FORM 10-QSB
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

(  ) TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
EXCHANGE ACT

|THOR VENTURES CORP.
(Exact Name of Registrant as specified in its charter)                       
|-------------------------------------------------------------------------------------------------
|                                                                                                 
|Florida
(State or other jurisdiction
of incorporation or organization)                           
|                                                                                                 
|1818-1177 West Hastings Street, Vancouver,
B.C.  V6E 2K3
(Address of principal executive offices)
|                                                                                                 
|(604) 602-1717
(Issuer's telephone number)                                                       

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



State number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: 6,988,000.

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PART I - FINANCIAL INFORMATION

ITEM I - FINANCIAL STATEMENTS

|THOR VENTURES CORP.
(A Development Stage Company)INTERIM BALANCE SHEET
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|ASSETS                                                                
|Current                                                               
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|Fixed assets (Note 3)                                                 
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|LIABILITIES AND STOCKHOLDERS' EQUITY                                  
|Current                                                               
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|Stockholders' equity                                                  
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|Commitments and contingencies (Note 9)                                
|Subsequent events (Note 11)                                           
|                                                                      
|On behalf of the Board:                                               
|/s/ Nora Coccaro                                                      

The accompanying notes are an integral part of these
financial statements

2

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|THOR VENTURES CORP.(A Development Stage Company)INTERIM STATEMENTS OF OPERATIONSFOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000, AND
FOR THE PERIOD FROM INCEPTION (SEPTEMBER 12, 1989) TO MARCH 31, 2001
(unaudited)
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|                                                                                                                                                                                                                        
|General and administrative expenses                                                                                                                                                                                     
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|Total general and administrative expenses                                                                                                                                                                               
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|Operating loss                                                                                                                                                                                                          
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|Other income (expense)                                                                                                                                                                                                  
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|Total other expense                                                                                                                                                                                                     
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|Loss before extraordinary item                                                                                                                                                                                          
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|Extraordinary item                                                                                                                                                                                                      
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|                                                                                                                                                                                                                        
|Net loss                                                                                                                                                                                                                
|                                                                                                                                                                                                                        
|Basic loss per share before extraordinary item                                                                                                                                                                          
|Extraordinary item                                                                                                                                                                                                      
|Basic loss per share                                                                                                                                                                                                    
|Weighted average number of common shares
outstanding                                                                                                                                                                    

The accompanying notes are an integral part of these
financial statements

3

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|THOR VENTURES CORP.(A Development Stage Company)INTERIM STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITYFOR THE PERIOD FROM INCEPTION (SEPTEMBER 12, 1989) TO MARTH 31, 2001
(unaudited)
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                                                                                    
|                                                                                                                                                                                    
|Balance, December 31, 1995, 
   1996, and 1997                                                                                                                                      
|Shares issued for debt                                                                                                                                                              
|Shares issued for cash                                                                                                                                                              
|Loss for the year                                                                                                                                                                   
|Balance, December 31, 1998                                                                                                                                                          
|Shares issued for cash                                                                                                                                                              
|For exchange of all issued 
   shares of IWT Pharma Corp.                                                                                                                           
|For finders fee                                                                                                                                                                     
|Shares issued for debt                                                                                                                                                              
|Cancellation                                                                                                                                                                        
|Shares issued for debt                                                                                                                                                              
|Income for the year                                                                                                                                                                 
|Balance, December 31, 1999                                                                                                                                                          
|Shares issued for services                                                                                                                                                          
|Shares issued for debt                                                                                                                                                              
|Shares issued for services                                                                                                                                                          
|Loss for the year                                                                                                                                                                   
|Balance, December 31, 2000                                                                                                                                                          
|Shares issued for debt                                                                                                                                                              
|Shares issued for services                                                                                                                                                          
|Shares issued for debt                                                                                                                                                              
|Loss for the period                                                                                                                                                                 
|Balance, March 31, 2001                                                                                                                                                             

The accompanying notes are an integral part of these
financial statements

4

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|THOR VENTURES CORP.(A Development Stage Company)INTERIM STATEMENT OF CASH FLOWSFOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000, AND
FOR THE PERIOD FROM INCEPTION (SEPTEMBER 12, 1989) TO MARCH 31, 2001
(unaudited)
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|                                                                                                                                                                                                                       
|                                                                                                                                                                                                                       
|Cash flows from operating activities                                                                                                                                                                                   
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|Net cash used in operating activities                                                                                                                                                                                  
|                                                                                                                                                                                                                       
|Cash flows from investing activities                                                                                                                                                                                   
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|                                                                                                                                                                                                                       
|Net cash used in investing activities                                                                                                                                                                                  
|                                                                                                                                                                                                                       
|Cash flows from financing activities                                                                                                                                                                                   
|                                                                                                                                                                                                                       
|                                                                                                                                                                                                                       
|                                                                                                                                                                                                                       
|Net cash provided by financing activities                                                                                                                                                                              
|Increase in cash and cash equivalents                                                                                                                                                                                  
|Cash and cash equivalents, beginning of
period                                                                                                                                                                         
|Cash and cash equivalents, end of period                                                                                                                                                                               
|                                                                                                                                                                                                                       
|Supplemental information (Note 10)                                                                                                                                                                                     



