SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   FORM 10-QSB

                      For Quarter Ended September 30, 2000

                         Commission file number:  0-28665

                                 CIK:0001101715


                               DIVEDEPOT.COM, INC.
                         (Name of Small Business Issuer)


Florida                                                     65-0817033
(State of Incorporation)                    (I.R.S. Employer Identification No.)


                 2101 West SR 434, Suite 221, Longwood, FL 32779
               (Address of principal executive offices) (Zip Code)

         Registrants Telephone Number, including area code: 407-949-9300


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 the  filing
requirements for at least the past 90 days.

                         YES  X          NO
                            -----         -----

As of September 30, 2000, there were 2,031,797 shares of $0.001 par value common
stock outstanding.

<PAGE>
<TABLE>
<CAPTION>
                          PART 1. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS

                           DIVEDEPOT.COM, INC. AND SUBSIDIARY
                                     BALANCE SHEET
                                  SEPTEMBER 30, 2000
                                   DECEMBER 31, 1999
                                      (Unaudited)
<S>                                                    <C>                  <C>
                                                           9/30/00          12/31/99
                                                       -----------------------------------
                                        ASSETS

CURRENT ASSETS

CASH                                                             ($84,424)        $15,410
ACCOUNTS RECEIVABLE                                                $7,212         $84,701
INVENTORY                                                         $42,869         $42,819
PREPAID EXPENSES                                                  $19,014
EMPLOYEE ADVANCES                                                     $35
                                                       -----------------------------------
TOTAL CURRENT ASSETS                                             ($15,294)       $142,930
                                                       -----------------------------------
FIXED ASSETS                                                   $1,763,523      $1,423,197
                                                       -----------------------------------
GOODWILL                                                         $634,995        $662,604
                                                       -----------------------------------
                     TOTAL ASSETS                              $2,383,224      $2,228,731
                                                       ===================================


                             LIABILITIES AND STOCKHOLDERS EQUITY

CURRENT LIABILITIES

ACCOUNTS PAYABLE-TRADE                                           $449,997        $464,196
CUSTOMER DEPOSITS PAYABLE                                           ($863)         $1,000
PAYROLL & PAYROLL TAXES PAYABLE                                   $27,802
ACCRUED EXPENSES                                                   $4,000
OUTSIDE PARTY LOANS                                              $291,150
RELATED PARTY LOANS                                               $20,200        $107,867
TREASURY STOCK PURCHASE PAYABLE                                   $25,000
BANK OVERDRAFT                                                                    $68,748
BANK LOAN                                                                          $3,732
                                                       -----------------------------------
TOTAL CURRENT LIABILITIES                                        $817,286        $645,543
                                                       -----------------------------------

LONG TERM LIABILITIES
RELATED PARTY LOANS                                              $254,000        $275,316
NOTES PAYABLE                                                    $192,939
                                                       -----------------------------------
TOTAL LONG TERM LIABILITIES                                      $446,939        $275,316
                                                       -----------------------------------

STOCKHOLDERS EQUITY
COMMON STOCK                                                       $2,032          $1,831
ADDITIONAL PAID IN CAPITAL                                     $2,332,396      $1,932,597
RETAINED EARNINGS                                             ($1,165,429)      ($626,556)
TREASURY STOCK                                                   ($50,000)
                                                       -----------------------------------
TOTAL STOCKHOLDERS EQUITY                                      $1,118,999      $1,307,872
                                                       -----------------------------------
      TOTAL LIABILITIES AND STOCKHOLDERS EQUITY                $2,383,224      $2,228,731
                                                       ===================================

                                      See Accompanying Notes
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                      DIVEDEPOT.COM, INC. AND SUBSIDIARY
                                                                  INCOME STATEMENT
                                                                 SEPTEMBER 30, 2000
                                                                      (Unaudited)

