U. S. Securities and Exchange Commission
                             Washington, D. C. 20549


                                   FORM 10-QSB

[X]     QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITES EXCHANGE
        ACT OF 1934

                  For the quarterly period ended June 30, 2000
                                                 -------------

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

        For the transition period from             to
                                     --------------    -------------


                          Commission File No. 000-24379

                                 ATLANTICA, INC.
                                 ---------------
                 (Name of Small Business Issuer in its Charter)


           UTAH                                    43-0976473
   ---------------------                         ------------
   (State or Other Jurisdiction of         (I.R.S. Employer I.D. No.)
    incorporation or organization)


                          222 East 80th Street, Apt 1H
                           NEW YORK, NEW YORK. 10021
                           -------------------------
                    (Address of Principal Executive Offices)

                    Issuer's Telephone Number: (212) 517-9964


Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by  Sections  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.

(1)  Yes  X    No ___                                (2)  Yes  X    No ___
         ---                                                  ---

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the  registrant  filed all  documents  and reports  required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the  distribution  of
securities under a plan confirmed by court.

                  Yes  X          No
<PAGE>

                      APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the Registrant's classes of
common stock, as of the latest practicable date:

                                  June 30, 2000

                        Common Voting Stock - 25,000,000




                         PART I - FINANCIAL INFORMATION


Item 1.           Financial Statements.
                  ---------------------

     The Financial  Statements of the Registrant  required to be filed with this
10-QSB  Quarterly  Report commence on the following page,  together with Related
Notes. In the opinion of management, the Financial Statements fairly present the
financial condition of the Registrant.
<TABLE>
<CAPTION>

                                               ATLANTICA, INC.
                                                BALANCE SHEETS
                                     June 30, 2000 and December 31, 1999

                                                                            6/30/00               12/31/99
                                                                        -----------------     -----------------
                                                                          [Unaudited]
                                                    ASSETS

<S>                                                                   <C>                   <C>
Assets                                                                $                0    $                0

                                                                        -----------------     -----------------
           Total Assets                                               $                0    $                0
                                                                        =================     =================

                                    LIABILITIES AND STOCKHOLDERS' DEFICIT

Current Liabilities:
      Loans from stockholders                                         $            9,624    $            4,743
      Accounts Payable                                                             3,224                   -0-
                                                                        -----------------     -----------------
           Total Current Liabilities                                              12,848                 4,743

           Total Liabilities                                                      12,848                 4,743
                                                                        -----------------     -----------------

Stockholders' Deficit:
      Common Stock, $.0001 par value;
           authorized 50,000,000 shares; issued and
           outstanding, 24,581,458 shares                                          2,458                 2,458
      Additional Paid-in Capital                                                  56,773                56,773
      Accumulated Deficit Prior to Development Stage                          (1,256,700)           (1,256,700)
      Retained Earnings from inception of development
           stage on January 1, 1997                                            1,184,621             1,192,726

           Total Stockholders' Deficit                                           (12,848)               (4,743)

                                                                        -----------------     -----------------
           Total Liabilities and Stockholders' Deficit                $                0    $                0
                                                                        =================     =================
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                 ATLANTICA, INC.
                            STATEMENTS OF OPERATIONS
      For the Three and Six Month Periods Ended June 30, 2000 and 1999 and
  From Inception of Development Stage on January 1, 1997 through June 30, 2000

                                         Three Months       Three Months       Six Months       Six Months    From Inception
                                           Ended               Ended             Ended           Ended           through
                                           6/30/00             6/30/99           6/30/00         6/30/99         6/30/00
                                      -----------------   ----------------   --------------   -------------   --------------
                                         [Unaudited]         [Unaudited]        [Unaudited]    [Unaudited]      [Unaudited]
<S>                                   <C>                 <C>                <C>             <C>              <C>
REVENUE
      Income                          $                0  $               0 $              0 $             0   $          0
                                       -----------------   ----------------   --------------   -------------   ------------
NET REVENUE                                            0                  0                0               0              0

Operating Expenses
      General & Administrative Expenses            3,224                  0            8,105           2,209         72,079
      Interest Expenses                                0                  0                0               0        106,200
                                       -----------------   ----------------   --------------   -------------   ------------
Total Operating Expenses                           3,224                  0            8,105           2,209        178,279

EXTRAORDINARY ITEMS
      Gain on extinguishment of debt                   0                  0                0       1,352,900      1,362,900
Total Extraordinary Itmes                              0                  0                0       1,352,900      1,362,900

                                       -----------------   ----------------   --------------   -------------   ------------
Net Income Before Taxes               $           (3,224) $               0 $         (8,105)$     1,350,221      1,184,621
                                       =================   ================   ==============   =============   ============

Income/Franchise taxes                                 0                  0                0               0              0

Net Income (Loss)                                 (3,224)                 0           (8,105)      1,350,221      1,184,621

