SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB


(Mark One)
   [X]   Quarterly report under Section 13 or 15(d) of the Securities Exchange
         Act of 1934 for the quarterly period ended March 31, 2001.

   [ ]   Transition report under Section 13 or 15(d) of the Securities Exchange
         Act of 1934 for the transition period from              to            .



         Commission file number: 0-29601
                                 -------


                              CYBERCOSMETICS, INC.
        (Exact name of small business issuer as specified in its charter)




                   Nevada                                  88-0360533
                   ------                                  ----------
      (State or other jurisdiction of                   (I.R.S. Employer
       incorporation or organization)                  Identification No.)





            268 West 400 South, Suite 300, Salt Lake City, Utah 84101
            ---------------------------------------------------------
               (Address of principal executive office) (Zip Code)


                                 (801) 575-8073
                                 --------------
                           (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 XX        No
                                      --------       --------


The number of outstanding shares of the issuer's common stock, $0.001 par value
(the only class of voting stock), as of May 11, 2001 was 2,042,000.


<PAGE>



                                TABLE OF CONTENTS

                                     PART I

ITEM 1.  FINANCIAL STATEMENTS..................................................3

Unaudited Balance Sheet as of March 31, 2001...................................4

Unaudited Statement of Operations for the three months ended March 31, 2001 and
2000 and June 3, 1996 (Date of Inception) to March 31, 2001....................5

Unaudited Statement of Cash Flows for the three months ended March 31, 2001 and
2000 and June 3, 1996 (Date of Inception) to March 31, 2001....................6

Notes to Condensed Financial Statements........................................7


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.............8

                                     PART II

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K......................................8

SIGNATURES.....................................................................9

INDEX TO EXHIBITS.............................................................10












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                                        2

<PAGE>



                                     PART I

ITEM 1.           FINANCIAL STATEMENTS

As used  herein,  the term  "Company"  refers to  Cybercosmetics  Inc., a Nevada
corporation,  and its subsidiaries and predecessors unless otherwise  indicated.
Unaudited,  condensed interim financial statements including a balance sheet for
the Company as of the quarter ended March 31, 2001 and statements of operations,
and  statements  of cash  flows  for the  interim  period up to the date of such
balance  sheet and the  comparable  period of the  preceding  year are  attached
hereto as Pages 4 through 8 and are incorporated herein by this reference.













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                                        3

<PAGE>



                              CYBERCOSMETICS, INC.
                          (A Development Stage Company)
                                 Balance Sheets
                              as of March 31, 2001

<TABLE>
<CAPTION>

                                                                                       (Unaudited)
                                                                                      March 31, 2001
                                                                                       -----------
<S>                                                                                   <C>

ASSETS

CURRENT ASSETS:

     Cash                                                                              $         15
                                                                                       ------------
     TOTAL CURRENT ASSETS                                                                        15

TOTAL ASSETS                                                                           $         15

                                                                                       ============

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:

     Accounts Payable                                                                           200
     Accounts Payable - Related Party                                                         2,705
                                                                                       ------------
              TOTAL CURRENT LIABILITIES                                                       2,905

STOCKHOLDERS' EQUITY:

     Preferred stock, $.001 par value; authorized 5,000,000 shares; 0 shares issued               -
     Common stock, $.001 par value; authorized 20,000,000 shares;
            2,042,000 shares issued and outstanding on March 31, 2001                         2,042
     Additional paid-in capital                                                                 324
     Accumulated deficit during development stage                                            (5,256)
                                                                                       ------------
              TOTAL STOCKHOLDERS' EQUITY                                                     (2,890)
                                                                                       ------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                             $         15

                                                                                       ============

</TABLE>

    The accompanying notes are an integral part of these financial statements


                                        4

<PAGE>



                              CYBERCOSMETICS, INC.
                          (A Development Stage Company)
                       Unaudited Statements of Operations
             For the Three Months Ended March 31, 2001 and 2000 and
               June 3, 1996 (Date of Inception) to March 31, 2001

<TABLE>
<CAPTION>



                                                             March 31,     March 31,     Inception to
                                                               2001          2000       March 31, 2001
                                                            ----------  ---------------  ------------
<S>                                                        <C>         <C>              <C>

                                                            ----------  ---------------  ------------
Revenue:
     None                                                   $        -  $             -  $          -
                                                            ----------  ---------------  ------------

Expenses:
     General & administrative costs                                  -              959        -5,256
                                                            ----------  ---------------  ------------

Operating Profit (Loss)                                              -             (959)       (5,256)
                                                            ----------  ---------------  ------------

Provision for income taxes                                           -                -             -

                  Net loss                                  $         - $          (959)  $     5,256)

                                                            ==========  ===============  ============

Net loss per common share - basic                           $        -  $             -
                                                            ==========  ===============

Weighted average number of shares outstanding - basic        2,042,000        1,042,822

                                                            ==========  ===============
</TABLE>





    The accompanying notes are an integral part of these financial statements

                                        5

<PAGE>

                              CYBERCOSMETICS, INC.
                         (A Developmental Stage Company)
                       Unaudited Statements of Cash Flows
             For the Three Months Ended March 31, 2001 and 2000 and
               June 3, 1996 (Date of Inception) to March 31, 2001
<TABLE>
<CAPTION>



