SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

             [X] Quarterly report pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

                  For the quarterly period ended December 31, 2000

       [ ] Transition report under Section 13 or 15(d) of the Exchange Act

                         Commission file number 0-30285

                              ENERGY VENTURES INC.
        (Exact name of small business issuer as specified in its charter)

                                    Delaware
                         (State or other jurisdiction of
                         incorporation or organization)

                        (IRS Employer Identification No.)

             43 Fairmeadow Avenue, Toronto, Ontario, Canada M2P 1W8
               (Address of principal executive offices)(Zip Code)

                                 (416) 733-2736
                           (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,  and (2) has been
subject to such filing requirements for the past 90 days.
Yes [ ]  No [X]

As of February 28, 2001, the Registrant had 13,628,979  shares of its Common
Stock outstanding.

Transitional Small Business Disclosure Format:    Yes  [  ]   No [X]

<PAGE>


                     ENERGY VENTURES INC. AND SUBSIDIARIES
                         (a development stage company)
                           CONSOLIDATED BALANCE SHEET

<TABLE>
<S>                                                                                       <C>                       <C>
                                                                                                 (Unaudited)
                                                                                                 December 31,       September 30,
                                                                                                     2000               2000

ASSETS

Current Assets:
  Cash                                                                                              $ 35,240            $ 3,793
  Accounts receivable                                                                                 32,740              5,059
  Refundable investment tax credits                                                                  106,905            106,311
  Due from related parties                                                                                 -             10,975
  Prepaid expenses and other current assets                                                          224,672            704,120
                                                                                            ----------------     -----------------
       Total current assets                                                                          399,557            830,258

Property and Equipment, net of accumulated depreciation of $121,868 and $105,096                     434,959            418,640

License and Technology Costs, net of accumulated amortization of $151,095 and $141,241               303,832            313,686
------------------------------------------------------------------------------------------------------------------------------------
       Total Assets                                                                              $ 1,138,348        $ 1,562,584
====================================================================================================================================

LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities:
  Accounts payable and accrued expenses                                                            $ 526,752        $   308,983
  Deferred revenue                                                                                    25,000             50,000
  Due to related parties                                                                             305,441            177,346
  Debentures payable                                                                                 497,678            497,678
                                                                                            ----------------    -----------------
       Total current liabilities                                                                   1,354,871          1,034,007

Loan Payable                                                                                         132,864             47,376
------------------------------------------------------------------------------------------------------------------------------------
       Total liabilities                                                                           1,487,735          1,081,383
------------------------------------------------------------------------------------------------------------------------------------
Commitments and Contingencies

Stockholders' Equity:
  Preferred stock - $.0001 par value;  authorized  5,000,000 shares, none issued
  Common stock - $.0001 par value; authorized 50,000,000 shares,
     issued and outstanding 13,628,979 and 13,571,979 shares                                           1,363              1,357
  Additional paid-in capital                                                                       7,434,494          7,142,120
  Accumulated other comprehensive income                                                               3,741              8,130
  Deficit accumulated during the development stage                                                (7,788,985)        (6,670,406)
------------------------------------------------------------------------------------------------------------------------------------
       Stockholders' equity                                                                         (349,387)           481,201
------------------------------------------------------------------------------------------------------------------------------------
       Total Liabilities and Stockholders' Equity                                                $ 1,138,348        $ 1,562,584
====================================================================================================================================

                                                                                   See Notes to Consolidated Financial Statements
</TABLE>

<PAGE>

                      ENERGY VENTURES INC. AND SUBSIDIARIES
                          (a development stage company)
                      CONSOLIDATED STATEMENT OF OPERATIONS

<TABLE>
<S>                                                    <C>                    <C>                      <C>
                                                                                     (Unaudited)

                                                                                                          Period from
                                                                  Three months ended                   November 19, 1996
                                                          December 31,        December 31,               (inception) to
                                                                2000               1999                December 31, 2000
                                                                                (Restated)
---------------------------------------------------------------------------------------------------------------------------

Revenue                                                 $     25,000         $   66,675                   $    437,544