The accompanying notes are an integral part of these
financial statements

5

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THOR VENTURES CORP.(A Development Stage Company)NOTES TO THE FINANCIAL STATEMENTSMARCH 31, 2001
(unaudited)



Thor Ventures Corp. (the "Company") was incorporated on September 12,
1989, under the laws of the State of Florida with an authorized capital of
500,000 shares of $0.01 par value preferred stock and 200,000,000 shares of
$0.01 par value common stock.

On August 2, 1991, the Company issued 1,000,000 shares of common stock
for services rendered at $0.001 per common share, or $1,000.

On April 29, 1998, the Company issued 3,525,000 shares of common stock
at $0.25 per share for payment of debt in the amount of $856,2550 and for
cash in the amount of $25,000.

On March 26, 1999, the Company issued 1,180,00 shares of common stock at
$0.10 per share for cash, or $118,000.

On September 14, 1999, the Company issued 73,000 shares of common stock
at a deemed value of $73,000 to settle a portion of their accounts
payable.

On October 26, 1999, the Company issued 139,000 shares of common stock
at a deemed value of $138,720 to settle a loan payable.

On May 15, 2000, the Company issued 100,000 shares of common stock at
$0.10 per share for services rendered, or $10,000.  The shares were issued
at the fair market value of the services rendered.

On August 21, 2000, the Company issued 243,000 shares of common stock at
a deemed value of $72,000, or $0.30 per share, to settle a portion of their
accounts payable.

On October 31, 2000, November 15, 2000 and December 15, 2000, the
Company issued 50,000 share each, totaling 150,000 shares of common stock
for services rendered at $0.30 per share, or $45,000.  The shares were
issued at the fair market value of the services rendered.

On January 11, 2001, the Company issued 254,000 shares of common stock
at a deemed value of $!27,000 to settle a loan payable.

On January 14, 2001, the Company issued 200,00 shares of common stock a
$1.00 per share for services rendered, or $200,000.  The shares were issued
at the fair market value of the services rendered.

On March 27, 2001, the Company issued 124,000 shares of common stock at
a deemed value of $37,200, or $0.30 per share, to settle a portion of their
accounts payable.

The Company is a development stage company, as defined in the Financial
Accounting Standards Board No. 7.  The Company's financial statements are
prepared using the generally accepted accounting principles applicable to a
going concern, which contemplates the realization of assets and liquidation
of liabilities in the normal course of business.  However, the Company
currently has no source of revenue.

6

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THOR VENTURES CORP.(A Development Stage Company)NOTES TO THE FINANCIAL STATEMENTSMARCH 31, 2001
(unaudited)

Without realization of additional capital, it would be unlikely for the
Company to continue as a going concern.  Management plans to seek
additional capital include additional equity financing or a merger with an
existing operating company.  The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.  The
Company's ability to achieve these objectives cannot be determined at this
time.

Method of Accounting

The Company's financial statements are prepared using the accrual method
of accounting.

Cash and Cash Equivalents

The Company considers all highly liquid debt instruments with a maturity
of three months or less when acquired to be cash and cash equivalents.

Concentration of Credit Risk

The Company maintains a U.S. Dollar bank account in a Canadian bank that
is not insured.

Property and Equipment

Property and Equipment, stated at cost, is depreciated under the
straight-line method over their estimated useful lives.

Investment

The Company accounts for investments in companies where it is able to
exercise significant influence using the equity method.

Use of Estimates

Preparing financial statements requires management to make estimates and
assumptions that effect the reported amount of assets, liabilities, revenue
and expenses.  Actual results may differ from these estimates.

Income Taxes

The Company accounts for income taxes under the provisions of Statements
of Financial Accounting Standards ("SFAS") No. 109, "Accounting for Income
Taxes."  Under SFAS No. 109, deferred tax liabilities and assets are
determined based on the difference between the financial statements and tax
bases of assets and liabilities, using enacted tax rates in effect for the
year in which the differences are expected to reverse.

