UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 10-QSB

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

                     For the Quarter ended December 31, 2000

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

For the transition period ______________ to ________________

Commission file number 000-30947

                               POWER FLUIDS, INC.
                               ------------------
              (Exact name of Small Business Company in its charter)


           FLORIDA                                              59-3461879
           -------                                              ----------
(State  or  other jurisdiction of                             (IRS Employer
incorporation  or  organization)                             Identification No.)

10125 W. Colonial Dr., Suite 212, Ocoee, Florida         34761
------------------------------------------------         -----
(Address of principal executive offices)              (Zip Code)

       Registrant's Telephone number, including area code: (407) 822-3664

         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 and Exchange Act
of 1934 during the preceding twelve months (or such shorter period that the
Registrant was required to file such reports), and (2) has been subject to file
such filing requirements for the past thirty days. Yes X No

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the close of the period covered by this report:

               4,050,500 Shares of Common Stock ($.001 par value)
                                (Title of Class)

Transitional Small Business Disclosure Format (check  one):

Yes                          No x


<PAGE>

                               POWER FLUIDS, INC.
                                TABLE OF CONTENTS


PART I:          Financial Information

     ITEM  1      Financial statements

     ITEM  2      Management's discussion and analysis of financial
                  condition and results of operations


<PAGE>

PART I:          Financial Information

     ITEM  1      Financial statements

                               Power Fluids, Inc.
                          (A Development Stage Company)
                                  Balance Sheet
                                December 31, 2000


                               ASSETS                               December 31,
                               ------                                   2000
                                                                     --------
Current assets:
  Cash                                                              $     15
                                                                    --------
      Total current assets                                                15
                                                                    --------
                                                                    $     15
                                                                    ========

                 LIABILITIES AND STOCKHOLDERS' EQUITY
                 ------------------------------------

Current liabilities:
      Total current liabilities                                     $     --
                                                                    --------

Stockholders' equity:
 Common stock, $.001 par value,
  50,000,000 shares authorized, 4,050,500 shares
  issued and outstanding                                               4,050
 Additional paid-in capital                                           12,250
 (Deficit) accumulated during
  development stage                                                  (16,285)
                                                                    --------
                                                                          15
                                                                    --------
                                                                    $     15
                                                                    ========


                 See accompanying notes to financial statements.

<PAGE>

                               Power Fluids, Inc.
                          (A Development Stage Company)
                            Statements of Operations
                 Six Months Ended December 31, 2000 and 1999 and
      For the Period From Inception (August 19, 1997) to December 31, 2000

<TABLE>
<CAPTION>


                                                                                                         Inception
                                                                 Six Months Ended                            To
                                                         December 31,            December 31,            December 31,
                                                            2000                    1999                    2000
                                                         -----------             -----------             -----------
<S>                                                      <C>                     <C>                    <C>
Operating expenses                                             1,800                     338                  16,285
                                                         -----------             -----------             -----------

Net (loss)                                               $    (1,800)            $      (338)            $   (16,285)
                                                         ===========             ===========             ===========


Per share information:
 Basic (loss) per common share                           $     (0.00)            $     (0.00)            $     (0.00)
                                                         ===========             ===========             ===========

 Weighted average shares outstanding                       4,050,500               4,050,000               4,331,684
                                                         ===========             ===========             ===========
</TABLE>


                 See accompanying notes to financial statements.

<PAGE>

                               Power Fluids, Inc.
                          (A Development Stage Company)
                            Statements of Cash Flows
                 Six Months Ended December 31, 2000 and 1999 and
      For the Period From Inception (August 19, 1997) to December 31, 2000
<TABLE>
<CAPTION>

                                                                                                          Inception
                                                                         Six Months Ended                    To
                                                                  December 31,        December 31,        December 31,
                                                                      2000                1999                2000
                                                                    --------            --------            --------

