UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark One)

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

     For the quarterly period ended: February 28, 2002

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

     For the transition period from ________ to ________.


                         Commission file number 0-10093

                              Golf Rounds.com, Inc.
                -------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

        Delaware                                        59-1224913
   -----------------------                              ----------
(State or other jurisdiction of                      (I.R.S. Employer
 incorporation or organization)                      Identification No.)

            111 Village Parkway, Building 2, Marietta, Georgia 30067
            --------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

                                 (770) 951-0984
                          ---------------------------
                           (Issuer's telephone number)

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

     Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
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 the number of shares outstanding of each of the issuer's classes of
common equity as of the latest practicable date: As of April 19, 2002, the
issuer had 3,447,377 shares of common stock, par value $.01 per share,
outstanding.

     Transitional Small Business Disclosure Format (check one):
                        Yes        No    X
                             -----     -----




<Page>



PART I - FINANCIAL INFORMATION
------   ---------------------

Item 1. - Financial Statements

                              GOLF ROUNDS.COM, INC.
                                  BALANCE SHEET
                                   (Unaudited)


                                                                    February 28,
                                                                       2002
                                                                    -----------
ASSETS

    Current assets:
        Cash and cash equivalents                                   $ 2,980,659
        Prepaid expenses and other                                       34,500
                                                                    -----------
           Total current assets                                       3,015,159

    Equipment, net of accumulated depreciation of $2,597                  -
                                                                    -----------
           Total assets                                             $ 3,015,159
                                                                    ===========
LIABILITIES AND STOCKHOLDERS' EQUITY

    Current liabilities:
        Accounts payable and accrued liabilities                    $    23,303
                                                                    -----------
    Stockholders' equity:
        Common stock, $.01 par value, 12,000,000
           shares authorized, 3,447,377
           shares issued and outstanding                                 34,473
        Additional capital in excess of par value                     4,773,866
        Accumulated deficit                                          (1,816,483)
                                                                    -----------
               Total stockholders' equity                             2,991,856
                                                                    -----------
               Total liabilities and stockholders' equity           $ 3,015,159
                                                                    ===========


            See accompanying notes to financial statements.




                                       2
<Page>




                              GOLF ROUNDS.COM, INC.
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)


                                                         For the three months
                                                          ended February 28,
                                                           2002           2001
                                                           ----           ----
Revenues:
    Web site advertising                             $      -      $        100
                                                     -----------    -----------
Expenses:
    General, administrative and other                     49,564         97,073
    Amortization and depreciation                           -               390
                                                     -----------    -----------
          Total expenses                                  49,564         97,463
                                                     -----------    -----------
Net operating loss before unusual item                   (49,564)       (97,363)

Refund of Directors and Officers'
  Liability insurance premium                             34,500           -
                                                     -----------    -----------
Net loss from operations                                 (15,064)       (97,363)

Other income (expenses):
    Interest and dividends                                 7,518         44,550
                                                     -----------    -----------

Net loss                                             $    (7,546)   $   (52,813)
                                                     ===========    ===========
Basic and diluted net loss per share                 $      (.00)   $      (.02)
                                                     ===========    ===========

Weighted average number of shares outstanding          3,447,377      3,447,377
                                                     ===========    ===========



             See accompanying notes to financial statements.


                                       3

<Page>




                              GOLF ROUNDS.COM, INC.
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)


                                                            For the six months
                                                            ended February 28,
                                                           2002           2001
                                                           ----           ----
Revenues:
    Web site advertising                             $      -       $       100
                                                     -----------    -----------
Expenses:
    General, administrative and other                    103,255        205,904
    Amortization and depreciation                            518            780
                                                     -----------    -----------
          Total expenses                                 103,773        206,684
                                                     -----------    -----------
Net operating loss before unusual item                  (103,773)      (206,584)

Refund of Directors and Officers'
  Liability insurance premium                             34,500           -
                                                     -----------    -----------
Net loss from operations                                 (69,273)      (206,584)

Other income (expenses):
   Interest and dividends                                 23,019         93,587
   (Loss) on sale of marketable securities               (12,422)          -
                                                     -----------    -----------
        Total other income (expenses)                     10,597         93,587
                                                     -----------    -----------

Net loss                                             $   (58,676)   $  (112,997)
                                                     ===========    ===========
Basic and diluted net (loss) per share               $      (.02)   $      (.03)
                                                     ===========    ===========

Weighted average number of shares outstanding          3,447,377      3,447,377
                                                     ===========    ===========



             See accompanying notes to financial statements.