Per Share of Common Stock

Basic earnings or loss per share has been computed based on the weighted
average number of common shares and common share equivalents outstanding.
All earnings or loss per share amounts in the financial statements are
basic earnings or loss per share, as defined by SFAS NO. 128, "Earnings Per
Share."  Diluted earnings or loss per share does not differ materially from
basic earnings or loss per share for all periods presented.  Convertible
securities that could potentially dilute basic earnings per share in the
future are not included in the computation of diluted earnings per share
because to do so would be antidilutive.  All per share and per share
information are adjusted retroactively to reflect stock splits and changes
in par value.

7

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THOR VENTURES CORP.(A Development Stage Company)NOTES TO THE FINANCIAL STATEMENTSMARCH 31, 2001
(unaudited)

Capital Structure

SFAS No. 129, "Disclosure of Information about Capital Structure,"
establishes standards for disclosing information about an entity's capital
structure.  SFAS No. 129 had no effect on the Company's financial
statements.

Comprehensive Income

SFAS No. 130, "Reporting Comprehensive Income," requires companies to
classify items of other comprehensive income by their nature in a financial
statement and display the accumulated balance of other comprehensive income
separately from retained earnings and additional paid-in capital in the
equity section of a statement of financial position.  SFAS No. 130 had no
effect on the financial statements.

Start-Up Costs

American Institute of Certified Public Accountants Statements of
Position (SOP) 98-5, "Reporting on the Costs of Start-Up Activities,"
provides guidance on the financial reporting of start-up and organization
costs and requires such costs to be expensed as incurred.  SOP 98-5 had no
effect on the financial statements.

Presentation

Certain comparative figures have been adjusted to conform to the current
period's presentation.

Foreign Currency Translation

The Company maintains both a U.S. Dollar and a Canadian Dollar bank
account at a financial institution in Canada.  Transaction gains and losses
that arise from exchange rate fluctuations on transactions denominated in a
currency other than the functional currency, which is the U.S. Dollar, are
included in the results of operations as incurred.

Accounting for Derivative Instruments and Hedging Activities

In June 1998, the Financial Accounting Standards Board (FASB) issued
SFAS No. 133 "Accounting for Derivative Instruments and Hedging
Activities," which establishes accounting and reporting standards for
derivative instruments and for hedging activities.  SFAS 133 is effective
for all fiscal quarters beginning after June 15, 1999.  In June 1999, the
FASB issued SFAS No. 137 to defer the effective date of SFAS No. 133 to
fiscal quarters of fiscal years beginning after June 15, 2000.  The
implementation of SFAS No. 133 did not have a significant impact on its
financial statements.

Fair Value of Financial Instruments

For certain of the Company's financial instruments, including cash and
cash equivalents, unsecured advances, accounts payable and accrued
liabilities, and notes payable, the carrying amounts approximate fair value
due to their short maturities.

Recent Accounting Pronouncements

In December 1999, the SEC issued Staff Accounting Bulletin No. 101
("SAB 101"), "Revenue Recognition in Financial Statements."  SAB 101
summarizes certain of the SEC's views in applying generally accepted
accounting principles to revenue recognition in financial statements.  The
Company is required to adopt SAB no later than the fourth quarter of fiscal
2000.  The Company implemented SAB 101 effective January 1, 2000.  SAB 101
had no effect on the Company's financial statements.

8

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THOR VENTURES CORP.(A Development Stage Company)NOTES TO THE FINANCIAL STATEMENTSMARCH 31, 2001
(unaudited)

2.     SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Pending Accounting Pronouncements

It is anticipated that current pending accounting pronouncements will
not have an adverse impact on the financial statements of the Company.

Fixed assets consist of computer equipment stated at cost, or $2,663.
Accumulated depreciation at March 31, 2001 and December 31, 2000 was $1,168
and $1,046 respectively.  Depreciation expense charged to operations during
the three month periods ended March 31, 2001 and 2000 was $121 and $173
respectively.

Loans payable consist of the following demand loans with no specific
repayment terms.

(1) series of non-interest bearing loans totaling $127,000, which were
converted to 254,000 shares of restricted common stock at $0.50 per share
on January 11, 2001; and

(2) promissory notes totaling $57,000, bearing interest at 9% per annum
(Note 11).  At March 31, 2001, accrued interest was $1,255.

There is no current or deferred tax expense for the years ended December
31, 2000 and 1999, due to the Company's loss position.  The benefits of
timing differences have not been previously recorded.  The deferred tax
consequences of temporary differences in reporting items for financial
statements and income tax purposes are recognized, as appropriate.
Realization of the future tax benefits related to the deferred tax assets
is dependent on many factors, including the Company's ability to generate
taxable income within the net operating loss carryforward period.
Management has considered these factors in reaching its conclusion as to
the valuation allowance for financial reporting purposes.