<S>                                  <C>                     <C>                <C>               <C>               <C>
                                     3 MONTHS 9/30/00        3 MONTHS 9/30/99   9 MONTHS 9/30/00  9 MONTHS 9/30/99  FROM
                                       CONSOLIDATED            CONSOLIDATED      CONSOLIDATED     CONSOLIDATED      INCEPTION
                                          TOTAL                   TOTAL            TOTAL            TOTAL           TO 9/30/2000
                                 ---------------------------------------------------------------------------------------------------
SALES                                      $208,146               $258,443        $779,163        $922,459         $3,185,765
COST OF SALES                               $26,957                $83,100        $295,388        $236,647         $1,699,919
                                 ---------------------------------------------------------------------------------------------------
GROSS PROFIT                               $181,189               $175,343        $483,775        $685,812         $1,485,846
OPERATING EXPENSES                         $253,894               $264,155      $1,009,101        $914,429         $2,552,319
AMORTIZATION OF GOODWILL                     $9,203                 $9,202         $27,609         $27,609           $101,231
                                 ---------------------------------------------------------------------------------------------------
INCOME(LOSS) BEFORE INCOME TAXES           ($81,908)              ($98,014)      ($552,935)       $256,226)       ($1,167,704)
EXTRAORDINARY ITEM: GAIN ON SALE
OF FIXED ASSETS                                  $0                     $0              $0              $0            $44,945
INCOME TAXES                                     $0                     $0              $0              $0                 $0
                                 ---------------------------------------------------------------------------------------------------
NET INCOME(LOSS)                           ($81,908)              ($98,014)      ($552,935)      ($256,226)       ($1,122,759)
                                 ===================================================================================================

WEIGHTED AVERAGE NUMBER OF SHARES         1,956,297              1,587,500       1,956,297       1,587,500
BASIC EPS                                    ($0.04)                ($0.06)         ($0.28)         ($0.16)


                                                                 See Accompanying Notes
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                          DIVEDEPOT.COM, INC. AND SUBSIDIARY
                                               STATEMENT OF CASH FLOWS
                                    FOR THE NINE MONTHS ENDING SEPTEMBER 30, 2000
                                    FOR THE NINE MONTHS ENDING SEPTEMBER 30, 1999
                                 FOR THE PERIOD FROM INCEPTION TO SEPTEMBER 30, 2000
                                                     (Unaudited)

<S>                                                     <C>                   <C>                   <C>
                                                          9 MONTHS 9/30/00    9 MONTHS 9/30/99        FROM
                                                            CONSOLIDATED        CONSOLIDATED        INCEPTION
                                                                TOTAL               TOTAL
                                                         --------------------------------------------------------
CASH FLOWS FROM OPERATING ACTIVITIES

NET INCOME (LOSS)                                                  ($507,989)          ($219,333)      ($922,814)
ADJUSTMENTS TO RECONCILE NET INCOME (LOSS)
TO NET CASH PROVIDED BY (USED IN) OPERATIONS:
   ADJUSTMENT TO RETAINED EARNINGS                                  ($30,642)                           ($30,642)
   DEPRECIATION AND AMORTIZATION EXP                                $106,823            $109,933        $343,498
   DECR/(INCR) IN ACCOUNTS RECEIVABLE                                 $4,429             ($4,316)       ($96,267)
   DECR/(INCR) IN OTHER ASSETS                                      ($45,000)                           ($43,125)
GAIN ON SALE OF FIXED ASSETS                                                                              $4,291
   DECR/(INCR) IN INVENTORIES                                        ($50.00)           ($27,865)       ($42,869)
   INCR/(DECR) IN ACCOUNTS PAYABLE                                  $128,784             $97,371        $529,592
   INCR/(DECR) IN CUSTOMER DEPOSITS PAYABLE                          ($1,863)               $500        ($31,576)
   INCR/(DECR) IN PAYROLL TAXES PAYABLE                               $5,072                              $5,072
   INCR/(DECR) IN OTHER CURRENT LIABILITIES                          $46,222                             $46,222
                                                         --------------------------------------------------------
NET CASH PROVIDED BY OPERATING ACTIVITIES                          ($294,214)           ($43,710)      ($238,618)
                                                         --------------------------------------------------------

CASH FLOW FROM INVESTING ACTIVITIES:

PURCHASE OF SUBSIDIARY                                                                               ($1,041,013)
PROCEEDS FROM SALE OF FIXED ASSETS                                   $60,000                             $60,000
INVESTMENT IN FIXED ASSETS                                          ($53,507)         (1,042,510)    ($1,334,774)
                                                         --------------------------------------------------------
NET CASH PROVIDED BY INVESTMENT ACTIVITIES                            $6,493         ($1,042,510)    ($2,315,787)
                                                         --------------------------------------------------------

CASH FLOW FROM FINANCING ACTIVITIES:

PURCHASE OF TREASURY STOCK                                          ($50,000)                           ($50,000)
PROCEEDS FROM BANK LOAN                                                                                  $17,109
REPAYMENT ON BANK LOAN                                               ($9,167)            ($5,238)       ($22,533)
REPAYMENT ON LOANS                                                   ($3,732)                            ($1,885)
RELATED PARTY LOANS                                                  $65,534            ($50,833)       $423,014
PROCEEDS FROM SALE OF SHARES                                                          $1,135,000        $340,595
CONTRIBUTED SURPLUS                                                                                   $1,595,869
SHARE SPLIT                                                                                              ($2,036)
PROCEEDS FROM ISSUANCE OF BONDS                                     $254,000                            $246,000
DEFERRED COSTS                                                                          ($10,770)        $30,354
                                                         --------------------------------------------------------
NET CASH PROVIDED BY FINANCE ACTIVITIES                             $256,635          $1,068,159      $2,576,487
                                                         --------------------------------------------------------
NET INCREASE (DECREASE) IN CASH                                     ($31,086)           ($18,061)        $22,082
                                                         --------------------------------------------------------
CASH AT BEGINNING OF PERIOD                                         ($53,338)           ($41,867)       ($49,669)
                                                         --------------------------------------------------------
           CASH AT END OF PERIOD                                    ($84,424)           ($59,928)       ($27,587)
                                                         ========================================================

                                         See Accompanying Notes
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                      DIVEDEPOT.COM
                                      STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY
                        FOR THE PERIOD OF INCEPTION (DECEMBER 1, 1997) TO SEPTEMBER 30, 2000
                                                       (Unaudited)
<S>                            <C>                        <C>            <C>           <C>            <C>
                                                                          ADDITIONAL
                                  COMMON                     STOCK         PAID-IN     INCOME
                                  SHARES                     AMOUNT        CAPITAL     (LOSS)          TOTAL
                                  ------                     ------        -------     ------          -----

Issuance of shares of
common stock on Nov 1, 1997
$.001 per share                1,022,987                        1,023         --            --           1,023

Net (loss) from inception
on Dec 1, 1997 through
Dec 31, 1997                                                                             (25,974)      (25,974)

Balance December 31,1997       1,022,987                        1,023                    (25,974)      (24,951)

Issuance of shares of
common stock on June 4,
1998 for $.001 per share           2,964                           3          --            --               3

Issuance of shares of
common stock on July 1,
1998 for $1.43 per share           3,622                           4         5,176          --           5,180

Net (loss) through
December 31, 1998                                                                       (237,639)     (237,639)
                               ----------                   ----------    ----------  ----------    ----------
Balance December 31, 1998      1,029,573                        1,030        5,176      (263,613)     (257,407)

Issuance of shares of
common stock on Feb 15,
1999 for $.001 per share          27,724                          28          --            --              28

Issuance of shares of
common stock on March 7,
1999 for $ 2.00 per share         50,000                          50        99,950          --         100,000

Issuance of shares of
common stock on March 24,
1999 for $ 2.00 per share         10,000                          10        19,990          --          20,000

Issuance of shares of
common stock on March 29,
1999 for $ 2.00 per share         50,000                          50        99,950          --          50,000

Issuance of share of
common stock on March 30,
1999 for $ 2.00 per share         10,000                          10        19,990          --          20,000

Issuance of shares of
common stock on March 31,
1999 for $ 7.934 per share        20,000                          20       158,660          --          40,000

Issuance of shares of
common stock on April 1,
1999 for $ .001 per share         73,500                          73          --            --              73

Issuance of shares of
common stock on April 6,
1999 for $ 2.00 per share        122,500                         122       244,878          --         245,000


                                          See accompanying notes
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                 DIVEDEPOT.COM
                                 STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY
                      FOR THE PERIOD OF INCEPTION (DECEMBER 1, 1997) TO SEPTEMBER 30, 2000
                                                  (Unaudited)

<S>                             <C>                 <C>                   <C>           <C>            <C>
                                                                          ADDITIONAL
                                  COMMON                STOCK              PAID-IN          INCOME
                                  SHARES                AMOUNT             CAPITAL          (LOSS)          TOTAL
                                  ------                ------             -------          ------          -----
Issuance of shares of
common stock on June 9,
1999 for $ .001 per share          10,000              10                                                     10

Issuance of shares of
common stock on August 4,
1999 for $ .001 per shares         23,000              23                                                     23

Issuance of shares of
common stock on August 31,
1999 for $ 2.00 per share         325,000             325                   649,675                      650,000

Issuance of shares of
common stock on August 31,
1999 for $7.93 per share           80,000              80                   634,328                      634,408

Net (loss) through
December 31, 1999                                                                       (362,943)       (362,943)
                                 ---------------------------------------------------------------------------------
Balance December 31, 1999       1,831,297           1,831                 1,932,596     (626,556)      1,307,874

