SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark One)

[ X ]QUARTERLY  REPORT  PURSUANT  TO SECTION  13 OR 15(d) OF THE  SECURITIES
     EXCHANGE ACT OF 1934

                  For the quarterly period ended March 31, 2002

                                       OR

[  ]TRANSITION REPORT UNDER SECTION 13 OF 15(d) OF THE EXCHANGE ACT OF 1934

          From the transition period from ___________ to ____________.

                         Commission File Number 1-11624
                                                -------


                                 URBANA.CA, INC.
              -----------------------------------------------------
             (Exact name of registrant as specified in its charter)


            Nevada                                       88-0393257
--------------------------------                --------------------------------
(State or other jurisdiction of                (IRS Employer Identification No.)
 incorporation or organization)


                   14221 Eastex Freeway, Houston, Texas 77032
                   ------------------------------------------
                    (Address of principal executive offices)

                                 (281) 442-5013
                                 --------------
                           (Issuer's telephone number)

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

         Indicate  by check mark  whether the  registrant  (1) filed all reports
required to be filed by Section 13 or 15(d) of the  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 :    No 9

As of May 20,  2002  77,500,000  shares  of  Common  Stock  of the  issuer  were
outstanding.


<PAGE>
                                 URBANA.CA, INC.
                                   FORM 10-QSB

                                      INDEX

                                     PART I

Item 1.         Financial Statements                                         F-3
Item 2.         Management's Discussion and Analysis of Financial Condition
                and Results of Operations                                    F-7

                                     PART II


Item 1.         Legal Proceedings                                            F-8
Item 2.         Changes in Securities and Use of Proceeds                    F-8
Item 5.         Other Information                                            F-8
Item 6.         Exhibits and Reports on Form 8-K                             F-8

                Signatures                                                   F-8


<PAGE>


                          PART I. FINANCIAL INFORMATION

Item 1.  Financial Statements
                                 URBANA.CA, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEET

                                                             March 31,
                                                               2002
                                                          ---------------
                                                          (Unaudited)

ASSETS                                                      $       -
                                                          ===============

    LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Current liabilities:
  Accounts payable and accrued liabilities                  $  156,824
  Loans payable                                              1,230,954
  Convertible debt                                             274,557
  Advances payable                                              66,511
                                                          ---------------
                                                          ---------------
    Total current liabilities                                1,728,846
                                                          ---------------

Redeemable common shares                                     2,907,100

Stockholders' equity (deficit):
  Preferred stock, $.001 par value, 10,000,000 shares
  authorized, none issued and outstanding                            -
  Common stock, $.001 par value, 80,000,000 shares
  authorized:  39,141,258 shares issued and outstanding:        39,447
  Additional paid in capital                                 2,981,492
  Special warrant proceeds                                     886,405
  Accumulated deficit                                       (8,543,290)
                                                          ---------------
    Total stockholders' equity (deficit)                    (4,635,946)
                                                          ---------------
                                                              $      -
                                                          ===============

                  See accompanying notes to interim condensed
                              financial statements.
<PAGE>



                                 URBANA.CA, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

                                                     Six months ended March 31,
                                                     2002                 2001
                                                  ----------           ---------

Revenues                                            $       -       $  100,000

Expenses:
  Consulting and management                                 -           90,582
  Depreciation and amortization                             -          196,014
  Office and general                                        -           76,224
  Professional fees                                    10,000           68,930
  Salaries and benefits                                     -           56,212
  Other general and administrative                      7,795           54,168
                                                  -------------  ---------------
    Total expenses                                     17,795          542,130
                                                  -------------  ---------------

Loss from operations                                  (17,795)        (442,130)

Interest and other expense, net                        23,763           33,929
                                                  -------------  ---------------
  Net income (loss)                               $   (41,558)      $  (476,059)
                                                  =============  ===============

Basic and diluted income (loss) per common share       $(0.00)           $(0.04)
                                                  =============  ===============

Weighted average shares outstanding                39,141,258       12,888,293
                                                  ============= ================


                   See accompanying notes to interim condensed
                             financial statements.


<PAGE>
                                 URBANA.CA, INC.
                 CONDENSED CONSOLDIATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)


<TABLE>
                                                        Three months ended March 31,
                                                      -----------------------------------
                                                          2002                2001
                                                      -----------------------------------
<S>                                                    <C>                  <C>

Cash flows from operating activities:
  Net loss                                            $   (41,558)          $(476,159)
    Adjustments to reconcile net income to net cash
      used in operating activities:
    Depreciation and amortization                              -             196,014
    Accrued interest expense                              23,763              31,251
    Non-cash consulting fees                                   -              38,500
    Non-cash finance fees                                      -               2,560
    Bad debts                                              4,407
  Changes in operating assets and liabilities
    Net changes in non-cash working capital               10,000             (123,715)
                                                     -------------   -----------------
        Net cash used in operating activities              (3,388)           (331,449)
                                                     -------------   -----------------

Cash flows from financing activities:
  Advances to related parties                                  -               (7,371)
  Proceeds from convertible debentures                         -             340,000
                                                     -------------   -----------------
                                                               -             332,629
                                                     -------------   -----------------

Effect of exchange rate changes on cash                        -               7,422

Net increase (decrease) in cash and cash equivalents       (3,388)             8,602
Cash and cash equivalents at beginning of period           3,388              17,260
                                                     -------------   -----------------
Cash and cash equivalents at end of period             $       -         $    25,862
                                                     =============   =================

Cash paid for:
  Interest                                              $      -           $       -
</TABLE>


                   See accompanying notes to interim condensed
                             financial statements.