The income tax effect of temporary differences comprising deferred tax
assets is a result of net operating loss carryforwards reserved against a
full valuation allowance.  As at December 31, 2000, the Company had
available net operating loss carryforwards of approximately $1,600,000 for
tax purposes to offset future taxable income, which expire principally in
the year 2018.  Pursuant to the Tax Reform Act of 1986, annual utilization
of the Company's net operating loss carryforwards may be limited if a
cumulative change in ownership of more than 50% is deemed to occur within
any three-year period.

The Company had share purchase warrants outstanding, entitling the
holders to acquire 1,762,500 common shares of  the Company at a price of
$1.00 per share, expiring on April 14, 2000.  On April 10, 2000, the
Company granted a two-year extension to the expiry date and agreed to
reduce the exercise price of share purchase warrants to current market
value at a price of $0.30 per share.  The warrants are not valued because
the exercise price equaled or exceeded the fair market value of the common
stock on the date of issuance (Note 11).

9

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THOR VENTURES CORP.(A Development Stage Company)NOTES TO THE FINANCIAL STATEMENTSMARCH 31, 2001
(unaudited)

For the three months ended March 31, 2001 and 2000, the Company paid the
same amount of consulting fees, $8,025, to a director of the Company.

Included in accounts payable at March 31, 2001 and December 30, 2000,
are consulting and other fees of $30,008 and $46,900 respectively, that are
due to a certain consultant and shareholder of the Company.  The 1999
accounts payable and other fees incurred by the consultant during 2000 were
paid by issuance of 243,000 shares of common stock at $0.30 per share, or
$72,900, on August 21, 200.  On March 27, 2001, the 2000 accounts payable
was paid by the issuance of 124,000 shares of common stock at $0.30 per
share, or $37,200.

Included in the net loss for the year ended December 31, 2000, is a bad
debt expense of $25,000 representing an advance to an unrelated corporation
while the Company tried to finalize the terms of a business acquisition
agreement.  The negotiation was terminated in December 2000 and management
has determined there is no likelihood of recovery of the advance.

|                                                         |                                                                                                                                                | Three Months
Ended
March 31,
2001 |         | Three Months
Ended
March 31,
2000 |   | From
Inception
(September
12, 1989) to 
March 31, 
2001
|-------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------- | ------- | --------------------------------- | - | -------------------------------------------------------
|Cash paid for:                                           |                                                                                                                                                |                                   |         |                                   |   |                                                        
|                                                         | Interest                                                                                                                                       | $                                 | -       | $                                 | - | $                                                      
|                                                         | Income taxes                                                                                                                                   |                                   | -       |                                   | - |                                                        
|                                                         |                                                                                                                                                |                                   |         |                                   |   |                                                        
|Supplemental non-cash investing and financing
activities |                                                                                                                                                |                                   |         |                                   |   |                                                        
|                                                         | Common stock issued for services rendered                                                                                                      | $                                 | 200,000 | $                                 | - | $                                                      
|                                                         | Conversion of accounts payable to equity                                                                                                       |                                   | 37,200  |                                   | - |                                                        
|                                                         | Conversion of loans payable to equity                                                                                                          |                                   | 127,000 |                                   | - |                                                        
|                                                         | Acquisition of common stock of Job Through 
   promissory note to Stamford, including the 
   acquisition of Stamford's debt to four
creditors |                                   | -       |                                   | - |                                                        
|                                                         | Common stock issued in exchange for 
   settlement of debt                                                                                     |                                   | -       |                                   | - |                                                        
|                                                         | Exercise of 650,000 share purchase warrants 
   of Job Through accounts payable                                                                |                                   | -       |                                   | - |                                                        
|                                                         | Write-off of advance for business acquisition                                                                                                  |                                   | -       |                                   | - |                                                        
|                                                         | Write-off of investment                                                                                                                        |                                   | -       |                                   | - |                                                        
|                                                         | Equity loss on investment                                                                                                                      |                                   | -       |                                   | - |                                                        
|                                                         | Gain on settlement of debt                                                                                                                     |                                   | -       |                                   | - |                                                        

10

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THOR VENTURES CORP.(A Development Stage Company)NOTES TO THE FINANCIAL STATEMENTSMARCH 31, 2001
(unaudited)

The Company has entered into certain agreements for consulting services
for an indefinite term and is committed to paying approximately $8,000 per
month under the agreements until terminated by the Company or the
consultants.