Issuance of shares of
common stock on Feb 1,
2000 for $ 2.00 per share         100,000             100                   199,900                      200,000

Issuance of shares of
common stock on March 1,
2000 for $ 2.00 per share         100,000             100                   199,900                      200,000

Treasury stock purchased          (12,500)

Net income(loss) for period
through March 31, 2000                                                                  (211,731)       (214,350)

Cumulative Balance,
March 31, 2000                  2,018,797           2,031                 2,332,396     (840,906)     (1,493,524)

Net income (loss) for period
through June 30, 2000                                                                   (211,731)       (211,731)

Cumulative Balance,
June 30, 2000                   2,018,797           2,031                 2,332,396   (1,052,637)      1,281,793

Net income (loss) for period
through September 30, 2000                                                               (81,908)        (81,908)

Cumulative Balance
September 30, 2000              2,018,797           2,031                 2,332,396   (1,134,545)      1,199,885


                                                         See Accompanying Notes
</TABLE>
<PAGE>
                       DIVEDEPOT.COM, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2000
                      (EXPRESSED IN UNITED STATES DOLLARS)
                                  (Unaudited)

1.   INCORPORATION AND ACTIVITY

     DIVEDEPOT.COM, Inc. (the "Company") was incorporated on December 1, 1997 in
     the State of Florida  (USA) under the  Florida  Business  Corporation  Act.
     During 1999  DIVEDEPOT.COM,  Inc.  changed its name from Baskin in the Sun,
     International,  Inc.  The  principal  activity  of the Company is that of a
     holding company.

2.   SIGNIFICANT ACCOUNTING POLICIES

         BASIS OF PREPARATION

     The  financial  statements  are  prepared  in  accordance  with  accounting
     principles  generally  accepted  in the United  States of  America  and the
     significant accounting policies are as follows:

         BASIS OF CONSOLIDATION

     The  consolidated  financial  statements  incorporate  the  results  of the
     Company and its subsidiary.

         INVENTORY

     Inventory  is  valued at the  lower of cost and net  realizable  value on a
     first in,  first out basis.  Cost  includes  any  expenditure  incurred  in
     bringing the inventory to its present  condition.  Net realizable  value is
     the expected selling price less any associated selling costs.

         FIXED ASSETS

     Fixed assets are recorded at cost. Depreciation, which is based on the cost
     of the asset, is computed using the  straight-line  method at the following
     annual rates:

                             COMPRESSOR EQUIPMENT                 15%
                             COMPUTER EQUIPMENT                   33 1/3%
                             FURNITURE & FIXTURES                 15%
                             MACHINERY AND OTHER EQUIPMENT        15%
                             MOTOR VEHICLES                       25%
                             MOTOR VESSELS                        15%

     Rental  equipment  10% the cost of the website will be amortized at 33 1/3%
     when it will be completed and satisfactorily brought on-line.

          GOODWILL

     The goodwill originated on purchase of the subsidiary and is amortized over
     20 years commencing of January 1, 1998.


<PAGE>
                       DIVEDEPOT.COM, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2000
                      (EXPRESSED IN UNITED STATES DOLLARS)

         INCOME TAXES

     The Company is liable to income  taxes at 22% of its  operating  income and
     accounts for this using the liability  method.  The subsidiary is liable to
     income taxes at 15% of its operating income and accounts for this using the
     liability method.

       REVENUE RECOGNITION

     Diving and  certification  income is  recognized  on the  completion of the
     activity.  Merchandise  income is recognized  when items are sold and title
     has passed.

3.   ACCOUNTS RECEIVABLE

                                       SEPTEMBER 30, 2000
                                         -------------
          TRADE                            7,212
          UTILITY                          3,533
          PREPAID EXPENSES                19,014
                                          -------------
                                         $29,759
                                         =============

4.   INVENTORY

                                       SEPTEMBER 30, 2000
                                        -------------
          MERCHANDISE                     39,748
          SPARES                               0
          TEACHING MATERIALS               3,121
          FUEL                                 -
                                        -------------
                                      $   42,869
                                        =============

5.   FIXED ASSETS


WHAT SHOULD BE INSERTED HERE SINCE WE AREN'T PUTTING IN THE LARGE TABLE???


