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

                                 FORM 10-QSB/A 1

                             Quarterly Report Under
                       the Securities Exchange Act of 1934

                        For Quarter Ended: March 31, 2000

                         Commission File Number: 0-28599



                              QUOTEMEDIA.COM, INC.
        (Exact name of small business issuer as specified in its charter)



                                     Nevada
         (State or other jurisdiction of incorporation or organization)

                                   91-2008633
                                   ----------
                        (IRS Employer Identification No.)

                         11100 NE 8th Street, Suite 300
                              Bellevue, Washington
                              --------------------
                    (Address of principal executive offices)

                                      98004
                                      -----
                                   (Zip Code)

                                 (415) 451-1604
                                 --------------
                           (Issuer's Telephone Number)


Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 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
__X__ No ____.


The number of shares of the  registrant's  only class of common stock issued and
outstanding, as of March 31, 2000 was 19,240,683 shares.



<PAGE>



                                     PART I

ITEM 1.           FINANCIAL STATEMENTS.

     The unaudited  financial  statements for the three month period ended March
31, 2000, are attached hereto.

ITEM 2.           MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

     The following  discussion  should be read in conjunction with the Financial
Statements and notes thereto included herein. In connection with, and because it
desires  to take  advantage  of, the "safe  harbor"  provisions  of the  Private
Securities Litigation Reform Act of 1995, the Company cautions readers regarding
certain forward looking statements in the following  discussion and elsewhere in
this report and in any other statement made by, or on the behalf of the Company,
whether or not in future filings with the  Securities  and Exchange  Commission.
Forward  looking  statements are statements not based on historical  information
and which relate to future  operations,  strategies,  financial results or other
developments.  Forward looking  statements are necessarily  based upon estimates
and assumptions that are inherently  subject to significant  business,  economic
and competitive  uncertainties and  contingencies,  many of which are beyond the
Company's control and many of which, with respect to future business  decisions,
are subject to change.  These  uncertainties and contingencies can affect actual
results and could cause actual results to differ materially from those expressed
in any forward  looking  statements  made by, or on behalf of, the Company.  The
Company disclaims any obligation to update forward looking statements.

Plan of Operation

     Our  business  strategy is comprised of three  distinct,  yet  interrelated
facets: (i) Private Label Product Strategy;  (ii) Interactive  Financial Tools &
On-line  Trading  Portal  Strategy;  and  (iii)  Vendor  Relationship  Strategy.
Following is a description of these facets.

PRIVATE LABEL PRODUCT STRATEGY

     In order to compete  effectively,  we must adopt an original  and  animated
product  strategy  designed to provide  service  access to huge  audiences  with
underlying demographic parallels.  Through private label product adaptation,  we
intend  to  offer  a  customized  suite  of  products,   tools,  and  permitting
technologies to financial and investment  industry  institutions  such as retail
brokerages,  mutual fund companies, banks, credit unions and investment advisory
firms.  Our  Private  Label  Products  ("PLP")  strategy is designed to meet the
necessity of comprehensive systems employed by the financial community. Research
has determined that there is a

                                        2


<PAGE>



waiting market of potential  institutional clients who wish to nurture and serve
the specific requirements of their own distinct investor clients.

     Through the PLP program,  we intend to offer a wide selection of components
that include but are not limited to: (i) branded analytical tools,  applications
and  functions;  (ii)  access to  account  information;  (iii)  on-line  trading
systems;  (iv)  registered  rep/employee  web  pages;  (v)  specialty  client to
representative e- mail response  services;  (vi) branded  identification for the
PLP usage; and (vii) branded versions of our desktop applications.

INTERACTIVE FINANCIAL TOOLS & ON-LINE TRADING PORTAL STRATEGY

     We believe that what matters in the new  environment on the Internet is not
only what providers deliver in terms of content but also how it is delivered. As
such, we incorporate a fundamentally new approach to this paradigm by becoming a
true portal to a myriad of "financial  applications," rather than "web pages" of
information.  In  effect,  we abandon  the  "online  newspaper"  format and HTTP
protocol  so common in today's  leading  financial  websites.  We  leverage  the
browser  and  eventually  the  Desktop  for  massive  interactivity  and optimal
responsiveness.  Our site is a large set of financial  applications  allowing an
investor to trade, watch charts, quote-grids, news tickers and conduct research,
using advanced Internet "thin client" (Java) technology.  Our browser technology
in effect becomes  customized for the retrieval of financial  information,  with
application-like  responsiveness.  Our private label marketing strategy supports
the applications by being the first screen that a user sees when he first brings
up his or her  browser and  empowers  the user to conduct  transactions  and use
applications from within the comfort of our or branded site's environment.

