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

                                  Form 13F

                            Form 13F COVER PAGE

Report for the Calendar Year or Quarter Ended:  MARCH 31, 2001

Check here if Amendment [  ]; Amendment Number:
    This Amendment (Check only one.):  [   ]  is a restatement.
                                       [   ]  adds new holdings entries.

Institutional Investment Manager Filing this Report:

Name:        FLETCHER ASSET MANAGEMENT, INC.
Address:     22 EAST 67TH STREET
             NEW YORK, NEW YORK  10021

Form 13F File Number: 28-3480

The institutional investment manager filing this report and the person by
whom it is signed hereby represent that the person signing the report is
authorized to submit it, that all information contained herein is true,
correct and complete, and that it is understood that all required items,
statements, schedules, lists, and tables, are considered integral parts of
this form.

Person Signing this Report on Behalf of Reporting Manager:

Name:             DENIS KIELY
Title:            DEPUTY CHIEF EXECUTIVE OFFICER
Phone:            (212) 284-4800

Signature, Place, and Date of Signing:


 /s/ DENIS KIELY
----------------------------   ------------------------  ---------------------
    DENIS KIELY                 NEW YORK, NEW YORK        APRIL 10, 2001
    DEPUTY CHIEF
    EXECUTIVE OFFICER



Report Type (Check only one.):

[ X ]   13F HOLDINGS REPORT. (Check here if all holdings of this reporting
        manager are reported in this report.)

[   ]   13F NOTICE. (Check here if no holdings reported are in this report,
        and all holdings are reported by other reporting manager(s).)

[   ]   13F COMBINATION REPORT. (Check here if a portion of the holdings
        for this reporting manager are reported in this report and a
        portion are reported by other reporting manager(s).)




                           FORM 13F SUMMARY PAGE


Report Summary:


Number of Other Included Managers:                            1


Form 13F Information Table Entry Total:                       11


Form 13F Information Table Value Total:                       $581,232
                                                              (thousands)


List of Other Included Managers:

Provide a numbered list of the name(s) and Form 13F file number(s) of all
institutional investment managers with respect to which this report is
filed, other than the manager filing this report.


    No.      Form 13F File Number            Name

    1        28-6011                         FLETCHER INTERNATIONAL LIMITED






                                                          FORM 13F REPORT
                                                                                                                Item 8:
                                                                                                                Voting
                                                                                                              Authority
     Item 1:             Item 2:       Item 3:     Item 4:       Item 5:        Item 6:         Item 7:        (Shares)
----------------      -------------   ----------  ---------    -----------  ----------------    --------   -----------------
                                                    Fair         Shares
                                                    Market         or            (B)     (C)                      (B)
                                       CUSIP        Value        Principal (A)  Shared  Shared              (A)  Shared    (C)
  Name of Issuer      Title of Class   Number      (x$1000)      Amount    Sole Defined Other   Managers   Sole  Defined   None
-----------------    ---------------  ---------   ----------    ---------- ---- ------- ------  --------   ----  -------   ----
                                                                                          
AOL Time Warner
Inc.                 Common Stock      00184A105         138         3,448        X                1        X

AOL Time Warner
Inc.                 Common Stock      00184A105     271,013     6,750,000        X                         X

Com21, Inc.          Common Stock      205937105       4,900     2,450,000        X                         X

Dow Chemical
Company              Common Stock      260543103      42,620     1,350,000        X                         X

Lucent
Technologies
Inc.                 Common Stock      549463107      18,464     1,852,000        X                         X

Navarre Corp.        Common Stock      639208107         423       307,700        X                1        X

Newpark
Resources Inc.       Common Stock      651718504       1,338       148,830        X                         X

Pride Inter-
national Inc.        Common Stock      741932107       4,517       190,110        X                         X

Schlumberger Ltd.    Common Stock      806857108       5,721        99,300        X                         X

SPDR TR              Unit Ser 1        78462F103         467         4,000        X                         X

State Street
Corp.                Common Stock      857477103     231,632     2,480,000        X                         X