<PAGE>
                       DIVEDEPOT.COM, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2000
                      (EXPRESSED IN UNITED STATES DOLLARS)

6.   GOODWILL

                                               September 30, 2000
                                                   --------------

                   GOODWILL                              736,226

                   AMORTIZATION OF GOODWILL             (101,230)
                                                        ---------
                                                $        634,996
                                                   ===============


7.   BANK OVERDRAFT

          The bank  overdraft  is  secured  by a  charge  on the  assets  of the
          subsidiary company and bears interest at 11% annum.

8.   BANK LOAN

          The bank loan bears  interest at 2.5% above  Barclays Bank Prime Rate,
          and is repayable over a maximum of three years. The loan is secured by
          a debenture registered over the subsidiary company's assets.


                                           SEPTEMBER 30, 2000    JUNE 30, 2000
                                             ----------           ----------

          Bank loan is  secured by a charge
          over the  assets of the  subsidiary
          company. The loan bears interest
          at 2.5% above
          BARCLAYS PRIME RATE AND IS REPAYABLE         0              0
          by June 2000, in monthly installments
          of $655 including interest.

          Less:  current portion                       0              0
                                                  ---------        -------
                                                  $    0           $  0
                                                  =========        ========

<PAGE>
<TABLE>
<CAPTION>
                       DIVEDEPOT.COM, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2000
                      (EXPRESSED IN UNITED STATES DOLLARS)


9.   RELATED PARTY LOANS
<S>                                                                 <C>                     <C>
                                                                    SEPTEMBER 30, 2000           JUNE 30, 2000
                                                                       -------------         --------------

         Related party loan which bears interest at 3%
         over New York prime rate.  It is repayable in                         197,084                 242,927
         monthly installments of $4,583.00 plus interest.

         Related party loan which is unsecured bears no
         interest and has no fixed terms of repayment.  It                     177,791                 177,791
         is not expected to be repaid within the next year.

         Unsecured loan which bears interest at 8% per
         annum.  It is repayable in quarterly installments                      28,000                  28,000
         of $560.                                                           ----------                ---------
                                                                               402,875                 448,718

         LESS:  CURRENT PORTION                                                205,791                 205,791
                                                                            ----------                ---------
                                                                              $197,084                $242,927


</TABLE>
<TABLE>
<CAPTION>
10.     SHARE CAPITAL
<S>                                                         <C>                       <C>
                                                            SEPTEMBER 30, 2000           JUNE 30, 2000
                                                              -----------------        ----------------
         AUTHORIZED
         50,000,000 ordinary shares of $0.001 par                  $50,000                 $50,000
         value each

         ISSUED AND FULLY PAID
         2,031,297 (03/31/00 - 2,031,297) ordinary shares            2,031                  $2,031


                                                            SEPTEMBER 30, 2000          MARCH 30, 2000
                                                              -----------------        -----------------
         STOCK OPTIONS TO THE WEBSITE SUPPLIERS
         Options exercisable at $2.00 Per share                    250,000                 250,000


</TABLE>
<PAGE>

                       DIVEDEPOT.COM, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2000
                      (EXPRESSED IN UNITED STATES DOLLARS)

11.  STOCK PLAN

          The Group has  established an informal Stock Plan (the "Plan") whereby
          it grants  ordinary  shares of the  Company to  employees  who have at
          least one  year's  service  and have  benefited  the  Group.  The Plan
          provides  that  employees  are  chosen  by the  Group's  Chairman  and
          approved  by  the  Board  of  Directors   based  on  performance   and
          dedication.

12.  STOCK OPTIONS

          During 1999,  the Group granted stock options on 250,000 shares of the
          Company to software  developers as part of the  compensation to design
          and  develop a  corporate  website on behalf of the  Group.  The stock
          options are  exercisable  at $2,00 per share within a five year period
          from the date of grant. None of the options were exercised during 1999
          or the first six months of 2000.

13.  INCOME TAXES

          The Company incurred $211,731 of estimated tax losses during the three
          months  ended June 30, 2000 which it can carry  forward and be set off
          against future income.

14.  LEASE COMMITMENTS

          The Group has various  lease  commitments  in respect of its premises.
          Future lease  payment will total  $138,906,  including  the  following
          amounts over the next three years.

                                DECEMBER 31, 1999              COMMITMENT

                                   2000                          $68,027
                                   2001                           48,844
                                   2002                           22,035

          In addition to the above  there is also a lease  agreement  with Peter
          Island Resort.  In accordance with this lease the Company must pay 15%
          of the  total of all  goods  and  services  billed  to guests of Peter
          Island.  During the 2nd quarter 2000,  the Company paid -0- (Total 1st
          quarter  2000 - $0) to Peter  Island  Resort.  The lease was issued in
          April 1999 and will expire in 2 years.