Expenses:
  Research and development costs                             256,584            109,939                      1,263,406
  Professional fees                                          140,896             33,910                      1,259,893
  General and administrative                                 196,516            314,649                      4,188,616
  Interest and financing costs                               522,957              5,316                      1,241,295
  Depreciation and amortization                               26,626             21,656                        273,319
============================================================================================================================
Total expenses                                             1,143,579            485,470                      8,226,529
============================================================================================================================
Net loss                                                $ (1,118,579)        $ (418,795)                  $ (7,788,985)
============================================================================================================================
Loss per common share - basic and diluted                     ($0.08)            ($0.03)
============================================================================================================================
Weighted-average number of common
shares outstanding - basic and diluted                    13,608,359         12,642,470
============================================================================================================================

                                                      See Notes to Consolidated Financial Statements
</TABLE>

<PAGE>

                      ENERGY VENTURES INC. AND SUBSIDIARIES
                          (a development stage company)
                      CONSOLIDATED STATEMENT OF CASH FLOWS

<TABLE>
<S>                                                              <C>               <C>              <C>

                                                                                  (Unaudited)
                                                                                                     Period from
                                                                          Three months ended        November 19, 1996
                                                                    December 31,   December 31,     (inception) to
                                                                       2000            1999         December 31, 2000
                                                                                    (Restated)
-------------------------------------------------------------------------------------------------------------------
Cash flows from operating activities:
  Net loss                                                          $ (1,118,579)     $ (418,795)     $ (7,788,985)
    Adjustments to reconcile net loss to net cash used
      in operating activities
        Depreciation and amortization                                     26,626          21,656           273,143
        Noncash interest on advances settled with related party                -               -            28,604
        Common stock issued to founders                                        -               -           146,801
        Noncash compensatory charge on stock issued to an officer              -               -         3,018,815
        Common stock issued for services                                  70,000               -           364,557
        Noncash compensatory charge on stock options issued to an officer      -         275,950           275,950
        Issuance of compensatory stock options                                 -               -           515,496
        Issuance of compensatory stock warrants                          364,602               -           943,813
        Noncash compensatory charge for extension of the expiration
        date of options                                                  199,875               -           199,875
        Changes in operating assets and liabilities:                           -               -                 -
          Increase in accounts receivable                               (27,681)         (52,584)          (32,740)
          Increase in refundable investment tax credits                    (594)         (27,510)         (106,905)
          Decrease (increase) in prepaid expenses and other current
          assets                                                         114,846           6,875           (33,238)
          (Decrease) increase in accounts payable and accrued expenses   217,769        (108,256)          526,752
          (Decrease) increase in deferred revenue                       (25,000)               -            25,000
-------------------------------------------------------------------------------------------------------------------
            Net cash used in operating activities                      (178,136)        (302,664)       (1,643,062)
-------------------------------------------------------------------------------------------------------------------
Cash flows from investing activities:
  Purchases of property and equipment                                   (33,091)          (1,892)         (106,827)
  Acquisition of license and technology                                        -               -            (4,927)
-------------------------------------------------------------------------------------------------------------------
            Cash used in investing activities                           (33,091)          (1,892)         (111,754)
-------------------------------------------------------------------------------------------------------------------
Cash flows from financing activities:
  Proceeds from related parties' advances                                139,070         207,120           552,787
  Proceeds from issuance of debentures                                         -               -           497,678
  Proceeds from loan payable                                              85,488               -           132,864
  Proceeds from issuance of common stock                                       -         100,000           505,481
  Proceeds from issuance of common stock upon exercise of options              -               -            75,000
  Proceeds from issuance of common stock upon exercise of warrants        22,505               -            22,505
-------------------------------------------------------------------------------------------------------------------
             Net cash provided by financing activities                   247,063         307,120         1,786,315
-------------------------------------------------------------------------------------------------------------------
Effect of exchange rate changes on cash                                  (4,389)          (2,564)            3,741
-------------------------------------------------------------------------------------------------------------------
Net increase in cash                                                      31,447               -            35,240

