTION>

                           AMBRA RESOURCES GROUP, INC.
                          ( Development Stage Company)
                            STATEMENTS OF OPERATIONS
         For the Three Months Ended September 30, 2001 and 2000 and the
        Period January 27, 1984 (date of inception) to September 30, 2001

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

                                                                   January 27, 1984
                                    Sept 30,         Sept 30,    (Date of Inception)
                                      2001             2000        to Sept 30, 2001
                                 -------------    -------------    ----------------
<S>                              <C>              <C>              <C>
REVENUES

   Rents and interest ........   $       8,139    $      12,826    $        291,616
                                 -------------    -------------    ----------------

EXPENSES

  Exploration, development, ..         310,296          142,908           7,036,785
       and promotion
  Depreciation ...............           6,000            2,186              42,453


                                       316,296          145,094           7,079,238
                                 -------------    -------------    ----------------

NET LOSS - before other income        (308,157)        (132,268)         (6,787,622)

GAIN FROM SALE OF ASSETS .....            --            193,860           1,354,755
                                 -------------    -------------    ----------------

NET PROFIT (LOSS) ............   $    (308,157)   $      61,592    $     (5,432,867)
                                 =============    =============    ================


LOSS PER COMMON SHARE

       Basic .................   $        --      $        --
                                 -------------    -------------



AVERAGE OUTSTANDING SHARES

       Basic .................     160,238,322      158,138,322
                                 -------------    -------------

</TABLE>


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

                                       -5-

<PAGE>

<TABLE>
<CAPTION>


                                     AMBRA RESOURCES GROUP, INC.
                                     ( Development Stage Company)
                                       STATEMENTS OF CASH FLOWS
                    For the Three Months Ended September 30, 2001 and 2000 and the
                  Period January 27, 1984 (Date of Inception) to September 30, 2001
----------------------------------------------------------------------------------------------------

                                                                                    January 27, 1984
                                                          Sept           Sept     (Date of Inception)
                                                          2001           2000       to Sept 30, 2001
                                                       -----------    -----------    --------------
<S>                                                    <C>            <C>            <C>
CASH FLOWS FROM OPERATING
   ACTIVITIES

   Net profit (loss) ...............................   $  (308,157)   $    61,592    $   (5,432,867)
   Adjustments to reconcile net loss
      to net cash provided by operating
      activities
          Depreciation .............................         6,000          2,186            42,453
          Common capital stock issued
            for services & expenses ................        63,000           --           4,260,264
          Gain from sale of assets .................          --             --          (1,354,755)
          (Increase) decrease in accounts receivable         1,721       (330,728)         (172,291)
          Increase (decrease) in liabilities .......          (721)       (60,589)           39,277
                                                       -----------    -----------    --------------
            Net Cash Used By Operations ............      (238,157)      (327,539)       (2,617,919)
                                                       -----------    -----------    --------------

CASH FLOWS FROM INVESTING
   ACTIVITIES

   Advance deposits ................................      (250,000)          --            (250,000)
   Purchase of other assets ........................          --             --              (9,645)
   Purchase of property & equipment ................        (3,479)          --            (276,236)
   Purchase of  oil & gas leases ...................      (175,289)          --            (243,202)
   Net sales of assets .............................          --           (1,140)        1,638,159
                                                       -----------    -----------    --------------
                                                          (428,768)        (1,140)          859,076
                                                       -----------    -----------    --------------
CASH FLOWS FROM FINANCING
   ACTIVITIES

   Net proceeds from sale of capital stock .........          --             --           2,609,127
                                                       -----------    -----------    --------------
   Net increase (decrease) in cash .................      (666,925)      (328,679)          850,284

   Cash at beginning of year .......................     1,517,209      1,086,224              --
                                                       -----------    -----------    --------------

   Cash at end of year .............................   $   850,284    $   757,545    $      850,284
                                                       ===========    ===========    ==============

</TABLE>

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

                                       -6-

<PAGE>



                           AMBRA RESOURCES GROUP, INC.
                          ( Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS

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


1.  ORGANIZATION

The Company was incorporated under the laws of the State of Utah on January 27,
1984 with authorized capital stock of 50,000,000 shares at a par value of $0.001
and on May 17, 1999 the authorized was increased to 100,000,000 shares and on
March 3, 2000 the authorized was increased to 400,000,000 shares with the same
par value. The company has been in the development stage since inception and has
been primarily engaged in the business of the acquisition and development of
mining and oil properties.

2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Accounting Methods
------------------

The Company recognizes income and expenses based on the accrual method of
accounting.