                                       4


<Page>


                              GOLF ROUNDS.COM, INC.
                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)


                                                           For the six months
                                                           ended February 28,
                                                           2002           2001
                                                           ----           ----
Cash flows from operating activities:
Net (loss)                                           $   (58,676)   $  (112,997)
Adjustments to reconcile net loss to net
cash used in operating activities:
  Amortization and depreciation                              518            780
  Loss on sale of marketable securities                   12,422           -
  Loss on sale of equipment                                 -             5,054
  Increase or decrease in:
    Prepaid expenses and other                           (14,376)        20,196
    Accounts payable and accrued liabilities               1,542         (2,811)
                                                     -----------    -----------

Net cash used by operating activities                    (58,570)       (89,778)
                                                     -----------    -----------
Cash flows from investing activities:
  Proceeds from sale of marketable securities             89,200           -
  Proceeds from sale of equipment                           -             3,000
                                                     -----------    -----------
Net cash provided by investing activities                 89,200          3,000
                                                     -----------    -----------
Net increase (decrease) in
  cash and cash equivalents                               30,630        (86,778)

Cash and cash equivalents at beginning
    of period                                          2,950,029      3,250,674
                                                     -----------    -----------
Cash and cash equivalents at end of period           $ 2,980,659    $ 3,163,896
                                                     ===========    ===========


                 See accompanying notes to financial statements.


                                       5
<page>
                              GOLF ROUNDS.COM, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)

1.       Basis of Presentation

         The accompanying unaudited balance sheet of Golf Rounds.com,
Inc. (the "Company") as of February 28, 2002 and the unaudited statements of
operations for the three-month and six-month periods ended February 28, 2002 and
2001 and the unaudited statements of cash flows for the six-month periods ended
February 28, 2002 and 2001 reflect all material adjustments which, in the
opinion of management, are necessary for a fair presentation of results for the
interim periods. Certain information and footnote disclosures required under
generally accepted accounting principles have been condensed or omitted pursuant
to the rules and regulations of the Securities and Exchange Commission, although
the Company believes that the disclosures are adequate to make the information
presented not misleading. These financial statements should be read in
conjunction with the year-end financial statements and notes thereto included in
the Company's Annual Report on Form 10-KSB for the year ended August 31, 2001,
as filed with the Securities and Exchange Commission on November 29, 2001.

         The results of operations for the three-month and six-month periods
ended February 28, 2002 and 2001 are not necessarily indicative of the results
to be expected for the entire fiscal year or for any other period. Prior year's
financial statements have been reclassified to conform to the current year's
presentation.

2.       Loss Per Share

         Net loss per common share is based on the weighted average number of
shares outstanding. Excluded from the net loss per share calculations for the
six-month periods ended February 28, 2002 and 2001 are contingently issuable
shares that, if included, would have an antidilutive effect.



3.       Legal Proceedings

         The Company has reported a potential claim in prior filings with the
Securities and Exchange Commission. On December 10, 2001, a complaint, which is
related to this claim, was filed in Superior Court of New Jersey by Saint
Barnabas Medical Center (Docket No. L11080-01). The complaint was received by
the Company on January 4, 2002 and names Golf Rounds.com, Inc. and approximately
nine other defendants. The plaintiff is a hospital, which is seeking payment of
approximately $132,000 in medical expenses incurred by the late spouse of a
former Company employee. The complaint seeks, in addition to the payment of
medical expenses, cost of suit, counsel fees and, in one count, punitive
damages. It is the opinion of management that the Company is not liable for the
payment of the medical expenses, and that the likelihood of punitive damages
being awarded in this dispute is remote. If punitive damages were awarded,
however, New Jersey law limits the amount of a potential award to $660,000 (five
time actual damages).

4.       Directors' Stock Options

         On December 3, 2001, the Board of Directors, by unanimous consent
awarded ten-year options to purchase 40,000 shares at an exercise price of $0.60
per share, to each of its four directors. The options are immediately
exercisable.




                                       6

<Page>


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

         This Form 10-QSB contains forward-looking statements that may involve
known and unknown risks, uncertainties and other factors that may cause the
Company's actual results and performance in future periods to be materially
different from any prior periods or performance suggested by these statements.

Overview

           The Company was incorporated in 1968. Until the fourth quarter of
fiscal 1992, we were engaged in the wholesale distribution of aluminum alloys,
steel and other specialty metals under the name American Metals Service, Inc. In
the fourth quarter of fiscal 1992, we liquidated our assets and did not conduct
any business operations until May 1999. At that time, we acquired the assets of
PKG Design, Inc., the developer of golfrounds.com and skiingusa.com, two
sports-related Internet websites. In connection with the acquisition of these
websites, we changed our name to Golf Rounds.com, Inc.