     We intend to  incorporate  technologies  which allow the user to trade with
his broker of choice  within our portal.  The content and  technologies  offered
provides the user with a more personalized and informative  environment in which
to execute investment decisions.

     Our  financial  content  offering  includes  investment  performance  data,
financial  and  business  news  and  company-specific  information.   Investment
performance data is raw financial data about a company's stock, its industry and
the economy as a whole. This data includes specific information in price quotes,
performance  charts,  company-  specific  fundamental  data and market  indices.
Financial  and business  news  consists of real-time  and delayed  broadcasts of
general and business/financial  news as well as company-specific press releases.
We will  assemble the current news and company  press  releases  from data feeds
provided by Comtex.  Company  specific  content is  corporate  information  that
complements  the  investment   performance  data  for  a  particular   company's
securities offering. Such data includes a briefing about products and

                                        3


<PAGE>



services, corporate management,  historic performance,  financial statements and
disclosure documents.

     Analytic  provisions  are  expected  to enable  investors  to  enhance  the
accuracy of their decisions to improve the productivity and performance of their
portfolios.   On  our  website,   analytic  tools  enable  retail  investors  to
screen/source investment opportunities, track investment performance and analyze
and interpret  financial  information  through  fundamental and technical tools.
Analytic tools that will be offered  include,  but are not limited to,  advanced
charting  for  technical  analysis,  adept  systems  which  interpret  financial
fundamentals,   library   research  tools  which  retrieve  and  store  relevant
information  about an investor's  portfolio in the investor's  personal library,
portfolio monitoring and management tools.

VENDOR RELATIONSHIP STRATEGY

     Our approach is to establish relationships with premier industry contenders
whose products have established brand equity. Most brokerage firms and financial
services  organizations  are  realizing  that  financial  information  creating,
packaging,  and  hosting  is not  their  core  business  and can  actually  save
extensive financial resources by outsourcing these services through partnering.

     The "bundling" of this  information  and content and technology  within our
data warehouse allows us to selectively  contract  individual data from specific
content providers under the best financial and redistribution terms and provides
the user with a true one-stop shopping environment.

     We have  negotiated a number of contracts with major providers of financial
content,  including but not limited to StockPoint  Inc.,  which provides quotes,
charts,  company background data and general  information;  Thomson  Information
Services Inc., which provides research  reports,  analysis and educational data;
CNBC/Dow Jones,  which provides video feeds;  IPO.com,  Inc., which provides IPO
information;  Market Guide Inc.,  which provides  company  performance  reports,
financial  analysis and a "What's Hot, What's Not" report; and Prophet Financial
Systems,   Inc.,   which  provides  stock  charting.   The  contracts  with  the
aforementioned companies have a term of between one to three years and are based
upon a worldwide  license fee and/or cost per thousand page view format. We have
commitments  with respect to these  contracts  totaling  $673,953,  $673,953 and
$561,627 in years 2000, 2001 and 2002, respectively.  While no assurances can be
provided,  we  expect  that  similar  additional  agreements  with  key  content
providers will be reached in the future.

     We believe that we have assembled one of the industries most impressive and
comprehensive data warehouses. We have identified

                                        4


<PAGE>



content areas for specialization  and as they are not currently  aggregated in a
single  "portal"  by  other  investment  services,  we  should  have a basis  of
differentiation from our competitors.

     Such areas of  specialization  are  expected to support us in creating  and
fostering  an  Internet  community.  An Internet  community  is  established  by
providing  targeted  information and comprehensive  opportunities for electronic
transactions.  The  community  becomes a  reference  point for users with shared
interests or tasks.  Establishing such a community is very consequential because
the community becomes the continuous, "repeat traffic" to our site.

     The financial services industry on the Internet is currently fragmented and
confusing.  An  overwhelming  number of providers are offering  various types of
investment-related  information and services.  The large  financial  aggregation
providers such as Yahoo Financial,  Microsoft(TM)  Investor,  Quicken  Financial
Network  and Wall  Street  City are  engaged in a fierce  competition  to bundle
content and analytic tools and provide  access through super web portals.  Their
goal is to become  one-stop  super-sites  and entry  portals to large  arrays of
financial content in the traditional library or newspaper approach.