Loss Per Share                        $            (0.00) $            0.00 $          (0.00)$          0.05
                                       =================   ================   ==============   =============
Weighted Average Shares Outstanding           24,581,458         24,581,458       24,581,458      24,581,458
                                       =================   ================   ==============   =============
</TABLE>

<PAGE>
<TABLE>
<CAPTION>

                                 ATLANTICA, INC.
                            STATEMENTS OF CASH FLOWS
      For the Three and Six Month Periods Ended June 30, 2000 and 1999 and
  From Inception of Development Stage on January 1, 1997 through June 30, 2000

                                                    Three Months       Three Months      Six Months        Six Months From Inception
                                                       Ended             Ended             Ended             Ended       through
                                                      6/30/00           6/30/99           6/30/00           6/30/99      6/30/00
                                                   --------------    ---------------  ----------------  -------------- -------------
                                                     [Unaudited]      [Unaudited]       [Unaudited]      [Unaudited]   [Unaudited]

<S>                                               <C>             <C>             <C>                <C>             <C>
Cash Flows Used For Operating Activities
-------------------------------------------------
  Net Loss                                         $    (3,224)      $        0       $      (8,105)    $   1,350,221  $  1,184,621
  Adjustments to reconcile net loss to net cash
    used in operating activities:
    Increase/(Decrease) in loans from shareholder            0                0               4,881                 0         7,286
    Extinguishment of Debt                                   0                0                   0                 0    (1,362,900)
                                                --------------     ---------------   ----------------  --------------  -------------
  Changes in operating assets and liabilities:
     Increase in accrued interest                            0                0                   0          (477,900)      106,200
     Increase in accounts payable                        3,224                                3,224             2,076         7,967
    (Decrease in mortgage payable)                           0                0                   0          (885,000)            0
                                                --------------     ---------------   ----------------  --------------  -------------
      Net Cash Used For Operating Activities                 0                0                   0           (10,603)      (56,826)
                                                ==============     ===============   ================  ==============  =============

Cash Flows Provided by Financing Activities
-----------------------------------------------
  Cash contributed by shareholder                            0                0                   0            10,603        56,826


      Net Increase In Cash                                   0                0                   0                 0             0

      Beginning Cash Balance                                 0                0                   0                 0             0

      Ending Cash Balance                        $           0 $              0       $           0     $           0   $         0
                                                --------------     ---------------   ----------------  --------------  -------------
</TABLE>
<PAGE>
NOTES  TO  FINANCIAL   STATEMENTS:

NOTE 1 -   INTERIM FINANCIALS

          Interim financial statements reflect all adjustments which are, in the
          opinion of  management,  necessary to a fair  statement of the results
          for the periods. The June 30, 2000 balance sheet has been derived from
          the audited financial  statements.  These interim financial statements
          conform with the  requirements  for interim  financial  statements and
          consequently do not include all the disclosures  normally  required by
          generally accepted accounting principles.

NOTE 2 -   GOING CONCERN

          The  Company's  financial  statements  are  prepared  using  generally
          accepted  accounting  principles  applicable  to a going concern which
          contemplates  the realization of assets and liquidation of liabilities
          in the normal course of business.  However,  the Company does not have
          significant  cash  or  other  material  assets,  nor  does  it have an
          established source of revenues sufficient to cover its operating costs
          and to allow it to  continue as a going  concern.  It is the intent of
          the Company to seek a merger with an existing,  operating company.  In
          the interim, shareholders of the Company have committed to meeting its
          minimal operating expenses.
<PAGE>

Item 2.           Management's Discussion and Analysis or Plan of Operation.
                  ---------------------------------------------------------

Plan of Operation.
-----------------

                  The Company has not engaged in any material  operations in the
last fiscal  year or the period  ending June 30,  2000.  The Company  intends to
continue to seek out the acquisition of assets, property or business that may be
beneficial to the Company and its stockholders.

Results of Operations.
---------------------

     The Company  discontinued its operations in approximately 1990. The Company
received no revenue in the last fiscal year or the period  ending June 30, 2000.
For the quarter ending June 30, 2000 the company had a net loss of $3,224.

                           PART II - OTHER INFORMATION


Item 1.           Legal Proceedings.
                  ------------------

                  None.

Item 2.           Changes in Securities.
                  ----------------------

                  None; not applicable.

Item 3.           Defaults Upon Senior Securities.
                  --------------------------------

                  None; not applicable.

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

                  None; not applicable.


Item 5.           Other Information.
                  ------------------

                  None; not applicable.

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

                  (a)      Exhibits.

                           None.

                  (b)      Reports on Form 8-K.

                           None.










<PAGE>







                                   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.

                                                 ATLANTICA, INC.


                                           Date: 01/30/01
                                             By /S/ GREGORY AURRE
                                               Gregory Aurre, Jr., Director and
                                               President