Dividend Policy
---------------

The Company has not yet adopted any policy regarding payment of dividends.


Cash and Cash Equivalents
-------------------------

The Company considers all highly liquid instruments purchased with a maturity,
at the time of purchase, of less than three months, to be cash equivalents.


Property and Equipment
----------------------

The Company's property and equipment consists of the following:

             Office equipment                             $ 143,359
             Residential rentals                            132,877
             Less  accumulated depreciation                 (42,453)
                                                           ---------
                                                            233,783
                                                           ---------

Office equipment and computers are depreciated on the straight line method over
five years and the residential rentals are depreciated on the straight line
method over forty years.


Earnings Per Share
------------------

Earnings (loss) per share amounts are computed based on the weighted average
number of shares actually outstanding.


                                       -7-

<PAGE>


                           AMBRA RESOURCES GROUP, INC.
                          ( Development Stage Company)
                    NOTES TO FINANCIAL STATEMENTS (Continued)

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


2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Capitalization of  Mining Claim Costs
-------------------------------------

Costs of acquisition, exploration, carrying, and retaining unproven properties
are expensed as incurred. Costs incurred in proving and developing a property
ready for production are capitalized and amortized over the life of the mineral
deposit or over a shorter period if the property is shown to have an impairment
in value. Expenditures for mine equipment are capitalized and depreciated over
their useful lives.


Capitalization of  Oil  Lease  Costs
------------------------------------

The Company uses the successful efforts cost method for recording its oil lease
interests, which provides for capitalizing the purchase price of the project and
the additional costs directly related to proving the properties and amortizing
these amounts over the life of the reserve when operations begin or a shorter
period if the property is shown to have an impairment in value or expensing the
remaining balance if proven of no value. Expenditures for oil well equipment are
capitalized and depreciated over their useful lives.


Environmental Requirements
--------------------------

At the report date environmental requirements related to the mineral claims and
the oil leases acquired are unknown and therefore an estimate of any future cost
cannot be made.


Income Taxes
------------

At September 30, 2001, the Company had a net operating loss carry forward of
$5,432,867. The tax benefit of approximately $1,629,860 from the loss carry
forward has been fully offset by a valuation reserve because the use of the
future tax benefit is doubtful since the Company is unable to establish a
predictable projection of operating profits for future years.

The net operating loss carryovers will expire beginning in the years 2000
through 2021.


Foreign Currency Translation
----------------------------

Part of the transactions of the Company were completed in Canadian dollars and
have been translated to US dollars as incurred, at the exchange rate in effect
at the time, and therefore, no gain or loss from the translations is recognized.
US dollars are considered to be the functional currency.




                                       -8-

<PAGE>


                           AMBRA RESOURCES GROUP, INC.
                          ( Development Stage Company)
                    NOTES TO FINANCIAL STATEMENTS (Continued)
--------------------------------------------------------------------------------


2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)


Financial Instruments
---------------------

The carrying amounts of financial instruments, including cash, accounts
receivable, advance deposits, and accounts payable, are considered by management
to be their estimated fair values.


Estimates and Assumptions
-------------------------

Management uses estimates and assumptions in preparing financial statements in
accordance with generally accepted accounting principles. Those estimates and
assumptions affect the reported amounts of the assets and liabilities, the
disclosure of contingent assets and liabilities, and the reported revenues and
expenses. Actual results could vary from the estimates that were assumed in
preparing these financial statements.


Concentration of Credit Risk
----------------------------

Financial instruments that potentially subject the Company to significant
concentration of credit risk consists primarily of cash and account receivables.
Cash balances are maintained in accounts that are not federally insured for
amounts over $100,000 but are other wise in financial institutions of high
credit quality. Accounts receivable are unsecured however management considers
them to be currently collectable.


Comprehensive Income
--------------------

The Company has adopted Statement of Financial Accounting Standards No. 130. The
adoption of this standard had no impact on the total stockholder's equity.


Other Recent Accounting Pronouncements
--------------------------------------

The Company does not expect that the adoption of other recent accounting
pronouncements to have any material impact on its financial statements.

3.  MINING CLAIMS

On June 20, 1994 the Company purchased three unproven mineral claims, from a
related party, and are identified as Marathon, Marathon 1 and Marathon 2,
containing a total of 32 units, with expiration dates during 2006, which are
located near Cowichan Lake in the Province of British Columbia, Canada. The
claims are located within the Sicker Volcanic Belt on Vancouver Island in an
active gold mining area. The claims have not been proven to have a commercially
minable ore reserve and therefore all costs for acquisition exploration and
retaining the properties have been expensed.