     We believe that one critical  component has been overlooked in the drive to
become super portals. The financial  information providers still oblige the user
to conduct  business  within the confines and limitations of the World Wide Web.
The users often must leave the portal to conduct trades with their chosen online
broker,  discount broker, or full service broker.  Through strategic  alliances,
online discount brokers are also bundling resources in an attempt to attract and
retain end users. Discount brokerages, however, have been apprehensive to supply
any  research  at $7.95 per trade and only  minimal  information  for $29.95 per
trade.

     We offer a multi faceted  revenue model  consisting of the  following:  (i)
monthly service fees; (ii) advertising revenue; (iii) delivery of real time data
(streaming  quotes,  etc.);  and (iv) the on-line  sale of books,  magazine  and
newsletter   subscriptions,    investment   software,   investment   tools   and
complementary goods and services.

     We will install  turnkey  websites for brokerage  firms and other companies
and  on-line  trading  systems for  brokerage  firms and other  companies  for a
license  fee.  The fee  structure  will vary  based on the  number  of  clients,
existing  Internet and server  components and the back office system employed by
the firm.  We will charge the private  labeled  firms a monthly fee based on the
number of active accounts and the level of service and site content  selected by
the firm.

                                        5


<PAGE>



     In addition, we have retained an advertising agency (Doubleclick) on behalf
of the networked  partner firms to place  advertisements  on the private labeled
websites.  The ads will be of a  non-competitive  nature to the partnered firms.
The  advertising  rate  charged will be  competitive  within the industry and is
estimated  at  approximately  $20 to $35 per 1,000 page  views  after we achieve
approximately  20 million page views per month.  There can be no  assurances  we
will ever meet this threshold.

     In the  future,  we  intends  to offer  real  time  streaming  information,
streaming  quotes,  real time stock and index  monitors and  Internet  delivered
information to  complementary  market analysis legacy software  programs such as
TradeStation  and  Windows on Wall  Street.  We will offer  users the ability to
purchase on-line research reports from top analysis firms and financial services
firms such as Thomson Financial Interactive, Inc.

     Our portal is also  expected to offer for sale  relevant and  complementary
goods and  services  to its  subscriber  base.  We will offer  financial  books,
magazine and newsletter subscriptions, investment software, investment tools and
other relevant goods and services. We are also an Amazon.com affiliate member.

SALES ADVERTISING AND PROMOTIONS STRATEGY

     Our products  will be marketed  through a  combination  of direct sales and
online subscriptions.  We will rely on a multi-faceted direct sales team to sell
our product line, private label contracts and bundled content to other financial
sites. We are currently building a sales team consisting of account managers and
executive  salespersons to market and distribute our products  throughout  North
America.  Sales  executives  will be  responsible  for the sale of private label
contracts, our content, related products and tools to financial institutions, or
other financial sites.

     Our marketing  communications  strategy will encompass extensive promotions
on  and  offline  directed  at  its  cyber  investor,  institutional,  corporate
advertiser  and  public  company  audiences.  This is  intended  to be  executed
aggressively   throughout  North  America.  Our  promotional  campaigns  may  be
comprised  of  digital  or  online  marketing,  direct  marketing,  print  media
advertising  and public  relations.  To accomplish our sales goals, we expect to
engage an Internet advertising network/agency to promote the sale of advertising
space on the website.

     We   acknowledge   that  simply   having  a  website  does  not   guarantee
automatically reaching millions of customers. In this regard, we will expand our
online presence by trafficking our name, Internet address,  identity and message
in front of as many end users as possible in a manner that is  respectful of Net
culture.  We may use  one or  more  of the  following  listed  online  tools  to
accomplish these goals:

                                        6


<PAGE>




     (i) Usenet Newsgroups.  A newsgroup is a place on the Internet where groups
of people post and read messages on a particular  topic. We will  participate in
industry related  newsgroups to gain visibility and develop  relationships  with
our targeted  audiences.  Newsgroups offer us a great deal of marketing leverage
because their potential  audiences  include  participants  who are interested in
related topics.

     (ii) Mailing  Lists.  Mailing lists are not direct mail lists but,  rather,
they are  similar to e-mail  newsletters  or  on-going  dialogues  dedicated  to
special  interests.  Like newsgroups where messages are posted,  e-mail messages
are sent to specific  mailing lists.  We will  participate  in special  interest
mailing lists to gain visibility among a targeted  audience and generate traffic
for our site.