Subsequent to March 31, 2001, share purchase warrants for 360,000 shares
of common stock of the Company were exercised at $0.30 per share, or
$108,000 in exchange for certain accounts payable, loans payable and
accrued interest payable.

11

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ITEM II - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN
OF OPERATION



Plan of Operation.



The Company is a development-stage company and has no
current business operations and, as of March 31, 2001, the Company had
only $9,646 in assets.



A number of investment opportunities were under
consideration for possible acquisition. Efforts are ongoing to find a
suitable investment opportunity for the Company.



Cash Requirements



Funds required for the day to day business as well as
the costs to investigate business opportunities are being made available
from current shareholders and consultants.  Repayments can be made in cash
or by compensation in common stock. Once acquisitions are considered, the
Company will have to raise required cash for such venture or negotiate a
share per share settlement.  Such arrangements would be subject to
shareholders approval.



Results of the first quarter



During the first quarter of the 2001 fiscal year ending
March 31, 2001, the Company financed its operating expenses of $255,223
mainly through the issuance of common stock for services rendered
($200,000) and refinancing of loans from shareholders (see note 4 of the
attached financial statements). Cash increased by $6,404. The loss
represents an increase of 424% over 2000 expenses mainly due to increased
consulting fees paid to identify investment opportunities for the
Company.



The total deficit accumulated during the development
stage of the Company totals $1,853,149.



The Company seeks to effect a merger or acquisition of
an entity with an existing business.  If and when a target for acquisition
is identified, the Company anticipates that it will incur travel expenses
and other expenses in connection with meeting such a candidate should
discussion for merger or acquisition progress and the candidate appear
suitable to the Company.



We have no immediate or forseeable need for additional
funding, from sources outside of our circle of shareholders, during the
next twelve months. The expenses of our audit, legal and professional
requirements, (including expenses in connection with complying with the
Securities Exchange Act of 1934) have been and continue to be advanced by
our shareholders and management. No significant cash or funds are required for
our Management to evaluate possible transactions. While the Company's
management believes that it will not be necessary for management to engage
in costly search procedures, there can be no

12

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assurance that the Company will not incur significant
costs and delays.



In the event, consistent with the expectation of
management, that no combination is made within the next twelve months, we
may be forced to deal with customary minimal costs involved in maintenance
of corporate franchise and filing reports as may be required under the
Securities Exchange Act of 1934.  Should this become necessary, the maximum
amount of such advances is estimated not to exceed $20,000. These expenses
would involve legal and auditing expenses.  It is possible that any
advances by Management may be paid by issuing shares of the Company's
common stock.  If further auditing is required, such auditing services by
the Independent Auditor may not be the subject of deferred
compensation.

We have no other sources of interim maintenance funding,
except for the possibility of Management or if existing shareholders elect
to invest or advance additional funds.



We have no present business or business plan other than
to seek a profitable business combination, most likely in a reverse
acquisition or similar transaction. Accordingly, our plan is to seek one or
more profitable business combinations or acquisitions to secure
profitability for shareholders. We continue to focus our efforts on
selecting a business combination candidate.  We are not currently
undertaking any efforts to raise additional capital and none are currently
contemplated before merger, acquisition, or combination is announced, and
then any such capital formation would be offered to investors based upon
the assets and businesses to be acquired, and not on us in our present
condition, without businesses, revenues, or income producing assets.



It is virtually impossible that we can attract capital
before we identify an acquisition target.  It is likely that we can attract
capital when we have done so, based upon the attractiveness of businesses
and assets to be acquired. After such an acquisition our corporate
personality would become the personality of the businesses we might
acquire, such that investors then would evaluate that business and not our
pre-acquisition condition.



While we do not foresee any contingencies which would
inhibit the Company from fulfilling our filing and reporting obligations
under the Act, we seek to provide accessible public information to
interested parties, and also specifically to maintain our qualification for
trading of our common stock on the OTC Electronic Bulletin Board.

13

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PART II

OTHER INFORMATION

Item 1.     Legal Proceedings

None.

Item 2.     Changes In Securities

None

Item 3.     Defaults Upon Senior Securities

None

Item 4.     Submissions Of Matters To A Vote Of
Security Holders

None

Item 5.     Other Information

None

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

Form 8-K filed on March 13, 2001 regarding the dismissal of Davidson
& Co. and the appointment of Clancy & Co. P.L.L.C as the Company's
independent accountants.

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 of the
undersigned thereunto duly authorized.

|Thor Ventures Corp.
(Registrant) |                       
|-------------------------------- | ----------------------
|By:                              | /s/ Nora Coccaro      
|                                 | Nora Coccaro
President
|                                 |                       
|May 11, 2001                     |                       

14