Recent Events

           In August 2001, we determined to cease operations of our
golfrounds.com and skiingusa.com websites since continued maintenance of these
websites was not a productive use of our resources. We still own the rights to
these domain names and may sell them in connection with a business combination.

Current Business Plan

           Our current business plan is primarily to serve as a vehicle for the
acquisition of a target business that we believe will have significant growth
potential. We intend to use our available cash (currently approximately $3
million), capital stock, debt or a combination of these to effect a business
combination with a company that desires to establish a public trading market for
its securities while avoiding what it may deem to be adverse consequences of
undertaking a public offering itself, such as time delays, significant expense,
loss of voting control and other burdens including significant professional
fees. The business combination may be with a financially stable, mature company
or a company that is financially unstable or in its early stages of development
or growth.

           In seeking to attain our business objective, we will not restrict our
search to any particular industry. Rather, we may investigate businesses of
essentially any kind or nature and participate in any type of business that may,
in our management's opinion, meet our business objectives as described in this
report. We emphasize that the description in this report of our business
objectives is extremely general and is not meant to restrict the discretion of
our management to search for and enter into potential business opportunities. We
have not chosen the particular business in which we will engage and have not
conducted any market studies with respect to any business or industry for you to
evaluate the possible merits or risks of the target business or the particular
industry in which we may ultimately operate. To the extent we enter into a
business combination with a financially unstable company or an entity in its
early stage of development or growth, including entities without established
records of sales or earnings, we will become subject to numerous risks inherent
in the business and operations of financially unstable and early stage or
potential emerging growth companies. In addition, to the extent that we effect a
business combination with an entity in an industry characterized by a high level
of risk, we will become subject to the currently unascertainable risks of that
industry. An extremely high level of risk frequently characterizes certain
industries that experience rapid growth. In addition, although we will endeavor
to evaluate the risks inherent in a particular industry or target business, we
cannot assure you that we will properly ascertain or assess all significant risk
factors.


                                       7
<Page>


Results of Operations

Three months ended February 28, 2002 as compared to the three months ended
February 28, 2001:

           We have had no significant revenues (other than interest income)
since 1992 and will not achieve any significant revenues (other than interest
income) until, at the earliest, the completion of a business combination. For
the three months ended February 28, 2002 interest and dividend income was
$7,518, as compared to $44,550 for the three months ended February 28, 2001. The
decrease in interest income was due to the decline in the effective yield of
interest rates (i.e., rates dropped from 6.2% to 0.95% on our invested capital).
In addition, we realized a loss of $12,422 on the sale of a marketable security.

           General, administrative and other expenses were $49,564 for the three
months ended February 28, 2002, as compared to $97,463 for the three months
ended February 28, 2001. The decrease in general, administrative and other
expenses was due primarily to the reduction or elimination of: payroll,
including the former president's salary; rent and utility expenses of the
Kinnelon, N.J. office that has been closed; and maintenance expenses for the
Company's two web sites that have been shut down.

           General, administrative and other expenses for the three months ended
February 28, 2002 consisted primarily of payroll expenses of $16,148, audit and
accounting fee expenses of $11,220, directors' and officers' liability insurance
expenses of $8,625, legal and due diligence expenses of $5,272, office sharing
expenses of $2,700, and stockholder services expenses of $1,500.

           Depreciation expense was $0 for the three months ended February 28,
2002 as compared to $390 for the three months ended February 28, 2001.

           During the three months ended February 28, 2002, the Company received
notification that it was to receive a non-recurring refund of Directors and
Officer's liability insurance premium of $34,500. This amount has been recorded
as a receivable and reported separately on the statements of operations.


                                       8
<Page>


Six months ended February 28, 2002 as compared to the six months ended February
28, 2001:

           For the six months ended February 28, 2002 interest and dividend
income was $23,019 compared to $93,587 for the comparable period of the prior
fiscal year. The decrease in interest income was due to the decline in the
effective yield of interest rates (i.e., rates dropped from 6.2% to 0.95% on our
invested capital). In addition, we realized a loss of $12,422 on the sale of a
marketable security. Although we had intended to hold this security, which
originally cost $101,620, to maturity, we decided to sell it when we perceived a
change in the creditworthiness of the issuer - Enron Capital LLC.