     (iii)  Internet  Advertising.  Advertising  online is  expected  to help us
create visibility in cyberspace.  We will develop, purchase and place banner ads
with links to our site on industry-related and high volume search engines. These
ads are expected to promote our online  presence and help direct  traffic to the
site. We will employ online ad networks and brokers such as Web Connect to guide
our  purchase  of ad space on  appropriate  sites.  We will also  actively  post
notices  on What's New sites and  newsgroups  that  cover new Net  features  and
websites.  We also  anticipate  submitting  our site to all What's  Cool  rating
services and contests in order to position it as a "best of breed" site.

     (iv) Search Engines,  Directories,  Regional Indexes, and Business Indices.
We intend  to  register  and list our web  addresses  with  search  engines  and
directories  such as Yahoo,  Lycos,  Web  Crawler,  and  Infoseek.  We may use a
professional service company such as www.submitit.com,  www.netcreations.com, or
www.mgroup.com to register the appropriate URLs with the most significant search
engines.  When  registering,  we will include keyword sensitive content tags and
titles to ensure that it results in the top 20 or better in most search returns.
Professional services will also be employed to list its URL with numerous e-mail
directories  (similar to the White  pages),  business and  regional  indices and
promotional sites.

     (v) Mutual  Links.  For every search  engine there are at least 100 special
interest  websites  dedicated to a specific  market.  We believe  that  creating
mutual  links  can be  more  powerful  than  listing  with  search  engines  and
directories because mutual links allow us to target a very specific market. This
tactic is considerably more successful than banner ads, as the link is perceived
by the user to be  "information,"  rather than  advertising.  We will attempt to
select industry-related and trade association websites (NIRI, CIRI, and American
Association for Individual Investors) and negotiate reciprocal links to and from
their web pages.

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<PAGE>




     (vi)  Public  Relations.  We intend to engage the  services  of a dedicated
public relations  company to devise and implement an aggressive public relations
campaign.  This contractor will act as the primary  spokesperson  for us. The PR
agent will be  expected  to create  and  distribute  press  kits to  appropriate
audiences to acquire  substantial  exposure for us on local,  national and radio
talk shows and TV magazines shows both in Canada and the US. This firm will also
be  responsible  for organizing  press tours and  interviews to further  enhance
editorial  coverage  for  us  in  key  business  and  technology  magazines  and
newspapers.

Results of Operations

     We began generating  revenues from operations during the three month period
ended March 31, 2000. As a result,  this report does not contain any comparative
information,  as there is nothing to compare our current  results of  operations
with.

     Revenues for this period totalled  $9,487,  including $6,791 in advertising
revenues.  Operating costs, including selling,  general and administrative costs
totalled $517,983. As a result, we incurred a loss during the three month period
ended March 31, 2000, of $(508,496), or approximately $(.03) per share.

TRENDS

     We intend to  continue to  identify,  purchase  and develop  complimentary,
proprietary  technologies  and investment tools to enhance our websites and help
to build strong market  differentiation.  As of the date of this report, we have
not established  contractual  relationships  with any unrelated web portals.  We
intend to develop  relationships  over the next few  months and fiscal  year and
have targeted  well-established  web portals which can  demonstrate  significant
registered  user bases.  It is our intention to continue the development of such
relationships,  with the ultimate goal of developing a large enough user base to
sustain  profitability through a combination of license fees and sponsorship ads
from partnered sites. However, as of the date of this report, we have reached no
other definitive agreements and there can be no assurances that we will contract
with other web portals meeting the aforesaid characteristics in the future.

     We expect to begin  generating  profits from operations by the end of 2000.
However,  no  assurances  can be provided  that this will occur  within the time
parameter stated herein, or at all.

YEAR 2000 DISCLOSURE

     Many existing  computer  programs use only two digits to identify a year in
the date field.  These programs were designed and developed without  considering
the impact of the recent change in the century. If not corrected,  many computer
applications were

                                        8


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expected  to fail or  create  erroneous  results  by or at the Year  2000.  As a
result,  many companies were required to undertake major projects to address the
Year  2000  issue.  We did not  incur  any  negative  impact as a result of this
problem and no problems in this regard are anticipated in the future.

INFLATION

     Although  management  expects  that the  operations  of the Company will be
influenced by general economic conditions once the Company commences  generating
revenues,  the Company does not believe that inflation had a material  effect on
the results of operations during the three month period ended March 31, 2000.

                           PART II. OTHER INFORMATION

ITEM 1.           LEGAL PROCEEDINGS - NONE

ITEM 2.           CHANGES IN SECURITIES - NONE

ITEM 3.           DEFAULTS UPON SENIOR SECURITIES - NONE

ITEM 4.           SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS -

                  NONE

ITEM 5.           OTHER INFORMATION - NONE

ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K -

                  (a)      Exhibits

                           EX-27    Financial Data Schedule

                  (b)      Reports on Form 8-K

     No  reports on Form 8-K were filed by the  Company  during the three  month
period ended March 31, 2000.

