U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                                   FORM 10-QSB



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

                  For the quarterly period ended March 31, 2001

                                       or

  [ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT OF 1934
                        For the transition period from to

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

                         Commission file number: 0001058307

                               YSEEK, INC.
              (Exact Name of Small Business Issuer in Its Charter)


            Florida                                         65-078-3722
   (State or other jurisdiction of                     (I.R.S. Employer Identi-
   incorporation or organization)                         fication No.)


            412 East Madison Street, Suite 1000, Tampa, Florida 33602
               (Address of principal executive offices) (Zip Code)


       Registrant's telephone number, including area code: (813) 221-4429


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

     Check  whether the  issuer:(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 X No

     The number of shares of the registrant's common stock, par value $.0001 per
share, outstanding as of May 7, 2001 was 25,315,100.
<PAGE>


                         Table of Contents to Form 10QSB


Part I - Financial Information                                            Page

Item 1.  Financial Statements (unaudited)


         Balance Sheet March 31, 2001.........................................2

         Statements of Operations -  three Months
         Ended March 31, 2001 and 2000  ......................................3

         Statements of Cash Flows - three Months
         Ended March 31, 2001 and 2000........................................4

         Notes to Financial Statements........................................6

Item 2.  Management's Discussion and Analysis or Plan of Operation............8

Part II - Other Information

Item 2.  Changes in Securities and Use of Proceeds.............................

Item 6.  Exhibits and Reports on Form 8-K.......................................

Signatures....................................................................8


                                      -1-

<PAGE>


                                   YSEEK, INC.
                                  BALANCE SHEET

                                                                 March 31, 2001
                                                                 ---------------
                                                                  (unaudited)

                                     ASSETS

Current assets
  Cash                                                     $                926
  Prepaid expenses                                                    2,558,397
                                                           ---------------------
         Total current assets                                         2,559,323

Property and equipment, net                                             645,771
                                                           ---------------------
Other assets
  Deposits                                                               30,000
  Shareholder loan receivable                                           134,813
                                                           ---------------------
         Total other assets                                             164,813
                                                           ---------------------
Total Assets                                               $          3,369,907
                                                           ====================

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities

  Accounts payable and accrued expenses                                  76,902
  Current maturities of long-term debt                                    4,413
                                                           ---------------------
         Total current liabilities                                       81,315
                                                           ---------------------
Long-term debt, less current maturities                                   9,999
Commitments and contingencies                               --------------------

Stockholders' equity
  Common stock; $.0001 par value; 50,000,000 shares
    authorized; 25,315,100 shares issued and outstanding                  2,531
  Paid in capital                                                    10,714,762
  Accumulated deficit                                                (7,438,700)
                                                            --------------------
         Total stockholders' equity                                   3,278,593
                                                            --------------------
Total Liabilities and Stockholders' Equity                $           3,369,907
                                                          ======================



     The accompany notes are an integral part of the financial statements.

                                   -2-
<PAGE>


                                   YSEEK, INC.
                            STATEMENTS OF OPERATIONS

                                                    Three Months Ended
                                                       March 31,
                                                --------------------------------
                                                      2001              2000
                                                ---------------   -------------
                                                    (unaudited)      (unaudited)
Revenues                                       $            -   $            -

Expenses
  Selling, general and administrative                  976,358          113,965
  Depreciation and amortization                         33,991           86,350
  Loss from impairment                               2,368,201            -
                                               ---------------    --------------
                                                     3,378,550          200,315
         Total expenses

Other income (expense)
  Interest income                                        3,215               37
  Interest expense                                        (562)               -
                                                ---------------    ------------
                                                         2,653               37
   Total other income (expense                 ---------------  ----------------
Loss from continuing operations                     (3,375,897)        (200,278)

Discontinued operations

  Loss from discontinued carwash and
   quick-lube operations                                 -              (56,425)
  Provision for loss on disposal of
    property, equipment and related assets               -             (350,000)
                                                 ---------------   -------------
         Loss from discontinued operations               -             (406,425)
                                                 ---------------   -------------
Net loss                                       $    (3,375,897) $      (606,703)
                                               ================   ==============
Loss per common share
  From continuing operations                   $          (.13)  $         (.02)
  Discontinued operations
    Loss from operations                                     -             (.01)
    Loss on disposal                                         -             (.03)
                                                  ---------------   ------------
         Total loss per share                  $          (.13)   $        (.06)
                                               ================   ==============
Weighted average common shares outstanding          25,077,490       11,011,489
                                                ===============   =============