<S>                                                                 <C>                 <C>                 <C>
Net income (loss)                                                   $ (1,800)           $   (338)           $(16,285)
  Adjustments to reconcile net income (loss) to net
   cash provided by (used in) operating activities:
   Expenses paid by officer as capital contribution                    1,650                 300               5,950
   Amortization                                                           90                   8                 150
Change in assets and liabilities:
  Increase (decrease) in cash overdraft                                   --                  (5)                 --
                                                                    --------            --------            --------
Total adjustments                                                      1,740                 303               6,100
  Net cash (used in)
   operating activities                                                  (60)                (35)            (10,185)


Cash flows from financing activities:
   Cash contributed by officer                                            --                 100                 100
   Common stock sold for cash                                             --                  --              10,100
                                                                    --------            --------            --------
  Net cash provided by (used in)
   financing activities                                                   --                 100              10,200
                                                                    --------            --------            --------

Increase (decrease) in cash                                              (60)                 65                  15
Cash and cash equivalents,
 beginning of period                                                      75                  --                  --
                                                                    --------            --------            --------
Cash and cash equivalents,
 end of period                                                      $     15            $     65            $     15
                                                                    ========            ========            ========
</TABLE>



                 See accompanying notes to financial statements.

<PAGE>


Power Fluids, Inc.
Notes to Financial Statements

Basis of presentation

The accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting principles for interim financial information
and with the instructions incorporated in Regulation 10-SB of the Securities and
Exchange Commission. 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 recurring adjustments and accruals) considered necessary for a fair
presentation have been included.

The results of operations for the periods presented are not necessarily
indicative of the results to be expected for the full year. The accompanying
financial statements should be read in conjunction with the Company's financial
statements for the year ended June 30, 2000.

Basic loss per share was computed using the weighted average number of common
shares outstanding.

During the six months ended December 31, 2000, an officer of the Company
contributed an aggregate of $150 to the Company for management services and
office expenses. This amount has been accounted for as a contribution of capital
to the Company. Additionally, the officer paid an aggregate of $1350 in
professional fees in behalf of the Company which has been accounted for as an
additional capital contribution.


<PAGE>


PART II:         Other Information

Item 2

MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

         The Company remains in the development stage and, since inception, has
experienced no significant change in liquidity or capital resources or
stockholder's equity.

Results of Operations

         During the six month period ending December 31, 2000, the Company has
engaged in no significant operations. No revenues were received by the Company
during this period.

Need for Additional Financing

         The Company will require additional capital in order to meet its cash
needs for the next year, including the costs of compliance with the continuing
reporting requirements of the Securities Exchange Act of 1934, as amended.

         No specific commitments to provide additional funds have been made by
management or other stockholders, and the Company has no current plans,
proposals, arrangements or understandings with respect to the sale or issuance
of additional securities prior to the location of a merger or acquisition
candidate. Accordingly, there can be no assurance that any additional funds will
be available to the Company to allow it to cover its expenses. Notwithstanding
the foregoing, to the extent that additional funds are required, the Company
anticipates receiving such funds in the form of advancements from current
shareholders without issuance of additional shares or other securities, or
through the private placement of restricted securities rather than through a
public offering. The Company does not currently contemplate making a Regulation
S offering.


<PAGE>


PART II OTHER INFORMATION

Item 1. Legal Proceedings.

         There are no pending legal proceedings, and the Company is not aware of
any threatened legal proceedings, to which the Company is a party or to which
its property is subject.

Item 2. Changes in Securities.

         There have been no material modifications in any of the instruments
defining the rights of the holders of any of the Company's registered
securities.

         None of the rights evidenced by any class of the Company's registered
securities have been materially limited or qualified by the issuance or
modification of any other class of the company's securities.

Item 3. Defaults Upon Senior Securities.

         Not applicable.

Item 4. Submission of Matters to a Vote of Security Holders.

         Not applicable.

Item 5. Other Information.

         Not Applicable

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

     (a) Exhibits

     No exhibits as set forth in Regulation SB, are considered necessary for
this filing.

     (b) Reports on Form 8-K

     No reports on Form 8-K were filed during the quarter for which this report
is filed.

<PAGE>

                                    Signature

         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.

Date: February 1, 2001                     /s/  Joseph Camillo
                                           -------------------
                                                Joseph Camillo,  Secretary