Cash at beginning of period                                                3,793               -                 -
-------------------------------------------------------------------------------------------------------------------
Cash at end of period                                                   $ 35,240             $ -          $ 35,240
===================================================================================================================
Supplemental disclosure of cash flow information:
-------------------------------------------------------------------------------------------------------------------
  Cash paid during the period for interest                              $ 26,215        $ 19,622          $ 89,139
===================================================================================================================
Supplemental schedule of noncash investing and financing activities:
-------------------------------------------------------------------------------------------------------------------
  Issuance of common stock for payment of laboratory equipment           $     -        $      -          $450,000
===================================================================================================================
  Issuance of common stock in satisfaction of debt related to acquisition of
-------------------------------------------------------------------------------------------------------------------
  license and technology                                                 $     -        $      -          $450,000
===================================================================================================================
  Issuance of common stock for payment of advances owed to an officer    $     -        $      -          $275,950
===================================================================================================================
  Issuance of stock warrants to debenture holders in connection with extension of
  maturity dates                                                         $     -        $      -          $191,614
===================================================================================================================
                                                                    See Notes to Consolidated Financial Statements

</TABLE>

<PAGE>

                      ENERGY VENTURES INC. AND SUBSIDIARIES
                          (a development stage company)
               CONSOLIDATED STATEMENT OF COMPREHENSIVE OPERATIONS

<TABLE>
<S>                                                 <C>               <C>              <C>


                                                                       (Unaudited)
                                                                                        Period from
                                                            Three months ended          November 19, 1996
                                                     December 31,      December 31,     (inception) to
                                                          2000             1999         December 31, 2000
                                                                       (Restated)
----------------------------------------------------------------------------------------------------------------------------
Net loss                                             $(1,118,579)      $(418,795)         $(7,788,985)

Other comprehensive income (loss):
   Foreign currency translation                           (4,389)         (2,623)               3,741
-----------------------------------------------------------------------------------------------------------

Comprehensive loss                                   $(1,122,968)      $(421,418)         $(7,785,244)
==========================================================================================================

                                                           See Notes to Consolidated Financial Statements
</TABLE>

<PAGE>

                      ENERGY VENTURES INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                December 31, 2000

                                   (Unaudited)

1.       Basis of Presentation:

         The  financial  statements at December 31, 2000 and for the three-month
         period  then  ended   are  unaudited   and  reflect  all    adjustments
         (consisting  only of normal  recurring  adjustments)  which are, in the
         opinion  of  management,  necessary  for a  fair  presentation  of  the
         financial  position and operating  results for the interim period.  The
         financial  statements  have been prepared in accordance  with the rules
         and  regulations  of  the  Securities  and  Exchange  Commission    and
         therefore omit certain  information and footnote  disclosures  normally
         included in financial statements prepared in accordance with accounting
         principles  generally  accepted in the United  States of  America.  The
         Company  believes  that  the  disclosures  contained  in the  financial
         statements are adequate to make the information  presented  therein not
         misleading. The financial statements should be read in conjunction with
         the financial statements and notes thereto,  together with management's
         discussion   and  analysis  of  financial   condition  and  results  of
         operations, contained in the Company's Annual Report on Form 10-KSB for
         the fiscal year ending September 30, 2000.

         The results of operations for the three-month period ended December 31,
         2000 are not necessarily indicative of the results that may be expected
         for the entire fiscal year ending September 30, 2001.

2.       Stock Transactions:

         On October 2, 2000, the Company issued 17,000 shares of common stock at
         $1.38 per common  share  (valued  at  approximately  $23,000)  upon the
         exercising of warrants by a debenture holder.

         On November  17, 2000,  the Company  extended  the  expiration  date of
         options issued to employees and nonemployees to purchase 155,100 shares
         of  common  stock  exercisable  at $0.50  from  January  2, 2001 to the
         earlier of until March 31, 2001  or a proposed  common stock  offering.
         For the  three-month  period  ended  December  31,  2000,  the  Company
         recorded a charge to operations for approximately $69,000, representing
         the  differential  between  the fair value of the common  stock and the
         exercise price of options issued to employees to purchase 55,100 shares
         of common stock as of the date of extension.  Additionally,  during the
         current  period,  the  Company  recorded  a charge  to  operations  for
         approximately  $131,000,  representing the fair value of options issued
         to  nonemployees  to purchase  100,000 shares of common stock as of the
         date of extension.