                                       -9-

<PAGE>

                           AMBRA RESOURCES GROUP, INC.
                          ( Development Stage Company)
                    NOTES TO FINANCIAL STATEMENTS (Continued)
--------------------------------------------------------------------------------


4.  OIL LEASES

BEAUFORT  SEA  PROJECT  - cost $67,913
----------------------

On June 9, 1997 the Company purchased a 3.745% working interest in the Beaufort
Sea well Esso Pex Home et al Itiyok I-27 consisting of 640 acres and is located
at Latitude 70-00', Longitude 134-00', Sections 7, 8, 17, 18, 27, 28, and 37,
License No. 55, dated April 22, 1987. During 1982 and 1983 a consortium of
companies participated in the drilling, casing, and testing the area to a depth
of 12,980 feet. A review of the well data and geological prognosis indicates
that the area would contain proven recoverable gas reserves of 108 Bscf and
proven recoverable oil reserves of 8,976 MSTB.

The other partners in the project are controlled by Exxon Oil Corporation,
however there is no immediate plans to develop the area.



HUGHES PROSPECT, Robertson County, Texas - cost $175,289
----------------------------------------

During July 2001 the Company purchased a 50% interest in oil, gas, and mineral
leases containing net mineral 6340 net mineral acres in the final stages of
leasing all having 3 to 4 year terms. The acreage will support a possible 150
net wells with a potential 600 BCF recoverable.















                                      -10-

<PAGE>



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


General
-------

The Company is a development stage company engaged in the acquisition of
interests in gas and oil properties. The Company has been engaged in the gas and
oil business since 1995.

During July 2001 the Company purchased a 50% interest in oil, gas, and mineral
leases containing net mineral 6340 net mineral acres in the final stages of
leasing all having 3 to 4 year terms. The acreage will support a possible 150
net wells with a potential 600 BCF recoverable.


Liquidity and Capital Resources
-------------------------------

During the quarter ended September 30, 2001, the Company funded its operations
primarily with cash on hand and funds raised during 2000 in Regulation S
offerings.

The Company's material commitments for capital expenditures are limited to the
Company's obligation under the Operating Agreement with Kebo Oil and Gas, Inc.,
to pay one percent of the costs associated with the ten well drilling program.

The Company has a limited operating history and can only estimate the future
needs for capital based on the current status of the Company's operations, its
current plans and current economic condition. The Company expects that its
existing cash reserves, cash flows from operations and financing, will be
sufficient to cover the Company's cash requirements for the next twelve months.

The Registrant has plans to further develop its properties which will require
part of its current working capital.

Results of Operations

    Comparison of the quarter ended September 30, 2001 and the quarter ended
                               September 30, 2000

The Company sustained a net loss of $308,157 in the quarter ended September 30,
2001, compared to a profit of $61,592 for the quarter ended September 30, 2000.
The $369,749 change from a profit to a loss was largely effected by the sale of
part of the Company's interest in oil and gas leases in Alberta, Canada and
Billings, Montana during the quarter ended September 30, 2000.



                                      -11-

<PAGE>

A comparison of the principal operating expenses for each quarter follows:

                            September 30, 2001  September 30, 2000
                            ------------------  ------------------

Exploration ................   $      6,878      $     17,202
Office supplies and expenses         21,724             5,589
Consultants ................         83,616            33,284
Travel and entertainment ...         72,088            38,894



                           PART II - OTHER INFORMATION

--------------------------------------------------------------------------------
                            ITEM 1. LEGAL PROCEEDINGS
--------------------------------------------------------------------------------

   None.



--------------------------------------------------------------------------------
                           ITEM 2.  CHANGES IN SECURITIES
--------------------------------------------------------------------------------

During the quarter ended September 30, 2001 the Company issued 2,100,000 shares
of its common stock at $.03 for services and expenses.


--------------------------------------------------------------------------------
                     ITEM 3. DEFAULTS UPON SENIOR SECURITIES
--------------------------------------------------------------------------------

   None.



--------------------------------------------------------------------------------
           ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
--------------------------------------------------------------------------------

   None



--------------------------------------------------------------------------------
                            ITEM 5. OTHER INFORMATION
--------------------------------------------------------------------------------

   None.



--------------------------------------------------------------------------------
                    ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------------------------------------------------------

   None.



                                      -12-

<PAGE>



                                   SIGNATURES

Pursuant to 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


                                                   AMBRA RESOURCES GROUP, INC.
                                                          (Registrant)


Dated: November 6, 2001                           By  /s/ John M. Hickey
                                                     ---------------------------
                                                     John M. Hickey, President




                                      -13-