      The accompany notes are an integral part of the financial statements

                                   -3-
<PAGE>
                                   YSEEK, INC.
                            STATEMENTS OF CASH FLOWS

                                               Three Months Ended March 31,
                                               ---------------------------------
                                                  2001              2000
                                               --------------   ----------------
                                                 (unaudited)      (unaudited)

Cash flows from operating activities
  Net loss                                     $    (3,375,897)  $     (606,703)
                                               ----------------  ---------------
  Adjustments to reconcile net loss to
    net cash used in operating activities:
      Contributed services                               8,750           15,000
      Stock issued to consultants                      104,688                -
      Depreciation and amortization                     33,991          101,722
      Writedown of intangible asset and property
        and equipment due to impairment              2,368,201            -
      Increase in interest receivable                   (3,190)           -
      Decrease in prepaid expenses                     791,072           19,504
      Increase in accounts payable and
        accrued expenses                                44,627           20,437
      Increase in accrued loss from
       discontinued operations                               -          350,000
                                                 --------------   --------------
             Total adjustment                        3,348,139          506,663
                                                --------------    --------------
        Net cash used in operating activities          (27,758)        (100,040)

Cash flows from investing activities
  Acquisition of property and equipment                      -           (4,040)
                                                  ------------    --------------
Cash flows from financing activities
  Payments on notes payable                             (1,005)         (14,460)
  Net proceeds from issuance of stock                        -           34,524
  Net advances from stockholders                        28,639           49,320
                                                ---------------    ------------
   Net cash provided by financing activities            27,634           69,384
                                                ---------------    -------------
Net decrease in cash                                      (124)         (34,696)

Cash, beginning of period                                1,050           37,625
                                                 ---------------    ------------
Cash, end of period                              $         926   $        2,929
                                                 =============    ==============

      The accompany notes are an integral part of the financial statements
                                      -4-
<PAGE>


                                   YSEEK, INC.
                            STATEMENTS OF CASH FLOWS
                                   (Continued)

Supplemental disclosures of noncash investing and financing activities:

In March  2000,  the  Company  issued  125,000  shares of stock for  capitalized
software valued at $98,750.

Supplemental disclosure of cash flow information:

The Company paid approximately $562 and $15,000 in interest for the three months
ended March 31, 2001 and 2000, respectively.

                                      -5-
<PAGE>


                                   YSEEK, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

The information  presented herein as of March 31, 2001, and for the three-months
ended March 31, 2001 and 2000, is unaudited.

(1)   Basis of Presentation:

The  accompanying  financial  statements of Yseek,  Inc. (the Company) have been
prepared in accordance with generally accepted accounting principles for interim
financial  information and with the  instructions to Form 10-QSB and item 310(b)
of Regulation S-B.  Accordingly,  they do not include all of the information and
footnotes  required by generally  accepted  accounting  principles  for complete
financial statements. In the opinion of management,  all adjustments (consisting
of normal required  adjustments)  considered  necessary for a fair  presentation
have been included.

Operating  results for the three month  period  ended  March 31,  2001,  are not
necessarily  indicative  of the results that may be expected for the year ending
December 31, 2001. For further  information,  refer to the financial  statements
and  footnotes  included in the  Company's  annual report of Form 10-KSB for the
year ended December 31, 2000.

Net loss per  common share is computed in accordance with the  requirements of
Statement  of  Financial  Accounting  Standards No.  128 (SFAS 128).  SFAS 128
requires net loss per share information to be computed using a simple weighted
average of common shares outstanding during the periods presented.  In comput-
ing  diluted  loss  per  share,  warrants  exercisable into common shares were
excluded because the effect is antidilutive.


(2)   Loss From Impairment of Assets:

In  December  1999,  the  Company   purchased  all  the  outstanding   stock  of
Rankstreet.com, Inc. The total purchase price of $2,763,510 (including the value
of contingent  shares issued in May, 2000 and February,  2001) was classified as
goodwill.  The goodwill was being  amortized  over five years and as of December
31, 2000, accumulated amortization totaled $525,082.

Additionally,  during 2000 the Company  contracted with consultants to develop a
web site for Rankstreet.  The web site was capitalized  with a value of $206,250
and was  being  amortized  over  three  years.  Accumulated  amortization  as of
December 31, 2000 was $59,289.