         On November  22,  2000,  the Company  entered  into an  agreement  with
         consultants to provide services to the Company.  The Company issued the
         consultants  40,000 shares of common stock for those services.  For the
         three-month  period ended  December 31,  2000,  the Company  recorded a
         charge to operations for approximately  $70,000,  representing the fair
         value of the shares of common stock on the issuance date.

3.       Restatement of Prior Period Amounts

         For comparability,  certain 1999 amounts have been reclassified,  where
         appropriate, to conform to the financial statement presentation used in
         2000. Additionally, for the three-month period ended December 31, 1999,
         the  statement  of  operations  has been  revised  to reflect a noncash
         compensatory  charge of $275,950 for options  issued to an officer at a
         price below the fair value of the common stock.


<PAGE>

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

         Certain  statements  made in this  Quarterly  Report on Form 10-QSB are
"forward-looking"  statements  within  the  meaning  of the  Private  Securities
Litigation Reform Act of 1995. Such statements  involve known and unknown risks,
uncertainties,  and other factors that may cause actual results, performance, or
achievements of the Company to be materially  different from any future results,
performance,  or  achievements  expressed  or  implied  by such  forward-looking
statements.  Although the Company  believes that the  expectations  reflected in
such  forward-looking  statements  are based upon  reasonable  assumptions,  the
Company's  actual  results could differ  materially  from those set forth in the
forward-looking  statements.  Certain factors that might cause such a difference
include,  but are not limited to, general  economic  conditions,  our ability to
complete development and then market our products, competitive factors and other
risk factors as stated in other of our public  filings with the  Securities  and
Exchange Commission.

         This report is for the three month  interim  period ended  December 31,
2000. Accordingly, this section will primarily discuss the Company's position as
of such date.

Overview

         Energy Ventures Inc. (hereafter, the "Company" or "EVI") was formed in
November  1996,  to research,  develop and  commercialize  rechargeable  battery
technologies.  The Company has four core battery  technologies  - 1) Lithium Ion
("LI") now  licensed to Pacific  Lithium  Limited  ("PLL") of New  Zealand),  2)
Nickel  Zinc  ("NiZn"),  3) Zinc  Carbon  Bromine  ("ZnCBr")  and 4) the  Direct
Methanol Fuel Cell ("DMFC"), which technology was developed in October 1999. The
company is currently  working on the development and  optimization of the latter
three  technologies  with the highest priority being directed towards the Direct
Methanol Fuel Cell.

         The  Company's  major  focus  is  upon  two  areas - the  research  and
development  of the  Company's  Direct  Methanol  Fuel Cell  Technology  and the
Pre-Commercialization  of the  company's  Nickel  Zinc and  Carbon-Zinc  Bromine
technologies.  Costs  relating to the latter project are in large part supported
by the Industrial Research Assistance Program through the  Pre-Commercialization
contribution  agreement  executed  in March 2000.  The company  expects to spend
significant sums upon expanding its battery testing capability and has purchased
and is  refurbishing  a pilot  battery  production  line to  further  expand its
facilities at the Ottawa  laboratory.  While there can be no assurance  that our
business plan for the next year will be successful, the R&D programs,  strategic
alliances and targeted financing planned for the Company are expected to support
the  Company's  activities  until  significant  income  streams of royalties and
license fees develop.

Comparative Disclosure

         During the quarter  ended  December 31,  2000,  the Company was still a
development stage company and has yet to achieve significant revenues. Revenues,
in the quarter ended December 31, 2000 of $25,000  resulted in a decrease of 63%
compared to the quarter revenues of the prior year,  approximately  $67,000. The
decrease in revenues during the quarter is a result of a decrease in fees earned
in joint  research  development  projects.  Pursuant to the terms of the License
Agreement,  such  revenues  should  continue at the minimum rate of $100,000 per
annum  through  March 2002.  We expect  revenues  from PLL to increase  once PLL
commences  selling  LI  cathode  materials  and  LI  batteries  containing  such
materials thereby generating additional royalties for the Company. Other revenue
sources  will  not  result  until  the  Company   successfully   completes   the
commercialization  of its other technologies and is able to successfully license
them to battery manufacturers.