                                                                                               June 3, 1996
                                                                    March 31,     March 31,   (Inception) to
                                                                      2001          2000       March 31, 2001
                                                                  ----------     ----------   -------------
<S>                                                              <C>           <C>           <C>

CASH FLOWS FROM OPERATING ACTIVITIES:

     Net (loss)                                                   $        -     $     (959)  $      (5,256)
                                                                  ----------     ----------   -------------

     Adjustments to reconcile net (loss) to net cash used by
operating activities:
          Services paid with common stock                                                 -           1,006
          Increase in accounts payable                                     -          1,010           2,905
                                                                  ----------     ----------   -------------

     Net cash provided (used) by operating activities                      -             51          (1,345)
                                                                  ----------     ----------   -------------


CASH FLOWS FROM FINANCING ACTIVITIES:

          Capital contributions by incorporators                                          -           1,000
          Stock subscriptions collected                                    -            360             360
                                                                  ----------     ----------   -------------
     Net cash provided by financing activities                             -            360           1,360

Net increase in cash                                                       -            411              15
                                                                  ----------     ----------   -------------

Cash, beginning                                                           15              -               -
                                                                  ----------     ----------   -------------

Cash, ending                                                      $       15     $      411   $          15

                                                                  ==========     ==========   =============

SUPPLEMENTAL SCHEDULE OF NON-CASH
INVESTING AND FINANCING ACTIVITIES:

     Issuance of common stock for services and expenses           $        -     $        -   $       1,006

                                                                  ==========     ==========   =============
</TABLE>



    The accompanying notes are an integral part of these financial statements

                                        6

<PAGE>



                               CYBERCOSMETICS, INC
              NOTES TO CONSOLIDATED UNAUDITED FINANCIAL STATEMENTS
                                 March 31, 2001


1.  Basis of Presentation

The accompanying consolidated unaudited condensed financial statements have been
prepared by management in accordance with the instructions in Form 10-QSB and,
therefore, do not include all information and footnotes required by generally
accepted accounting principles and should, therefore, be read in conjunction
with the Company's Form 10-KSB for the year ended December 31, 2000, filed with
the Securities and Exchange Commission. These statements do include all normal
recurring adjustments which the Company believes necessary for a fair
presentation of the statements. The interim operations results are not
necessarily indicative of the results for the full year ended December 31, 2001.

2.  Additional footnotes included by reference

Except as indicated in Notes above, there have been no other material changes in
the information disclosed in the notes to the financial statements included in
the Company's Form 10-KSB for the year ended December 31, 2000, filed with the
Securities and Exchange Commission. Therefore, those footnotes are included
herein by reference.






                                        7

<PAGE>

ITEM 2.       MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Plan of Operations

The Company's plan of operation for the coming year is to identify and acquire a
favorable business opportunity. The Company does not plan to limit its options
to any particular industry, but will evaluate each opportunity on its merits.
The Company has reviewed and evaluated a number of business ventures for
possible acquisition or participation by the Company. The Company has not
entered into any agreement, nor does it have any commitment or understanding to
enter into or become engaged in a transaction as of the date of this filing. The
Company continues to investigate, review, and evaluate business opportunities as
they become available and will seek to acquire or become engaged in business
opportunities at such time as specific opportunities warrant. The Company
anticipates that its owners, affiliates, and consultants will provide it with
sufficient capital to continue operations until the end of the second quarter of
2001, but there can be no assurance that this expectation will be fully
realized.

The Company has no plans for the purchase or sale of any plant or equipment.

The Company is a development stage company and currently has no employees. The
Company has no current plans to make any changes in the number of employees and
does not anticipate doing so until it acquires a business or an interest in an
operation company.

The Company does not expect to generate any meaningful revenue or incur
operating expenses unless and until it acquires an interest in an operating
company.


                                     PART II

ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K

(a)      Exhibits Exhibits required to be attached by Item 601 of Regulation S-B
         are listed in the Index to Exhibits on page 10 of this Form 10-QSB, and
         are incorporated herein by this reference.

(b)      Reports on Form 8-K.  No reports on Form 8-K were filed during the
         period covered by this Form 10-QSB.








                                        8

<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, hereunto duly
authorized, this 11th day of May, 2001.




CYBERCOSMETICS, INC.

/s/ Richard Surber                                  May 11, 2001
----------------------------                      -------------------------
Richard Surber                                     Date
President and Director








                                        9

<PAGE>


                                INDEX TO EXHIBITS

EXHIBIT   PAGE
NO.       NO.    DESCRIPTION

3(i)      *      Articles of Incorporation of the Company (incorporated herein
                 by reference from Exhibit No. 3(i) of the Company's Form 10-SB
                 as filed with the Securities and Exchange Commission on
                 February 18, 2000).

3(ii)     *      Bylaws of the Company, as amended (incorporated herein by
                 reference from Exhibit 3(ii) of the Company's Form 10-SB as
                 filed with the Securities and Exchange Commission on
                 February 18, 2000).







                                       10