SECURITIES AND EXCHANGE COMMISSION

                    Washington, DC 20549

                         FORM 10-QSB

       [X] Quarterly Report under Section 13 or 15(d)
            of the Securities Exchange Act of 1934

                      Guideline Capital, Inc.
   (Exact name of registrant as it appears in its charter)

                            000-32127
                    (Commission File Number)

         NEVADA                           86-1004672
(State or jurisdiction of             (I.R.S. Employer
Incorporation or organization)         Identification No.)

        2100 N.E. 155th Street, Vancouver, Washington  98686
            (Address of Principal Executive Office)

                         (360) 574-4369
         Registrant's telephone number, including area code

Securities registered pursuant to Section 12 (b) of the Act:
None

Securities registered pursuant to Section 12 (b) of the Act:
Class A Common Stock $0.001 Par Value

Indicate by check mark whether the registrant (1) has filed all
reports to be filed by Section 13 or 15 (d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or 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

At the end of the quarter ending June 30, 2001 there were
10,000,000 issued and outstanding shares of the registrants
common stock.

There is no active market for the registrant's securities.








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                  PART I.   FINANCIAL INFORMATION

Item 1.   FINANCIAL STATEMENTS

See attached Exhibit 1

Item 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
          CONDITION AND RESULTS OF OPERATION.

Results of Operations

The Company has had no operations during this quarter.

PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings.

None

Item 2.   Changes in Securities

None

Item 3.   Default Upon Senior Securities

None

Item 4.   Submission of matters To a Vote of Security Holders

None

Item 5.   Other Information.

During the period ended June 30, 2001, the Company issued 250,000 shares of
common stock for services valued at $41,250 (unaudited).

Item 6.   Exhibits and Reports.

Unaudited Financial Statements as of June 30, 2001.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

Dated:  August 14, 2001           Guideline Capital, Inc.





                                  By: /s/ Thomas R. Platfoot

                                          Thomas R. Platfoot, President

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                             Guideline Capital, Inc.
                       (A Development Stage Company)
                               BALANCE SHEET


<Table>


                                     June 30, 2001       Dec. 31, 2000
                                     --------------      -------------
                                       (Unaudited)

<s>                                     <c>               <c>
ASSETS                                  $      -          $       -
                                        =========         ==========

LIABILITIES AND STOCKHOLDER'S EQUITY

  Liabilities                            $      -         $       -
                                         ---------        ----------

STOCKHOLDER'S EQUITY

  Common stock, $0.001 par value;
    50,000,000 shares authorized,
    10,250,000 shares issued and
    outstanding                            10,250            10,000
Additional paid-in capital                 42,300               500
Deficit accumulated during the
   development stage                      (52,550)          (10,500)
                                         ---------          --------
     Total stockholder's equity                 -                 -
                                         ---------          --------

Total liabilities and stockholder's
Equity                                   $      -           $     -
                                         =========          ========

</Table>




The accompanying notes are an integral part of these financial
statements.


<Page>






                                                 Guideline Capital, Inc.

                                             (A Development Stage Company)
                                                STATEMENT OF OPERATIONS




<Table>



                                             Six Months           Three Months          August 17, 2000

                                               Ended                 Ended                (inception)
                                           June 30, 2001         June 30, 2001           June 30, 2001

                                        ------------------     ----------------         ---------------
                                            (Unaudited)          (Unaudited)              (Unaudited)


<s>                                        <c>                   <c>                      <c>


Revenue                                    $          -          $           -             $          -


General and administrative expenses              42,050                 42,450                   52,550

                                           -------------         --------------            -------------

Loss from operations before
provision for income taxes                      (42,050)               (42,450)                 (52,550)

Provision for income taxes                            -                      -                        -
                                           -------------         --------------            -------------

Net loss                                   $    (42,050)         $      (42,450)           $    (52,550)
                                           =============         ===============           =============

Net loss per share -
 basic and diluted                         $          -          $            -            $          -
                                           =============         ===============           =============

Weighted average number of common
Shares outstanding                           10,125,000              10,250,000              10,071,400
                                           =============         ===============           =============





</Table>























The accompanying notes are an integral part of these financial

statements.