         The Company's expenses in the quarters ended December 31, 2000 and 1999
totaled  approximately  $1,144,000  and  $485,000  respectively  resulting in an
increase of 136%.  This increase was a result of the Company  incurring  noncash
financing  costs of  approximately  $365,000  relating to the  issuance of stock
warrants to debenture  holders.  Additionally,  the Company  incurred charges of
approximately  $70,000 for common stock  issued to  consultants  for  investment
advisory  services  provided in connection with the Company filing a preliminary
prospectus  in Canada for the sale of shares of common  stock.  Also the Company

<PAGE>

incurred noncash  compensatory  charges of approximately  $200,000 in connection
with the  extension  of the  expiration  dates of options  previously  issued to
employees and to laboratory  consultants.  During the prior year's quarter,  the
Company incurred  noncash  compensatory  charges of  approximately  $276,000 for
options issued to an officer.

         Expenses,  excluding such items, totaled approximately  $509,000 in the
current year and approximately  $209,000 in the prior year. The most significant
costs  included  in such  values  are the  Company's  technology  expenses  i.e.
expenses related to the research and development  cost of the company's  battery
technologies  (approximately  $191,000 in 2000 - a 74%  increase  over the prior
years approximately $110,000).

         Research and development costs increased approximately 134% to $257,000
for the quarter ended December 31, 2000 from approximately $110,000 for the same
period of 2000. The increase in research and development costs resulted from the
Company incurring non cash compensatory charges of approximately $66,000 for the
extension of the  expiration  dates of options  previously  issued to laboratory
consultants.  During the current period, the Company incurred  additional salary
costs for four new laboratory technicians added to its staff in April 2000.

         Professional  fees  increased  approximately  315% to $141,000  for the
quarter ended December 31, 2000 from  approximately  $34,000 for the same period
of 2000. The increase in professional fees is a result of additional  accounting
and legal fees incurred in connection  with  securities law matters arising from
the Company's  compliance with the federal securities laws and costs incurred on
the  filing of a  preliminary  prospectus  in  Canada  for the sale of shares of
common stock.

         General and administrative expenses decreased by approximately $119,000
to $196,000 for the quarter ended December 31, 2000. The net decrease in general
and  administrative  expenses  resulted  from the Company  incurring  additional
noncash  compensatory  charges of approximately  $142,000 for the same period of
2000, while incurring  additional  salary costs of approximately  $23,000 during
the current period.

         Interest and financing  costs  increased by  approximately  $518,000 to
$523,000 for the quarter ended December 31, 2000 from  approximately  $5,000 for
the same period of 2000. A  significant  portion of the increase in interest and
financing costs is noncash financing costs of approximately $365,000 relating to
the issuance of stock warrants to debenture holders.  Additionally,  the Company
incurred charges of approximately $70,000 for common stock issued to consultants
for  investment  advisory  services  in  connection  with the  Company  filing a
preliminary  prospectus for the sale of shares of common stock. The Company also
incurred other financing and interest costs amounting to  approximately  $83,000
during the current period pertaining to the outstanding debentures.

Liquidity

         At December 31,  2000,  the Company had  approximately  $35,000 cash on
hand and a working capital deficiency of approximately $955,000. The Company has
approximately $100,000 in monthly expenses and $8,000 in revenues.

         The  Company is seeking to raise new  capital to support its growth and
technology   research  and  development  costs  and  to  fund  expanded  capital
facilities.  At December  31,  2000,  the Company  owed  approximately  $498,000
relating to Debentures  due to be paid in January and February 2001. The Company
repaid approximately $50,000 of such Debentures in January and February 2001 and
must under their current terms repay approximately $448,000 of the Debentures on
February 28, 2001. However, the Company is currently  negotiating with the agent
of the Debenture  holders and expects that such  Debentures will be extended and
become due on the  closing  date of the  Company's  current  share  offering  in
Canada.