<PAGE>
                      DIVEDEPOT.COM, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2000
                      (EXPRESSED IN UNITED STATES DOLLARS)


15.  INFORMATION ON SUBSIDIARY


NAME                         PLACE OF INCORPORATION    DATE OF        PORTION OF
                                                       INCORPORATION  VOTING
                                                                      SHARES
                                                                      HELD
--------------------------------------------------------------------------------
Baskin in the Sun Limited    British Virgin Islands    May 2, 1972         100%


16.  CONTINGENCIES

          Divedepot.com, Inc. is defendant in a legal action. The Plaintiffs are
          seeking relief for an alleged breach of contract, fraud, and have also
          requested  constructive  trust to be imposed by the Court. The Company
          has vigorously  defended the action and believes the action is without
          foundation. Due to a lack of record activity and of prosecution on the
          part of the Plaintiffs for approximately one year, the Company will be
          seeking to dismiss the action.  In the event that the Plaintiffs  were
          ultimately  successful,   the  Company  could  potentially  sustain  a
          judgment, exceeding $217,000 plus interest.

17.  COMPARITIVES

          Certain comparative figures have been reclassified to conform with the
          current year's presentation.




<PAGE>
ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2000.

SALES & MARKETING

     The Miami sales and  marketing  operation  has been  relocated  to Longwood
(Orlando) area. This will help to reduce costs and improve the efficiency of the
sales and  reservations  process.  Office  hours have been  expanded  to include
evenings and weekends. An outbound caller program has been initiated.

     Consumer  dive show  participation  has resumed with our  attendance at the
Denver Dive Show. Plans are in place to aggressively  market at major dive shows
on an ongoing basis.

     Dive travel wholesalers, to include PADI, participated in a familiarization
trip to Baskin In The Sun in the British Virgin Islands  conducted in September.
A number of bookings have resulted from this trip.

     Strategic  sales and  marketing  alliances  are being  formed.  The Company
already formed a strategic alliance with Continental Airlines.  Greater dive and
hotel package options and alternatives have been created. Although these bundled
packages  reflect  price  increases,  they will offer divers  better  values for
longer stays. Off-season programs are in development.  These may include student
summer camp, educational and fitness concepts.

     Programs to increase  incremental on site spending have been created.  Logo
and branded  merchandise is being  displayed in a more  attractive and appealing
way with suggestive selling techniques and incentives.

     New contacts with cruise ships have been initiated.  Cruise ship passengers
will be  taken on  weekly  and  bi-weekly  snorkel  and  diving  excursions,  as
"off-boat" adventures.

<PAGE>

EQUIPMENT

     A fourth  boat is being  added to our  fleet.  This boat is a  custom-built
aluminum catamaran,  which has been converted specifically for our Baskin In The
Sun dive operation.  It can hold 50 snorkelers or 30 divers.  This boat replaces
Narcosis,  which was retired from our fleet earlier this  quarter.  The "ALAN B"
has been  selected  as the name,  in honor of the  founder of Baskin In The Sun;
Alan Baskin.

WEB SITES

     The Baskin In The Sun web sites have been  merged  into one site and edited
to  reflect  the more  relevant  and  current  information.  This web site is an
important sales  communication tool and is linked to our overall goal to improve
the sales process and ultimately sales results.

     Work continues on the final stages of the Divedepot.com web site. This dive
oriented  portal and search engine will be the leading  source for virtually all
dive-related   information.   Divers,   dive  shops,  dive  resorts,   equipment
manufactures  and certifying  agencies will be presented at the same site.  This
site for dive commerce is designed to facilitate  the  integration of buyers and
sellers.

RESULTS OF OPERATIONS

     The Company had  revenues  for the three month  period of $208,145 in 2000,
and the cost of sales in the period in 2000 was  $26,957.  The gross  profit was
$181,189 and the operating expenses in the period in 2000 were $253,894. The net
loss in the period in 2000 was ($81,908).

     Divedepot.com  has incurred net losses and  experienced  negative cash flow
from operations  since inception  through the end of the period ending September
30, 2000.  During the first nine months of the fiscal year beginning  January 1,
2000 to  September  30,  2000,  the  Company  realized a net loss of  ($552,935)
compared to a net loss of ($256,226) in the same period in 1999. There can be no
assurance  that the company will be able to achieve or sustain  revenue  growth,
profitability or positive cash flow on either a quarterly or an annual basis.

