U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

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

                FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2000

                 [ ] Transition report under section 13 or 15(d)
                              of the Exchange Act.

                         COMMISSION FILE NUMBER 0-28537

                               BIG FUN TOYS, INC.
                     --------------------------------------
        (EXACT NAME OF SMALL BUSINESS ISSUER AS SPECIFIED IN ITS CHARTER)

                    DELAWARE                             95-4737488
                    --------                             ----------
         (STATE OR OTHER JURISDICTION OF              (I.R.S. EMPLOYER
          INCORPORATION OR ORGANIZATION)             IDENTIFICATION NO.)

          29160 HEATHERCLIFF ROAD, SUITE 300, MALIBU, CALIFORNIA 90265
        ----------------------------------------------------------------
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

                                 (310) 457-8167
                                 ----------------
                           (ISSUER'S TELEPHONE NUMBER)

            860 VIA DE LA PAZ, SUITE E-1, PACIFIC PALISADES, CA 90272
                 (Former Address, if changed since last report)

     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       NO  X
                             ---      ---

     As of November 10, 2000, there were 750,000 shares of Common Stock,  $0.001
par value, of the issuer outstanding.

            Transitional Small Business Disclosure Format (check one)

                         YES       NO  X
                             ---      ---

<PAGE>


                               BIG FUN TOYS, INC.
                         (A DEVELOPMENT STAGE COMPANY)

                                      INDEX

         PART I. FINANCIAL INFORMATION                            PAGE NUMBER

           Item 1. Financial Statements

            BALANCE SHEET AS OF SEPTEMBER 30, 2000 (UNAUDITED)
            AND DECEMBER 31, 1999                                      2

            STATEMENTS OF OPERATIONS FOR THE THREE MONTHS
            AND NINE MONTHS ENDED SEPTEMBER 30, 2000 AND
            SEPTEMBER 30, 1999 AND FROM MAY 9, 1997
            (INCEPTION) TO SEPTEMBER 30, 2000 (UNAUDITED)              3

            STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED
            SEPTEMBER 30, 2000 AND SEPTEMBER 30, 1999 AND FOR
            THE PERIOD FROM MAY 9, 1997 (INCEPTION) TO
            SEPTEMBER 30, 2000 (UNAUDITED)                             4

            NOTES TO FINANCIAL STATEMENTS AS OF SEPTEMBER 30, 2000
            (UNAUDITED)                                                5-7


           Item 2. Management's Discussion and Analysis of
                    Financial Condition and Results of Operations      8

         PART II. OTHER INFORMATION

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

                        Signatures                                     9

                                       1

<PAGE>

PART I.         FINANCIAL INFORMATION

Item 1.         Financial Statements


                                      BIG FUN TOYS, INC.
                                (A DEVELOPMENT STAGE COMPANY)
                                        BALANCE SHEET

                                     ASSETS
                                                  September 30,     December 31,
                                                       2000           1999
                                                  -------------   ------------
                                                   (unaudited)
CURRENT ASSETS
  Cash                                            $      -         $        11
                                                  -------------    -----------

TOTAL ASSETS                                      $      -         $        11
------------                                      =============    ===========


                    LIABILITIES AND STOCKHOLDERS' DEFICIENCY

LIABILITIES
  Loan payable to stockholder                     $     21,370     $       370
                                                  -------------    -----------

  TOTAL LIABILITIES                                     21,370             370
                                                  -------------    -----------

STOCKHOLDERS' DEFICIENCY
  Preferred stock, $0.001 par value,
    8,000,000 shares authorized, none issued
    and outstanding                                       -               -
  Common stock, $0.001 par value, 100,000,000
    shares authorized, 750,000 issued and
    outstanding                                            750             750
  Additional paid-in capital                               260             260
  Accumulated deficit during development stage         (22,380)         (1,369)
                                                  -------------   -------------

TOTAL STOCKHOLDERS' DEFICIENCY                         (21,370)           (359)
                                                  -------------   ------------

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY    $       -       $         11
----------------------------------------------    =============   ============


                 See accompanying notes to financial statements

                                       2
<PAGE>

<TABLE>
<CAPTION>
                               BIG FUN TOYS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                            STATEMENTS OF OPERATIONS
                                   (UNAUDITED)


                                                                                                                      For the
                                                                                                                     Period From
                                                For the           For the          For the          For the          May 9, 1997
                                                 Three             Three            Nine             Nine            (Inception)
                                              Months Ended      Months Ended     Months Ended     Months Ended          to
                                               September        September 30,    September 30,    September 30,     September 30,
                                               30, 2000            1999             2000             1999               2000
                                              ------------      ------------     ------------     ------------      -------------
<S>                                           <C>               <C>              <C>              <C>               <C>
REVENUES                                      $     -           $    -           $    -           $    -            $      -
                                              ------------      -----------      -----------      -----------       -------------