         General, administrative and other expenses were $103,255 for the six
months ended February 28, 2002 compared to $205,904 for the six months ended
February 28, 2001. The decrease in general, administrative and other expenses
was due primarily to the reduction of rent, web consulting and medical insurance
expenses that resulted from the closing the Kinnelon, N.J. office, out sourcing
maintenance of the Company's two web sites, and eliminating the medical
insurance plan that included significant corporate participation in the payment
of medical costs incurred by covered employees. Amortization and depreciation
expense was $518 for the six months ended February 28, 2002 as compared to $780
for the six months ended February 28, 2001.

           General, administrative and other expenses for the six-month period
ended February 28, 2002 consisted primarily of payroll expenses of $32,295,
legal and due diligence expenses of $21,630, audit and accounting fee expenses
of $17,891, directors' and officers' liability insurance expenses of $17,250,
office sharing expenses of $5,400, and stockholder services expenses of $3,000.


           We had previously self-insured various amounts of our employees'
medical claims; however, as of March 31, 2000, we no longer self-insured our
employees' and their families' medical claims. From April 1, 2000 until March
31, 2001, we purchased medical insurance that eliminated the Company's liability
for future medical claims of our employees and their families. As of April 1,
2001, the Company no longer provides medical insurance benefits for any
employee.

           On December 10, 2001, a complaint was filed in Superior Court of New
Jersey by Saint Barnabas Medical Center (Docket No. L11080-01). The complaint
was received by the Company on January 4, 2002 and names Golf Rounds.com, Inc.
and approximately nine other defendants. The plaintiff is a hospital, which is
seeking payment of approximately $132,000 in medical expenses incurred by the
late spouse of a former Company employee. The complaint seeks, in addition to
the payment of medical expenses, cost of suit, counsel fees and, in one count,
punitive damages. It is the opinion of management that the Company is not liable
for the payment of the medical expenses, and that the likelihood of punitive
damages being awarded in this dispute is remote. If punitive damages were
awarded, however, New Jersey law limits the amount of a potential award to
$660,000 (five time actual damages).
Liquidity and Capital Resources

           At February 28, 2002, cash and cash equivalents were $2,980,659,
which included $2,973,447 that was invested in a money market account with an
effective yield of 0.95%, and working capital was $2,997,128.

                                       9
<Page>




PART II - OTHER INFORMATION

Item 1. - Legal Proceedings

           On December 10, 2001, a complaint was filed in Superior Court of New
Jersey by Saint Barnabas Medical Center (Docket No. L11080-01). The complaint
was received by the Company on January 4, 2002 and names Golf Rounds.com, Inc.
and approximately nine other defendants. The plaintiff is a hospital, which is
seeking payment of approximately $132,000 in medical expenses incurred by the
late spouse of a former Company employee. The complaint seeks, in addition to
the payment of medical expenses, cost of suit, counsel fees and, in one count,
punitive damages. It is the opinion of management that the Company is not liable
for the payment of the medical expenses, and that the likelihood of punitive
damages being awarded in this dispute is remote. If punitive damages were
awarded, however, New Jersey law limits the amount of a potential award to
$660,000 (five time actual damages).



PART II - OTHER INFORMATION
-------   -----------------

Item 2. - Changes in Securities and Use of Proceeds


(c)        Recent Sale of Unregistered Securities


           During the quarter ended February 28, 2002, we made the following
           sales of unregistered securities.
<Table>
<Caption>

------------- ---------------- ------------- ----------------------- ------------------ --------------------
                                              Consideration received
                                                and description of                      If option, warrant
                                              Underwriting or other                       or convertible
                                               discounts to market     Exemption from    security terms of
                  Title of                        price offered to       registration        exercise or
 Date of Sale     Security      Number Sold         Purchasers             claimed          conversions
 ------------- ---------------- ------------- ----------------------- ------------------ --------------------
<S>               <C>          <C>            <C>                      <C>               <C>

  12/03/01      Option to        160,000      No cash consideration         4(2)          Exercisable in
              purchase common                received until exercise                      full upon grant
              stock issued to                                                             for ten years
                 directors                                                               from the date of
                                                                                            grant at an
                                                                                         exercise price of
                                                                                          $0.60 per share
------------- ---------------- ------------- ----------------------- ------------------ --------------------

</Table>



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


(a)      Exhibits

         None.


(b)      Reports on Form 8-K

         None.





                                       10
<Page>


                                    SIGNATURE

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


                                       GOLF ROUNDS.COM, INC.



Dated: April 22, 2002                  By:   /s/ Robert H. Donehew
                                             ---------------------------------
                                             Robert H. Donehew
                                             President and Treasurer
                                             (Principal Financial
                                             and Accounting Officer)