RESULTS OF OPERATIONS FOR THE QUARTER ENDED SEPTEMBER 30, 2000 COMPARED TO THE
SAME PERIOD IN 1999

     REVENUE  FROM SALES.  Revenue  totaled  $208,146 for the three months ended
September 30, 2000, compared to $258,443 in the quarter in 1999.

     COST OF REVENUE.  Cost of sales totaled  $26,957 for the three months ended
September,  2000  compared  to  $83,100 in the  quarter  in 1999.  Cost of sales
consists  primarily of costs to provide travel related services to clients;  the
costs of  merchandise  sold in the retail stores and to a minor extent the costs
of fuel and training materials sold to third parties.  Management  believes that
there is significant  room for reducing the relative cost of travel services and
retail  merchandise  as  volumes  increase  and  buying  power  is  more  firmly
established. Management has reduced substantially the inventory carried over the
last three years and streamlined the purchasing operations.

<PAGE>

     OPERATING  EXPENSES  (Including   Marketing,   Sales  and  Administration).
Operating  expenses  totaled  $253,894 for the three months ended  September 30,
2000 compared to $264,155 in the quarter in 1999. Operating expenses include all
the ongoing dive  operations  in the British  Virgin  Islands.  Dive  operations
expenses are high as a percentage  of sales and  significant  economies of scale
can be achieved as diving activities  increase.  At present,  infrastructure and
equipment is in place within the companies  operations in the BVI to accommodate
substantial additional business with only minor capital expenditures, marketing,
sales and  administration  expense  consists  primarily of  personnel  expenses,
accounting,  legal  expenses  and  marketing  development,  promotion  and sales
activities,  including salary and commissions,  costs of marketing  programs and
the cost of attending various dive shows and travel trade shows. These costs are
mostly born by the parent company located in Longwood. This expenditure reflects
a substantial  investment in the Internet systems,  customer support,  marketing
and sales  organizations  necessary to support the company's  expanded  customer
base.  Management  expects marketing,  sales and administration  expenditures to
continue  to  increase  in dollar  amount,  but to  decline as a  percentage  of
revenue.  Specifically,  the  administrative  infrastructure of Divedepot.com is
designed to anticipate  future travel,  and merchandise  sales that have not yet
occurred.  As these  sales  occur,  administrative  expenses  will not  increase
substantially  and will decline as a percentage of revenue.  Management  expects
these  expenses to remain  constant and  therefore  decline as a  percentage  of
revenue. Together,  therefore,  management anticipates that marketing, sales and
administrative  expenses  will  increase  somewhat  more  modestly  than  in the
previous quarter of the last fiscal year, but decline sharply as a percentage of
revenue  as sales of travel and  merchandise  increase.  Operating  loss for the
quarter in 2000 was ($81,908) and ($98,014) in 1999.

     NET  LOSS.  Divedepot.com  had a loss of  approximately  ($81,908)  for the
quarter ended  September 30, 2000 compared to ($98,014) in 1999.  Loss per share
was ($.04) in 2000 and ($.06) in 1999.

     Management  believes  that  period-to-period  comparisons  of its financial
results  should  not be relied  upon as an  indication  of  future  performance.
Divedepot.com  may  experience  significant  period-to-period   fluctuations  in
operating   results   depending   upon  factors  such  as  the  success  of  the
Divedepot.com's  efforts to expand sales and implement  it's internet  marketing
programs  and mix of products  and  services  and changes in, and the timing of,
expenses relating to development and sales and marketing. Other factors that may
contribute to variability of operating results include the timely deployment and
implementation  of  expansion  of the  Divedepot.com  outside  sales  network or
internal direct marketing capability,  changes in demand for sport diving travel
and related  products and services,  the cyclical nature of marine  expenditures
and the overall health of the regional and international economy.

<PAGE>

RESULTS OF OPERATIONS FOR NINE MONTH PERIOD ENDED SEPTEMBER 30, 2000 COMPARED TO
SAME PERIOD IN 1999.

     The Company had  revenues of $779,163 in the nine month  period in 2000 and
revenues of $922,459 in the period in 1999.

     Cost of sales  totaled  $295,388 for the nine month period ended  September
30, 2000 and $236,647 in the period in 1999. Cost of sales consists primarily of
costs to provide  travel related  services to clients,  the costs of merchandise
sold in the retail  stores and to a minor  extent the costs of fuel and training
materials sold to third parties.