EXPENSES
  Accounting fees                                  1,200             -               5,200              500               5,700
  Bank charges                                      -                -                  11               30                 131
  Consulting fees                                   -                -                -                  10                  10
  Legal fees                                       1,300             -               7,300              500               7,800
  Taxes                                             -                -                -                -                    239
  Office & postage expense                           500             -               2,000             -                  2,000
  Rent                                             1,700             -               6,500             -                  6,500
                                              ------------      -----------      -----------      -----------       -------------

NET LOSS                                      $   (4,700)       $    -           $ (21,011)       $  (1,040)        $   (22,380)
--------                                      ============      ===========      ===========      ===========       =============

Net loss per share - basic and diluted        $   (0.006)       $    -           $  (0.028)       $  (0.002)        $    (0.042)
                                              ============      ===========      ===========      ===========       =============

Weighted average number of shares
  outstanding during the period -
  basic and diluted                              750,000          750,000          750,000          616,758             538,779
                                              ============      ===========      ===========      ===========       =============
</TABLE>


                        See accompanying notes to financial statements


                                       3

<PAGE>

<TABLE>
<CAPTION>
                                      BIG FUN TOYS, INC.
                                (A DEVELOPMENT STAGE COMPANY)
                                   STATEMENTS OF CASH FLOWS
                                         (UNAUDITED)




                                                     For the nine      For the nine       May 9, 1997
                                                     months ended      months ended        (inception)
                                                     September 30,     September 30,      to September 30,
                                                         2000              1999             2000
                                                     --------------    --------------    --------------
<S>                                                  <C>               <C>               <C>
Cash flows from operating activities
  Net loss                                           $    (21,011)     $     (1,040)     $    (22,380)
  Adjustments to reconcile net loss to net cash
    used in operating activities:
    Stock issued for services                                -                   10                10
  (Increase) in due from stockholder                         -                 (230)             -
  Increase in accrued expenses                               -                  500              -
                                                     --------------    --------------    --------------
     Net cash used in operating activities                (21,011)             (760)          (22,370)
                                                     --------------    --------------    --------------

Cash flows from financing activities
  Proceeds from issuance of common stock                     -                1,000             1,000
  Loan proceeds from stockholder                           21,000              -               21,370
                                                     --------------    --------------    --------------
     Net cash provided by financing activities             21,000             1,000            22,370
                                                     --------------    --------------    --------------

Net increase in cash                                          (11)              240              -

Cash and cash equivalents - Beginning                          11              -                 -
                                                     --------------    --------------    --------------

Cash and cash equivalents - ending                   $       -         $        240      $       -
                                                     ==============    ==============    ==============
</TABLE>




                        See accompanying notes to financial statements

                                       4


<PAGE>

                               BIG FUN TOYS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                            AS OF SEPTEMBER 30, 2000
                                   (UNAUDITED)


NOTE  1        SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

               (A) Organization and Description of Business

               Big Fun Toys, Inc. (a development  stage company) (the "Company")
               was incorporated in the State of Delaware on May 9, 1997 to serve
               as  a  vehicle  to  engage  in  an  internet-based  business.  At
               September  30,  2000,  the  Company  had  not yet  commenced  any
               revenue-generating  business operations, and all activity to date
               relates to the  Company's  formation,  proposed  fund raising and
               business plan development.

               The Company's ability to commence  revenue-generating  operations
               is contingent upon its ability to implement its business plan and
               raise the additional capital it will require through the issuance
               of equity  securities,  debt  securities,  bank  borrowings  or a
               combination thereof.

               (B) Basis of Presentation

               The  accompanying   unaudited  financial   statements  have  been
               prepared  in  accordance  with  generally   accepted   accounting
               principles  and the rules and  regulations  of the Securities and
               Exchange   Commission   for   interim   financial    information.
               Accordingly,  they do not include all the  information  necessary
               for  a  comprehensive  presentation  of  financial  position  and
               results of operations.

               It  is   management's   opinion,   however,   that  all  material
               adjustments  (consisting of normal  recurring  adjustments)  have
               been made  which are  necessary  for a fair  financial  statement
               presentation.   The  results  for  the  interim  period  are  not
               necessarily  indicative  of the  results to be  expected  for the
               year.

               For further  information,  refer to the financial  statements and
               footnotes  included  in the  Company's  Form  10-KSB for the year
               ended December 31, 1999.

               (C) Use of Estimates

               In preparing  financial  statements in conformity  with generally
               accepted  accounting  principles,  management is required to make
               estimates  and  assumptions  that affect the reported  amounts of
               assets and  liabilities  and the disclosure of contingent  assets
               and  liabilities  at the  date of the  financial  statements  and
               revenues and expenses during the reported period.  Actual results
               could differ from those estimates.

                                       5
<PAGE>

                               BIG FUN TOYS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                            AS OF SEPTEMBER 30, 2000
                                   (UNAUDITED)

NOTE  1        SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

               (D) Cash and Cash Equivalents

               For purposes of the cash flow statements,  the Company  considers
               all highly liquid  investments with original  maturities of three
               months or less at time of purchase to be cash equivalents.

