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 March 31, 2001

                           OR

[ ]  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: 0-8149

                          SOUTHWEST CAPITAL CORPORATION
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              (Exact name of small business issuer in its charter)

                 New Mexico                             85-0169650
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        (State or other jurisdiction of              (I.R.S. Employer
         incorporation or  organization)             Identification No.)

     1650 University Blvd. NE, Suite 5-100
             Albuquerque, New Mexico                              87102
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    (Address of principal executive offices)                   (Zip Code)

                                  505-884-7161
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               Registrant's telephone number, including area code

                                 Not Applicable
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              (Former names, former address and former fiscal year,
                         if changed since last report)


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities 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 [ ]

The number of shares  outstanding of the Registrant's no par value common stock,
at May 10, 2001 was approximately 2,100,000 shares.


PART I.  FINANCIAL INFORMATION

Item 1.  FINANCIAL STATEMENTS


                          SOUTHWEST CAPITAL CORPORATION
                           CONSOLIDATED BALANCE SHEET
                                 MARCH 31, 2001

                                   (unaudited)




               ASSETS

CURRENT ASSET
    Cash                                                   $    1,889
                                                           ==========

   LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES
    Accounts payable                                       $   28,374
    Accrued liabilities                                           165
                                                           ----------
           Total current liabilities                           28,539

NOTES PAYABLE TO RELATED PARTIES                                3,500

SHAREHOLDERS' DEFICIT
    Common stock, no par value; authorized,
      10,000,000 shares; issued and outstanding,
      2,100,000 shares                                      1,690,649
    Additional paid-in capital                              1,659,054
    Accumulated deficit                                    (3,379,853)
                                                           ----------
                                                              (30,150)
                                                           ----------
                                                           $    1,889
                                                           ==========


          The accompanying notes are an integral part of this statement.

                          SOUTHWEST CAPITAL CORPORATION
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                          THREE MONTHS ENDED MARCH 31,

                                   (unaudited)




                                                 2001               2000
                                             -----------        -----------

EXPENSES
  General and Administrative                 $     6,288        $     2,305
  Interest                                            86                717
                                             -----------        -----------
               NET LOSS                      $    (6,374)       $    (3,022)
                                             ===========        ===========


Basic and diluted net loss per common
  share                                      $       (-)        $       (-)
                                             ===========        ===========

Weighted average common shares outstanding     2,100,000          1,568,791
                                             ===========        ===========


      The accompanying notes are an integral part of these statements.

                          SOUTHWEST CAPITAL CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                          THREE MONTHS ENDED MARCH 31,

                                   (unaudited)


                                                 2001               2000
                                              -----------       -----------

Increase (Decrease) in Cash

Cash flows from operating activities

Net loss                                       $   (6,374)      $    (3,022)
  Adjustments to reconcile net loss to net
    cash used in operating activities
      Changes in operating assets and
        liabilities
          Increase in accounts payable and
            accrued liabilities                     5,252               384
                                              -----------       -----------
              Net cash used in operating
                activities                         (1,122)           (2,638)

Cash flows from financing activities
    Proceeds from notes payable                        -              6,000
                                              -----------       -----------

       NET INCREASE (DECREASE) IN CASH             (1,122)            3,362

Cash at beginning of period                         3,011             2,184
                                              -----------       -----------
Cash at end of period                         $     1,889       $     5,546
                                              ===========       ===========


        The accompanying notes are an integral part of these statements.

                         SOUTHWEST CAPITAL CORPORATION
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2001

                                   (unaudited)



SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
------------------------------------------

The  accompanying  consolidated  balance  sheet  as of  March  31,  2001 and the
consolidated  statements  of  operations  and cash flows for the quarters  ended
March 31, 2001 and 2000, have been prepared by the Company without audit. In the
opinion of management,  all  adjustments  (which  include only normal  recurring
adjustments)  necessary to present  fairly the  financial  position,  results of
operations  and cash flows as of and for the  quarters  ended March 31, 2001 and
2000 have been included.  The results of operations for the quarters ended March
31, 2001 and 2000 are not  necessarily  indicative of the operating  results for
the full year.

Certain  information  and footnote  disclosures  normally  included in financial
statements prepared in accordance with generally accepted accounting  principles
have  been  condensed  or  omitted.  It is  suggested  that  these  consolidated
financial  statements be read in  conjunction  with the  consolidated  financial
statements  and notes  thereto  included in the  Registrant's  December 31, 2000
filing on Form 10-KSB.

LOSS PER SHARE
--------------

Loss per share is computed  using the weighted  average  number of common shares
outstanding during the period. Basic and diluted loss per share are the same for
all periods because the inclusion of stock warrants would be antidilutive.

TERMINATION OF AGREEMENT AND PLAN OF REORGANIZATION
---------------------------------------------------

As previously  reported,  on November 2, 2000, the Company executed an Agreement
and Plan of Reorganization with Berthel Fischer and Company ("Berthel"),  a full
service  financial  institution  headquartered  in Marion,  Iowa.  The agreement
provided for the Company and Berthel to merge into a newly-formed,  wholly owned
subsidiary of the Company, whereas the subsidiary would be the surviving entity,
in a stock-for-stock transaction.

In  accordance  with the  provisions  in the  agreement,  this  transaction  was
terminated on March 31, 2001 due to failure to  consummate  within the permitted
time period.

Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

PLAN OF OPERATIONS
------------------

As the  Company has not had  revenues  from  operations  in each of the last two
fiscal years, the following  represents  management's plan of operations for the
next twelve months.

The Company is presently  without revenues or cash flow from  operations.  Based
upon current  activity  levels,  management  believes  that cash on hand and the
availability  of working  capital loans from officers are sufficient to meet the
Company's cash  requirements  for the next twelve months,  which are expected to
consist of general and  administrative  costs incurred to maintain good standing
as a publicly traded company.

The Company  currently  has no employees and does not  anticipate  retaining any
employees based upon current activity.

Management will continue to solicit and pursue  investment  possibilities in the
form of acquisitions of privately held businesses.  However, it should be noted,
such management  personnel are engaged full time in other activities,  endeavors
and professions.


PART II. OTHER INFORMATION

Item 1. The Registrant has been subject to the following judgements:

                None

Item 2.    Changes In Securities:

                None

Item 3.    Defaults In Senior Securities:

                None

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

                None

Item 5.    Other Information:

As previously  reported,  on November 2, 2000, the Company executed an Agreement
and Plan of Reorganization with Berthel Fischer and Company ("Berthel"),  a full
service  financial  institution  headquartered  in Marion,  Iowa.  The agreement
provided for the Company and Berthel to merge into a newly-formed,  wholly owned
subsidiary of the Company, whereas the subsidiary would be the surviving entity,
in a stock-for-stock transaction.

In  accordance  with the  provisions  in the  agreement,  this  transaction  was
terminated on March 31, 2001 due to failure to  consummate  within the permitted
time period.

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

                None


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.

                               SOUTHWEST CAPITAL CORPORATION

Date:  May 10, 2001            By: /s/ LAURENCE S. ZIPKIN
                               ---------------------------------
                               Laurence S. Zipkin, President


Date:  May 10, 2001            By: /s/ ALAN GEIWITZ
                               ---------------------------------
                               Alan Geiwitz, Secretary and
                                 Chief Accounting Officer