        In late 2000,  the Company filed a  Preliminary  Prospectus in Canada in
connection  with an offering of public  shares to investors who are residents of
six  specified  Canadian  Provinces.  Northern  Securities  Inc.,  the Company's
investment  banker, is currently actively marketing such offering and based upon
expressions of interest to date,  have indicated to the Company that they expect
to successfully  raise new capital of a minimum of $2,000,000 on or before March

<PAGE>

31, 2001. The Company believes that it will successfully raise $3,300,000 rather
than the stated  $2,000,000  based  upon  investor  discussions  to date and due
diligence  activities  of such  possible  investors.  There can be no assurance,
however,  that this or any other financing will be successful,  and if it is not
successful,  additional  debt  financing  will be  required  and  the  Company's
research  and  development  activities  will  have to be  reduced  or  will  not
accelerate to the extent they otherwise  intended.  The Company continues to the
date hereof to be funded by the  President  and Chief  Executive  Officer of the
Company (at the date hereof the sum owed to such  President and Chief  Executive
Officer  approximates  $355,000).  The  Company  understands  that he intends to
continue  to  support  the  Company  until  the  share  offering  in  Canada  is
successfully completed.

         The  Company  has a long  standing  Alliance  Agreement  with  National
Research  Council of Canada and is  currently in advanced  discussions  with The
Alberta  Research  Council  Inc.  (ARC) of Alberta,  Canada  concerning  a joint
research and development  program.  ARC and the Company have agreed in principle
on a joint  development  program to create  prototype  fuel cells based upon the
Company's   Direct  Methanol  Fuel  Cell  technology.   A  comprehensive   joint
development  agreement is currently being negotiated with ARC under the expected
terms of which ARC will  contribute $2 million in technical and other  resources
over a three year  period in  exchange  for  common  shares of the  company  and
warrants  to  purchase  common  shares of the  Company in  quantities  yet to be
finalized.  National  Research  Council of Canada  has  verbally  indicated  its
intention  to support  such  initiative  by  allocating  technical  staff to the
project  and  providing  other  significant  support.   Such  arrangements  will
collectively,  the Company  anticipates,  enhance the  likelihood  of the public
offering of shares being successful.


<PAGE>

                                     PART II
                                OTHER INFORMATION

Item 1.  Legal Proceedings.

         None.

Item 2.  Changes in Securities.

           On October 2, 2000,  the Company issued 17,000 shares of common stock
         at $1.38 per common share  (valued at  approximately  $23,000) upon the
         exercising of warrants by a debenture holder.

         On November  17, 2000,  the Company  extended  the  expiration  date of
         options issued to employees and nonemployees to purchase 155,100 shares
         of  common  stock  exercisable  at $0.50  from  January  2, 2001 to the
         earlier of until March 31, 2001 and a proposed  common stock  offering.
         For the  three-month  period  ended  December  31,  2000,  the  Company
         recorded a charge to operations for approximately $69,000, representing
         the  differential  between  the fair value of the common  stock and the
         exercise price of options issued to employees to purchase 55,100 shares
         of common stock as of the date of extension.  Additionally,  during the
         current  period,  the  Company  recorded  a charge  to  operations  for
         approximately  $131,000,  representing the fair value of options issued
         to  nonemployees  to purchase  100,000 shares of common stock as of the
         date of extension.

         On November  22,  2000,  the Company  entered  into an  agreement  with
         consultants to provide services to the Company.  The Company issued the
         consultants  40,000 shares of common stock for those services.  For the
         three-month  period ended  December 31,  2000,  the Company  recorded a
         charge to operations for approximately  $70,000,  representing the fair
         value of the shares of common stock on the issuance date.

Item 3.  Defaults Upon Senior Securities.

         None.

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

         None.

Item 5.  Other Information.

         None.

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

         (a)      27      Financial Data Schedule

         (b)      None.


<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  thereto  duly
authorized.

Date: March 6, 2001

                              ENERGY VENTURES INC.



                              /s/D. Wayne Hartford
                              D. Wayne Hartford
                              Chief Executive Officer


                              /s/Peter F. Searle
                              Peter F. Searle
                              Vice President, Finance