<PAGE>

                                 URBANA.CA, INC.
          NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 March 31, 2002


Note 1: PRESENTATION

The  condensed  consolidated  balance sheet of the Company as of March 31, 2002,
the related condensed consolidated statements of operations for the three months
ended  March 31,  2002 and 2001 and the  statements  of cash flows for the three
months  ended  March  31,  2002 and 2001  included  in the  condensed  financial
statements  have been prepared by the Company  without audit.  In the opinion of
management,   the  accompanying   condensed  financial  statements  include  all
adjustments (consisting of normal, recurring adjustments) necessary to summarize
fairly the Company's  financial position and results of operations.  The results
of  operations  for the three  months  ended March 31, 2002 are not  necessarily
indicative of the results of  operations  for the full year or any other interim
period.  The  information  included  in  this  Form  10-QSB  should  be  read in
conjunction with Management's  Discussion and Analysis and Financial  Statements
and notes  thereto  included in the  URBANA.CA,  INC.'s  December  31, 2001 Form
10-KSB.

Note 2 Bankruptcy

In March 2002, Urbana  Enterprises,  a subsidiary of Urbana.ca,  Inc., filed for
bankruptcy  under Chapter 7. Its  operations  are  terminated and it's remaining
assets  and  liabilities  are  controlled  by a  trustee.  After  resolving  the
Company's remaining obligations with creditors,  the Company plans to locate and
consummate a reverse  merger or reverse  acquisition.  The Company's  ability to
commence  operations  is  contingent  upon its ability to identify a prospective
target business.

Note 3 - Subsequent Event

In April 2002, Oxford Knight  International,  Inc. agreed to transfer 10,000,000
shares of its common stock in exchange for  1,000,000  shares of Urbana Series A
Convertible  Preferred  Stock.  The Series A Convertible  Preferred Stock allows
Oxford Knight to vote 2/3 of the vote on all shareholders  matters. In addition,
the Series A Convertible  Preferred Stock are convertible into 51% of the issued
and outstanding shares of Urbana following conversion.

Subsequent to the exchange  agreement,  in April 2002,  David Groves resigned as
the Chief Executive Officer and as a director of Urbana, Henry Tyler resigned as
a director of Urbana,  and Brent Walters  resigned as Chief  Financial  Officer,
Treasurer,  Secretary  and  director.  Paul C. Syracuse was appointed as the new
Chief Executive Officer and President. Refer to 8-K filing on April 6, 2002.


<PAGE>

Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS

This report contains  forward looking  statements  within the meaning of Section
27A of the  Securities Act of 1933, as amended and Section 21E of the Securities
Exchange Act of 1934,  as amended.  The  Company's  actual  results could differ
materially from those set forth on the forward looking statements as a result of
the risks set forth in the Company's  filings with the  Securities  and Exchange
Commission,  general economic conditions, and changes in the assumptions used in
making such forward looking statements.

General

URBANA.CA,  INC.,  (the  "Company" or "Urbana")  was  incorporated  in Nevada in
October 1997. The Company's  subsidiary  filed  bankruptcy in March 2002 and the
Company currently has no operations and plans to locate and consummate a reverse
merger or reverse acquisition with an unidentified private entity. The Company's
ability to  commence  operations  is  contingent  upon its ability to identify a
prospective target business.  Therefore, any comparisons to operating results in
prior periods are irrelevant.


<PAGE>

PART II - OTHER INFORMATION


ITEM 1: Legal Proceedings

None.

Item 2. Changes in Securities and Use of Proceeds

In April 2002, Oxford Knight  International,  Inc. agreed to transfer 10,000,000
shares of its common stock in exchange for  1,000,000  shares of Urbana Series A
Convertible  Preferred  Stock.  The Series A Convertible  Preferred Stock allows
Oxford Knight to vote 2/3 of the vote on all shareholders  matters. In addition,
the Series A Convertible  Preferred Stock are convertible into 51% of the issued
and outstanding shares of Urbana following conversion.

Item 5. Other Information

Subsequent to the exchange  agreement,  in April 2002,  David Groves resigned as
the Chief Executive Officer and as a director of Urbana, Henry Tyler resigned as
a director of Urbana,  and Brent Walters  resigned as Chief  Financial  Officer,
Treasurer,  Secretary  and  director.  Paul C. Syracuse was appointed as the new
Chief  Executive  Officer  and  President  and also  serves as a  director.  Kim
Syracuse was also appointed President of the Company.

Item 6.  EXHIBITS AND REPORTS ON FORM 8-K

         a)  Exhibits
         None

         b) Reports on Form 8-K

         None


                                   SIGNATURES

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


                                            URBANA.CA, INC.

Date: May 20, 2002                       By: /s/ Paul Syracuse
                                              -------------------
                                               Paul Syracuse
                                               President,CEO and Director