In April 2001,  the  existing  management  and Board of Directors of the Company
resigned and were replaced by individuals  with  experience  with internet based
businesses.  The new Board of Directors  evaluated  the website and the goodwill
that was  acquired in the purchase of  Rankstreet.com,  Inc. and deemed it to be
impaired  and of no future  value to the  Company.  Therefore  the  assets  were
written down to zero  resulting in a loss from  impairment of  $2,368,201.  This
loss is  reflected  in the  March  2001  statement  of  operations  as loss from
impairment

(3)    Stock Transactions:

During January and February of 2001, the Company issued 150,000 shares of common
stock to individuals and other entities for services  performed during the first
quarter of 2001. The Company recognized an expense of $31,250,  the market value
of the shares less a 50% discount  because the shares are  unregistered  and the
Company stock is not easily marketable.

During  January and  February of 2001,  the Company  issued  200,000 and 125,000
shares of common  stock  under  six  month and one year  consulting  agreements,
respectively. The Company recorded a prepaid expense of $73,438 related to these
agreements,  the market  value of the shares  less a 50%  discount  because  the
shares are unregistered and the stock is not easily marketable. During the first
quarter of 2001, the Company expensed $30,859 utilizing the straight line method
over  the life of the  agreements.  Additionally,  options  were  granted  to an
individual as part of one of the agreements. The option agreement allows for the
purchase  of 75,000  shares  of  Company  common  stock for $.50 per share for a
period of three  years.  The other  consulting  agreement  included  issuance of
500,000 warrants at an exercise price of $.50 per share.

                                      -6-
<PAGE>

(3)   Stock Transactions:  (Continued)
      -------------------

During February 2001, the Company issued the final  contingent  1,000,000 shares
related to the 1999 business  acquisition.  The Company capitalized  goodwill of
$203,100,  the market value of the shares less a 50% discount because the shares
are unregistered,  are a significant block of stock and the Company stock is not
easily marketable. See Note 2 regarding goodwill.

(4)   Subsequent Events:
      ------------------

On April 9, 2001 the  President  of the  Company  resigned  from all  duties and
responsibilities.

On April 23,  2001,  the Company  borrowed  $40,000  from a relative of an Board
member.  The note calls for  interest at a rate of 14% per annum.  Interest  and
principal are due in full on April 22, 2002. The note is uncollateralized.

                                      -7-
<PAGE>

Item 2. Management's  Discussion and analysis of Financial Condition and Results
of Operation


PLAN OF OPERATION

In the fourth quarter of 2000 and the first quarter of 2001, the Company entered
into  strategic  alliances  with  companies  and  individuals  with  substantial
experience  in the  Internet  industry.  The  alliances  allowed  the Company to
acquire  management  and  marketing  expertise  through  consulting  agreements.
Additionally,  the Company acquired a ten-year software license for the use of a
keyword  biddable  search engine and related domain names.  Lastly,  the Company
entered into two traffic promotion agreements whereby each promoter will provide
an  aggregate of  45,000,000  hits to the Company web site.  The Company  issued
stock in exchange for these  agreements  enabling the Company to move forward on
its plans without the use of any funds.

In April 2001, the Company's officers resigned.  Individuals affiliated with the
consultants  noted  above  were  elected  to  the  Board  of  Directors.   These
individuals have substantial  experience with profitable  Internet companies and
web sites.

The  Company's  plans for the next twelve  months  include the  launching of its
search engine,  Yseek.com.  With the traffic promotion  agreements in place, the
Company believes there will be sufficient  traffic to make the site a profitable
internet portal.  Additionally the Company's  expansion plans include  acquiring
and developing other profitable business ventures.

In  conjunction  with planning the course of action for the next twelve  months,
the new  Board  of  Directors  investigated  the  viability  of  Rankstreet.com.
Rankstreet was to be an all-in-one  Web site including a directory,  web counter
and business to business Internet  advertising agency. The Board determined that
there was no value in pursuing the marketing and  enhancement  of the Rankstreet
web site and has abandoned any such plans.

The  Companies  plans to market the  Yseek.com  search engine and to acquire and
develop other profitable  business ventures which will require additional funds.
As of March 31, 2001 the Company had no available funds.  During April 2001, the
Company  received a $40,000  loan from a relative  of a Board  member.  The loan
bears interest at 14% per annum and is due in April 2002. The Company  currently
is planning a private  placement to raise  $500,000.  Two of the Company's board
members have guaranteed $100,000 of the private placement offering.  Ultimately,
the  Company  believes  it  needs to raise  an  additional  $2,000,000  to fully
implement its plans.