                                        9


<PAGE>

<TABLE>


                              QUOTEMEDIA.COM, INC.
                          (A Development Stage Company)

                                  BALANCE SHEET

<CAPTION>
                                                     (Unaudited)  (Audited)
                                                      March 31,  December 31,
                                                         2000        1999
                                                     ----------   ----------
<S>                                                  <C>          <C>
ASSETS

CURRENT

     Cash and cash equivalents                       $1,382,892   $  672,038
     Marketable securities (Note 4)                     102,500      102,500
     Accounts receivable                                  4,114       23,931
     Prepaid expenses                                   300,500            0
     Deposits                                            47,388            0
                                                     ----------   ----------
                                                      1,837,394      798,469

Fixed assets                                             15,577       14,206

Investments and advances                                 80,000            0
                                                     ----------   ----------
                                                     $1,932,971   $  812,675
                                                     ==========   ==========

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT

     Accounts payable                                    83,032      130,240
     Due to related parties                                   0       13,200
                                                     ----------   ----------
                                                         83,032      143,440
                                                     ----------   ----------

STOCKHOLDERS' EQUITY

     Capital stock issued                                19,241       17,228
     Additional paid-in capital                       3,057,723    1,370,536
     Deficit                                         (1,227,025)    (718,529)
                                                     ----------   ----------
                                                      1,849,939      669,235
                                                     ----------   ----------
                                                     $1,932,971   $  812,675
                                                     ==========   ==========









                             See accompanying notes.
</TABLE>


                                       10


<PAGE>

<TABLE>


                              QUOTEMEDIA.COM, INC.
                          (A Development Stage Company)

                             STATEMENT OF OPERATIONS
                                   (Unaudited)

<CAPTION>
                                                                  Three Months
                                                                     Ended
                                                                    March 31,
                                                                      2000
                                                                   ----------
<S>                                                                <C>
REVENUE                                                            $    6,791
                                                                   ----------
                                                                        6,791

EXPENSES

Website content                                                       110,594
Professional and consulting                                            18,456
Research and development                                               73,845
Business development and travel                                       129,356
Office                                                                185,732
                                                                   ----------
                                                                      517,983

                                                                   ----------
INTEREST INCOME                                                         2,696

LOSS FOR THE PERIOD                                                  (508,496)
                                                                   ==========

     Basic loss per share                                          $    (0.03)

     Diluted loss per share                                        $    (0.03)

     Weighted average number of shares outstanding

             - basic                                               18,234,184

             - diluted                                             19,334,184










                             See accompanying notes.

</TABLE>

                                       11


<PAGE>

<TABLE>


                              QUOTEMEDIA.COM, INC.
                          (A Development Stage Company)

                             STATEMENT OF CASH FLOWS
                                   (Unaudited)

<CAPTION>
                                                                 Three Months
                                                                     Ended
                                                                    March 31,
                                                                      2000
                                                                   ----------
<S>                                                                <C>
CASH FLOWS FROM OPERATING ACTIVITIES

Loss for the period                                                $ (508,496)

Adjustments to reconcile loss to net cash
used in operating activities

     Depreciation                                                       1,372
     Issuance of capital stock for services                           393,950

Changes in non-cash working capital items

     Accounts receivable                                               19,817
     Prepaid expenses                                                (300,500)
     Deposits                                                         (47,388)
     Accounts payable                                                 (47,208)
     Due to related parties                                           (13,200)
                                                                   ----------
                                                                     (501,653)
                                                                   ----------

Cash flow from investing activities

     Fixed assets                                                      (2,743)
     Due from related parties                                         (80,000)
                                                                   ----------
                                                                      (82,743)

                                                                   ----------
Cash flow from financing activities

     Issuance of capital stock for cash                             1,295,250
                                                                   ----------
                                                                    1,295,250

                                                                   ----------
Net increase in cash                                                  710,854

Cash, Beginning                                                       672,038
                                                                   ----------

Cash, Ending                                                       $1,382,892
                                                                   ==========

Cash and cash equivalents include cash and money market investments



                             See accompanying notes.
</TABLE>

                                       12


<PAGE>



                              QUOTEMEDIA.COM, INC.