               (E) Income Taxes

               The  Company  accounts  for  income  taxes  under  the  Financial
               Accounting  Standards  Board  Statement of  Financial  Accounting
               Standards  No. 109.  "Accounting  for Income  Taxes"  ("Statement
               No.109").  Under  Statement  No.  109,  deferred  tax  assets and
               liabilities  are  recognized  for  the  future  tax  consequences
               attributable  to  differences  between  the  financial  statement
               carrying  amounts of existing  assets and  liabilities  and their
               respective  tax basis.  Deferred tax assets and  liabilities  are
               measured  using  enacted  tax rates  expected to apply to taxable
               income  in the years in which  those  temporary  differences  are
               expected to be recovered  or settled.  Under  Statement  109, the
               effect on deferred tax assets and  liabilities of a change in tax
               rates is  recognized  in income in the period that  includes  the
               enactment  date.  There were no current  or  deferred  income tax
               expenses or benefits  due to the Company not having any  material
               operations for the six months ended September 30, 2000.

               (F) Loss Per Share

               Net loss per common  share for the periods  presented is computed
               based upon the weighted  average  common  shares  outstanding  as
               defined by Financial  Accounting  Standards No. 128 "Earnings Per
               Share".  There were no common stock  equivalents  outstanding  at
               September 30, 2000.

NOTE  2 LOAN PAYABLE TO STOCKHOLDER

               The loan payable to  stockholder is a  non-interest-bearing  loan
               payable to PageOne Business  Productions,  LLC. The amount is due
               and payable on demand.


                                       6
<PAGE>

                               BIG FUN TOYS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                            AS OF SEPTEMBER 30, 2000
                                   (UNAUDITED)

NOTE 3  STOCKHOLDERS' DEFICIENCY

               The Company was  originally  authorized  to issue 2,000 shares of
               common  stock at no par value.  The  Company  issued 900 and 1100
               shares to AppleTree Investment Company, Ltd. and PageOne Business
               Productions, LLC, respectively.

               Management  subsequently  filed an  amendment  to the articles of
               incorporation  with the State of Delaware,  which  increased  the
               number of authorized common shares to 100,000,000, effected a 375
               to 1 split of the  2,000  previously  issued  common  shares  and
               created 8,000,000  authorized shares of preferred stock, of which
               the issuance,  rights and other terms are to be determined by the
               Company's Board of Directors.  In addition,  the par value of the
               common stock was changed to $0.001 per share and the par value of
               the new preferred stock was set at $0.001 per share.

               The  financial  statements  at September 30, 2000 gives effect to
               the common stock split,  new authorized  share  amounts,  and par
               values enumerated in the amended certificate of incorporation. As
               of September 30, 2000, no preferred shares have been issued.

NOTE 4  GOING CONCERN

               As  reflected  in  the  accompanying  financial  statements,  the
               Company  has  accumulated  losses of $22,380,  a working  capital
               deficiency of $21,370 and has not generated any revenues since it
               has not yet  implemented  its business  plan.  The ability of the
               Company  to  continue  as a going  concern  is  dependent  on the
               Company's  ability to raise additional  capital and implement its
               business  plan.  The  financial  statements  do not  include  any
               adjustments  that might be  necessary if the Company is unable to
               continue as a going concern.

               The Company intends to implement its business plan and is seeking
               funding  through  the  private  placement  of its  equity or debt
               securities or may seek a combination with another company already
               engaged  in  its  proposed  business.  Management  believes  that
               actions  presently  being taken provide the  opportunity  for the
               Company to continue as a going concern.


                                       7

<PAGE>


Item 2.   Management's Discussion and Analysis of Financial Condition
          and Results of Operations

RESULTS OF OPERATIONS
---------------------

     The following  discussion  and analysis below should be read in conjunction
with the financial statements,  including the notes thereto, appearing elsewhere
in this report.  For the period since inception (May 9, 1997) through  September
30, 2000,  during the Company's  development  stage, the Company has a zero cash
balance, and has accumulated losses of $22,380.

FINANCIAL  CONDITION  AND LIQUIDITY
-----------------------------------

     The Company has a working capital  deficiency of $21,370 and has an ongoing
need to finance its activities.  To date, the Company currently has funded these
cash  requirements by offering and selling its Common Stock, in addition to cash
advances from a  stockholder.  The Company  expects to fund its immediate  needs
through  private  placements of its securities and may seek a suitable  business
combination. Operating costs for the current period were funded by a loan from a
stockholder.

PLAN OF OPERATION

     The Company has  registered an internet  domain name and has  determined it
can begin conducting its business with limited financing that it has arranged.


PART II   OTHER INFORMATION

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

       (a)      Exhibits

                    None.


       (b)      Reports on Form 8-K

                    None.




                                        8

<PAGE>


                                   SIGNATURES
                                   ----------

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

                                        BIG FUN TOYS, INC.
                                        ------------------
                                        Registrant


  July 12, 2001                       By:      /s/ James Walters
 -----------------                        --------------------------------
                                             James Walters
                                             Chief Financial Officer
                                             (Principal Financial Officer)





                                        9