There is  currently  no  expected  purchase  or sale of plant and  equipment  or
expected significant changes in the number of employees. However, if the Company
is successful  in its fund raising  efforts then the Company plans to hire staff
and acquire and develop other profitable business ventures.

                                      -8-
<PAGE>
Item 6.  Exhibits and Reports on Form 8-K

Exhibits

Exhibit   Description                                                     Number

   (2)Plan of Acquisition, Reorganization,
    Arrangement, Liquidation or Succession............................. ....None

   (3)Articles of Incorporation and By-Laws............................. ...None

   (10.1) Marshlack Promissory Note dated April 23, 2001......................11

    (11)Statement re: computation of per share earnings......... ......Note 1 to
                                                                       Financial
                                                                      Statements

    (15)Letter re: Unaduited Itnerim Financial Information..................None

    (16)Letter regarding Changes in Certifying Accountant...................None

    (18)Letter on change in accounting principles...........................None

    (19)Report Furnished to Security Holders ...............................None

    (22)Published report regarding matters submitted to vote................None

    (23)Consents of Experts and Counsel.....................................None

    (24)Power of Attorney...................................................None

    (27)Financial Data Schedule.............................................None

    (99)Additional Exhibits.................................................None


(b) REPORTS ON FORM 8-K:

On April 23, 2001,  the Company filed a report on Form 8-K reprting the election
of a new  board  of  directors  under  Item 1  Changes  in  Control  and  Item 6
Resignation of Registrants' Directors.

                                      -9-
<PAGE>


                                   SIGNATURES


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



                               YSEEK, INC.



Dated:  May 1, 2001           By:  /s/ Bruce Hammil
                              --------------------------
                               BRUCE HAMMIL, President

                                  -10-
<PAGE>

                                    EXHIBITS

                                PROMISSORY NOTE
                                 TAMPA, FLORIDA
                         WITH BALLOON PAYMENT PROVISION

$40,000.00                                                        April 23, 2001

         FOR VALUE RECEIVED the undersigned Yseek, Inc., a Florida  corporation,
"Maker"  promises to pay to the order of Dan  Marshlack,  the  principal  sum of
Forty Thousand ($40,000.00) as follows:

         With  interest  at the rate of 14% per  annum  payable  in one  balloon
         payment of principal and accrued interest, of $46,500.00,  due on April
         22, 2002,  payable at 825 Capri  Boulevard,  Treasure  Island,  Florida
         33706.

         Any payment  hereunder  shall be applied first to principal and then to
interest.  In the event that a payment is not received  when due, then this note
shall be in default. On a default in payment the holder of this note may without
notice or demand  accelerate  the balance due under this note and demand payment
in full.  On a default  in  payment  all  persons  liable  herein,  jointly  and
severally  waive,  protest  and agree to pay all  expenses  of  collection  with
reasonable  attorney's  fees,  including  appellate  proceedings  or  bankruptcy
proceedings.  The holder may forbear and enforce defaults and extend the time of
any payment without notice and without discharging or affecting the liability of
any person  liable  hereon.  Upon  default in payment of amounts  due under this
note, all unpaid amounts shall bear interest at the maximum rate allowed by law.
Time is of the essence.

         The Maker and all  sureties,  guarantors,  and  endorsers  jointly  and
severally waive demand and presentment for payment,  notice of dishonor,  notice
of nonpayment,  notice of protest and protest;  and all other notices or demands
in connection with the delivery, acceptance,  performance, default, endorsement,
or guaranty of this Note.

         Each party, including the Maker and any endorser, surety, or guarantor,
waives  all right to trial by jury in any  action or  proceeding  instituted  in
respect to this Note.

         Maker  shall  have the  right to prepay  said note at any time  without
penalty.

         Whenever used herein, the terms "holder", "maker", and "payee" shall be
construed in the singular or plural as the context may require or admit.

         This Note shall be  construed  under the laws of the State of  Florida,
including the Uniform  Commercial  Code, as enacted and in force in the State of
Florida. The Maker and endorser of this Note accept,  submit, and consent to the
jurisdiction  of the state and  federal  courts in the State of  Florida  in any
action arising out of or connected  with the collection of the debt  represented
by this Note.

         The Maker and endorsers waive presentment,  demand, notice of dishonor,
protest, and notice of nonpayment and protest.

/s/ Bruce C. Hammil

--------------------------------
Yseek, Inc.,- Maker
By its President, Bruce C. Hammil

                                      -11-