     Operating  expenses  totaled  $1,009,101  for the nine month  period  ended
September  30,  2000  compared  to  $914,429  in the  period in 1999.  Operating
expenses include all costs of salaries,  rent, utilities,  repairs, fuel and all
costs associated with the ongoing dive operations in the British Virgin Islands.
Dive  operations  expenses  are high as a  percentage  of sales and  significant
economies of scale may be achieved as diving  activities  increase.  At present,
infrastructure and equipment is in place within the company's  operations in the
BVI to  accommodate  substantial  additional  business  with only minor  capital
expenditures.  Marketing, sales and administration expense consists primarily of
personnel  expenses,  accounting,  legal  expenses  and  marketing  development,
promotion  and sales  activities,  including  salary and  commissions,  costs of
marketing programs and the cost of attending various dive shows and travel trade
shows.  Management expects marketing,  sales and administration  expenditures to
continue  to  increase  in dollar  amount,  but to  decline as a  percentage  of
revenue.  Specifically,  the  administrative  infrastructure  of the  Company is
designed to anticipate  future travel,  and merchandise  sales that have not yet
occurred.   Management  expects  expenses  to  remain  relatively  constant  and
therefore decline as a percentage of revenue,  if revenues  increase.  Together,
therefore,  management  anticipates  that  marketing,  sales and  administrative
expenses will increase  somewhat more modestly than in the current  fiscal year,
but  decline as a  percentage  of  revenue  if sales of travel  and  merchandise
increase.

     NET LOSS.  Divedepot  had a loss of  $(552,935)  for the nine  month  ended
September 30, 2000, and a loss of ($256,226) for the same period in 1999.

     The loss per share for the period was ($.28) in 2000 and ($.16) in 1999.

<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

     To date, the company has satisfied its cash requirements  primarily through
debt, the sale of capital stock and through  operating  revenues.  The company's
principal  uses of cash are to fund  working  capital  requirements  and capital
expenditures and to service its vendor,  payroll and professional  expenses. The
Company had a cash deficit of ($84,424) at  September  30, 2000.  The  Company's
current  liabilities at September 30, 2000 exceeded  current assets by $822,580.
The Company  needs to achieve  further  capital in order to continue  and expand
operations and pay current liabilities.


NEED FOR ADDITIONAL FINANCING

     The Company does not have capital  sufficient  to meet the  Company's  cash
needs for  continued  operation.  The Company  will have to seek loans or equity
placements to cover such cash needs.

     No commitments to provide  additional funds have been made by management or
other stockholders.  Accordingly,  there can be no assurance that any additional
funds will be available to the Company to allow it to cover its expenses as they
may be incurred.

     Irrespective of whether the Company's cash assets prove to be inadequate to
meet the  Company's  operational  needs,  the Company  might seek to  compensate
providers of services by issuances of stock in lieu of cash.

<PAGE>
                                     PART II

                                OTHER INFORMATION

Item 1.           Legal Proceedings

     The  Company  is a party to only one legal  action.  That  action is in the
Circuit Court for Miami - Dade County, Florida,  Plaintiff,  the firm of Marc M.
Harris, on behalf of others has alleged breach of contract,  fraud,  conversion,
and  constructive  trust.  The total  amount of the claim by the firm of Marc M.
Harris is recorded as long-term debt on the company books and audited statement.
This debt was  acquired  in the  acquisition  of all  liabilities  and assets of
Baskin In The Sun  International,  S.A. The Company is vigorously  defending the
action and  believes  the action is without  foundation  because  the  Plaintiff
offset  accounts  containing  funds of  Defendant  in  similar  amounts to those
claimed. In the event Plaintiff were fully successful, Defendant could sustain a
judgment exceeding $217,000,  plus interest,  which could have a material impact
on the Company.  The Company filed a counter  claim that in settlement  can only
reduce the  liabilities of the company as they  currently  stand and not further
worsen or negatively impact the corporation.

     No director, officer or affiliate of the Company, and no owner of record or
beneficial  owner of more than 5.0% of the  securities  of the  Company,  or any
associate of any such director, officer or security holder is a party adverse to
the Company or has a material  interest  adverse to the Company in  reference to
any litigation.

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)  The  following  are  filed  as  Exhibits  to  this
                    Quarterly Report.  The numbers refer to the Exhibit Table of
                    Item 601 of Regulation S-K:

                                    None.

                         (b) Reports on Form 8-K filed  during the nine  months
                    ended September 30, 2000. (incorporated by reference)

                                    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 of the
undersigned thereunto duly authorized.

Dated: January 9, 2001

                                          DIVEDEPOT.COM, INC.


                                          by:/s/Norbert Weller
                                          Norbert Weller, President