                          NOTES TO FINANCIAL STATEMENTS
                     Three Month Period Ended March 31, 2000

1.   Unaudited Interim Financial Statements

         The accompanying  unaudited financial  statements have been prepared in
         accordance with the instructions for Form 10-QSB and do not include all
         of  the  information  and  footnotes  required  by  generally  accepted
         accounting principles for complete financial statements. In the opinion
         of management,  all  adjustments,  consisting only of normal  recurring
         adjustments  considered  necessary for a fair  presentation,  have been
         included.  Operating  results  for  any  quarter  are  not  necessarily
         indicative of the results for any other quarter or for the full year.

2.   Basis of Presentation

              Business combination

         On July 14,  1999,  pursuant to the terms of an  Agreement  and Plan of
         Reorganization,  the Company  acquired  all of the  outstanding  common
         stock of  QuoteMedia.com,  Inc., a Colorado  corporation ("Old QMI") in
         exchange for  11,000,000  unregistered  shares of the Company's  common
         stock. As a result of the transaction,  the former  shareholders of Old
         QMI received  shares  representing an aggregate of 72% of the Company's
         outstanding  common  stock,  resulting  in a change in  control  of the
         Company.  As a result of the  merger,  the  Company  was the  surviving
         entity and Old QMI ceased to exist. In conjunction  with the applicable
         Articles of Merger,  the Company changed it's name to  "QuoteMedia.com,
         Inc."  References  to the  "Company" or "QMI" refer to  QuoteMedia.com,
         Inc. together, with the predecessor company, Old QMI.

         The  acquisition  of Old  QMI  has  been  accounted  for  as a  reverse
         acquisition.  Under the accounting rules for a reverse acquisition, Old
         QMI is considered the acquiring entity. The Company recorded the assets
         and liabilities (excluding  intangibles) at their historical cost basis
         which was deemed to be  approximate  fair  market  value.  The  reverse
         acquisition is treated as a non-cash  transaction  except to the extent
         of cash  acquired,  since  all  consideration  given was in the form of
         stock.

              Earnings per share

         Earnings per share have been  computed  based on the  weighted  average
         number of common shares  outstanding.  For the three month period prior
         to  the  reverse  acquisition  discussed  in the  business  combination
         section of Note 2 above,  the number of common shares  outstanding used
         in  computing  earnings  per  share  is the  number  of  common  shares
         outstanding  as  a  result  of  such  reverse  acquisition,  plus  such
         additional  shares  issued by the Company  subsequent  to the  business
         combination.

                                       13


<PAGE>



                              QUOTEMEDIA.COM, INC.

                          NOTES TO FINANCIAL STATEMENTS
                     Three Month Period Ended March 31, 2000


3.   History and Business Activity

         The  Company was  incorporated in the state of Nevada on June 29, 1992,
         under  the  name  "Genetic  Futures,  Inc."  Since its  inception,  the
         Company  has  undertaken to implement  numerous  business plans and, in
         relation  to  such  various  businesses,  has  been  known  under  many
         different  names,  including (in order) Physician's Cybernetic Systems,
         Inc.,  Videocom   International,  Inc.,  Canadian  Tasty  Fries,  Inc.,
         International  Tasty Fries, Inc., Filtered Souls  Entertainment,  Inc.,
         Skyline   Entertainment,   Inc.   and,   finally,   its  current  name,
         QuoteMedia.com,  Inc.  The  name was  changed to  QuoteMedia.com,  Inc.
         concurrent  with the business combination described in Note 2. Prior to
         such  business  combination,  Old QMI had not engaged in any operations
         or  generated any revenue.

4.   Comparative Figures

         There are no comparative  figures as Old QMI, the surviving  entity for
         accounting purposes, commenced operations on June 28, 1999.

                                       14


<PAGE>



                                   SIGNATURES

     Pursuant to the  requirements  of Section 12 of the Securities and Exchange
Act of 1934,  the Registrant has duly caused this amended report to be signed on
its behalf by the undersigned, thereunto duly authorized.

                                       QUOTEMEDIA.COM, INC.
                                       (Registrant)

                                       Dated:  June 8, 2000



                                       By: s/R. Keith Guelpa
                                          --------------------------
                                          R. Keith Guelpa, President

                                       15


<PAGE>


                              QUOTEMEDIA.COM, INC.

                EXHIBIT INDEX TO QUARTERLY REPORT ON FORM 10-QSB
                      FOR THE QUARTER ENDED MARCH 31, 2000

EXHIBITS                                                                Page No.

  EX-27  Financial Data Schedule.............................................17


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