<Page>










                             Guideline Capital, Inc.

                          (A Development Stage Company)
                             STATEMENT OF CASH FLOWS


<Table>

                                            Six Months       August 17, 2000
                                              Ended          (inception) to
                                          June 30, 2001       June 30, 2001
                                        ----------------     ---------------
                                           (Unaudited)         (Unaudited)




<s>                                         <c>                 <c>


CASH FLOWS FROM OPERATING ACTIVITIES



   Net loss                                 $    (42,050)        $   (52,550)
   Stock issued for services                      41,250              51,250

   Expense paid by shareholder                       800               1,300
                                            -------------        ------------

NET CASH USED IN OPERATING ACTIVITIES                  -                   -



CASH AND CASH EQUIVALENTS -

   beginning of period                                 -                   -
                                            -------------        ------------


CASH AND CASH EQUIVALENTS -

   June 30, 2001                            $          -         $         -
                                            =============        ============




SUPPLEMENTAL INFORMATION:



During the initial period August 17, 2000 (inception) to June 30, 2001, the

Company paid no cash for interest or income taxes.



NON-CASH FINANCIAL ACTIVITIES:

During the period ended June 30, 2001, the Company issued 250,000 shares of
common stock for services valued at $41,250 (unaudited).



</Table>







The accompanying notes are an integral part of these financial

statements.




<Page>







                                  Guideline Capital, Inc.

                               (A Development Stage Company)

                             STATEMENT OF STOCKHOLDER'S EQUITY

                       AUGUST 17, 2000 (INCEPTION) TO JUNE 30, 2001

<Table>
<Caption>
                                                        Deficit
                                                        Accumulated
                                           Additional   During the
                        Common Stock       Paid-in      Development
                     Shares       Amount   Capital         Stage         Total
                     -------------------   ----------   -----------    ---------
</Caption>
<c>                  <s>        <s>        <s>          <s>            <s>

Balance,
August 17, 2000              -  $       -  $        -   $        -     $      -

Issuance of shares
 for services -
 August 17, 2000     10,000,000    10,000           -            -       10,000

Expenses paid
 by shareholder               -         -         500            -          500

Net Loss                      -         -           -      (10,500)     (10,500)
                     ----------  ---------  ----------    ----------   ---------

Balance,
 Dec. 31, 2000       10,000,000  $ 10,000   $     500    $ (10,500)    $      -

Issuance of shares
 for services -
 April 8, 2001
 (unaudited)            250,000       250      41,000            -       41,250


Expenses paid by
 shareholder
 (unaudited)                  -         -         800            -          800

Net Loss (unaudited)          -         -           -      (42,050)     (42,050)
                     -----------  --------  ----------    ---------    ---------

Balance,
 June 30, 2001
  (unaudited)        10,250,000  $ 10,250   $  42,300    $ (52,550)    $      -

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

</Table>



The accompanying notes are an integral part of these financial
statements.


<Page>











                                 Guideline Capital, Inc.

                              (A Development Stage Company)

                             NOTES TO FINANCIAL STATEMENTS

                                      JUNE 30, 2001

NOTE 1 -   DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT
           ACCOUNTING POLICIES



Nature of Operations

Guideline Capital, Inc. (the "Company") is currently a development-stage
company under the provisions of the Financial Accounting Standards Board
("FASB") Statement of Financial Accounting Standards ("SFAS") NO. 7.  The
Company was incorporated under the laws of the state of Nevada on
August 17, 2000.


Interim Financial Information

The accompanying unaudited interim financial statements have been prepared by
the Company, in accordance with generally accepted accounting principles
pursuant to Regulation S-B of the Securities and Exchanges Commission.
Certain information and footnote disclosures normally included in audited
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted.  Accordingly, these interim
financial statements should be read in conjunction with the Company's
financial statements and related notes as contained in Form 10-KSB for the
year ended December 31, 2000.  In the opinion of management, the interim
financial statements reflect all adjustments, including normal recurring
adjustments, necessary for fair presentation of the interim periods presented.
The results of operations for the three months ended June 30, 2001 are not
necessarily indicative of results of operations to be expected for the full
year.













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