SECURITIES AND EXCHANGE COMMISSION
                              Washington D.C. 20549

                                   FORM 10-QSB

           [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                 For the Quarterly Period ended: June 30, 2000


                         Commission file number 0-28847

                               WTAA INTERNATIONAL, INC.
                               -------------------
        (Exact name of small business issuer as specified in its charter)

         Florida                                 65-0260846
         --------                                ----------
(State or other jurisdiction of                  (I.R.S. Employer incorporation
or organization)                                 Identification No.)


             1027 S. Rainbow Blvd., Unit #391, Las Vegas, NV 89145
               ---------------------------------------------------
                     Address of principal executive offices)

                                 (702) 341-6622
                                 ---------------
                           (Issuer's telephone number)


Check  whether  the  registrant  (1) filed all  reports  required to be filed by
Section 13 or 15(d) of the  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
     --
As of June 30, 2000, 13,627,011 shares of common stock were outstanding.

Transitional Small Business Disclosure Format: Yes      No  X
                                                            --

<PAGE>



                          PART I--FINANCIAL INFORMATION

Item 1. Financial Statements.

         For financial information,  please see the financial statements and the
notes thereto, attached hereto and incorporated herein by this reference.

     The financial  statements  have been prepared by WTAA  International,  Inc.
without  audit  pursuant  to the rules and  regulations  of the  Securities  and
Exchange  Commission.  Certain  information  and footnote  disclosures  normally
included in financial  statements prepared in accordance with generally accepted
accounting  principles  have been  condensed or omitted as allowed by such rules
and  regulations,  and management  believes that the disclosures are adequate to
make the  information  presented  not  misleading.  These  financial  statements
include  all  of the  adjustments  which,  in the  opinion  of  management,  are
necessary  to  a  fair  presentation  of  financial   position  and  results  of
operations.  All such  adjustments are of a normal and recurring  nature.  These
financial  statements  should be read in conjunction with the audited  financial
statements at December 31, 1999, included in the Company's Form 10kSB.



<PAGE>

                            WTAA INTERNATIONAL, INC.

                    (formerly Canadian Cool Clear WTAA, Inc.)

                         REPORT AND FINANCIAL STATEMENTS

                                  June 30, 2000

                             (Stated in US Dollars)
<PAGE>

                            WTAA INTERNATIONAL, INC.
                    (formerly Canadian Cool Clear WTAA, Inc.)
                                 BALANCE SHEETS
                       June 30, 2000 and December 31, 1999
                                   (Unaudited)
                             (Stated in US Dollars)
                                                      June 30,     December 31,
                                    ASSETS              2000           1999
                                    ------              ----           ----
Current
  Cash                                               $         -   $    21,808
  Accounts receivable                                      3,254         9,257
  Inventory                                               21,405        31,262
  Prepaid expenses                                           626         1,264
  Royalty advances - Note 5                               15,000        35,000
                                                         _______        _______
                                                          40,285        98,591
Royalty advances - Note 5                                160,000             -
Deferred finance charges                                       -         8,636
Deposit on investment - Note 3                           205,000       205,000
Organisation cost - Note 2                               142,000             -
                                                         _______        _______
                                                     $   547,285   $   312,227
                                                        ========       ========
                                  LIABILITIES
Current
  Bank overdraft                                     $     1,125   $         -
  Accounts payable                                       271,193       134,157
  Due to related party                                     1,350         1,350
                                                         ________      ________
                                                         273,668       135,507
Promissory notes payable                                       -       191,800
                                                         ________      ________
                                                         273,668       327,307
                                                         ________      ________
                       STOCKHOLDERS' EQUITY (DEFICIENCY)
Common stock - Notes 4 and 5                              12,735         9,473
Additional paid-in capital                             1,193,224       668,601
Shares subscribed - Note 4                                47,500        47,500
                                                       _________       ________
                                                       1,253,459       725,574
                                                       _________       ________
Preferred stock - Note  4                                    300           300
Additional paid-in capital                                 2,700         2,700
                                                       _________       ________
                                                           3,000         3,000
                                                       _________       ________
Deficit                                                 (982,842)    ( 743,654)
                                                       _________       ________
                                                         273,617     (  15,080)
                                                       _________       ________
                                                     $   547,285     $ 312,227
                                                      ==========      =========
Commitments - Notes 4 and 5
Contingency - Note 5 (ii)




                             SEE ACCOMPANYING NOTES
<PAGE>
<TABLE>
<CAPTION>

                            WTAA INTERNATIONAL, INC.
                    (formerly Canadian Cool Clear WTAA, Inc.)
                            STATEMENTS OF OPERATIONS
                 for the period ended June 30, 2000 and 1999
                                   (Unaudited)
                             (Stated in US Dollars)


                                Three months ended June 30,   Six months ended June 30,
                                ----------------------------  -------------------------

                                   2000          1999         2000         1999
                                   ----          ----         ----         ----
<S>                            <C>           <C>          <C>          <C>

Sales                          $         -   $     2,931  $    34,249  $     2,931
Cost of goods sold               (   1,307)    (   7,630)   (  46,341)   (   7,930)

                                  --------      --------     --------     --------
                                 (   1,307)    (   4,699)   (  12,092)   (   4,999)

General and Administrative
 Expenses-Schedule 1              ( 78,573)     (153,304)    (227,496)    (227,436)
                                  --------      --------     --------     --------
Net loss                        $ ( 79,880)   $ (158,003)  $ (239,588)  $ (282,435)
                                ==========    ==========   ==========   ==========

Basic loss per share            $ (   0.01)   $ (   0.02)  $ (   0.02)  $ (   0.03)
                                ==========    ==========   ===========  ==========

Weighted average shares
 outstanding                     10,900,106     9,428,535   10,900,106    9,428,535
                                 ==========     =========   ==========    =========
</TABLE>
                             SEE ACCOMPANYING NOTES

<PAGE>
<TABLE>
<CAPTION>


                             SEE ACCOMPANYING NOTES
                            WTAA INTERNATIONAL, INC.
                    (formerly Canadian Cool Clear WTAA, Inc.)
                 STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIENCY)
             for the period from December 31, 1991 to June 30, 2000
                                   (Unaudited)
                             (Stated in US Dollars)


<S>                              <C>        <C>       <C>         <C>        <C>
                                                       Additional
                                                       Paid -in   Deficit
Common Stock - Note 4              Shares     Amount    Capital   Accumulated  Total
------------                       ------     ------    -------   -----------  -----
Balance, December 31,
1991, 1992 and 1993                       -  $      -  $       -  $       -  $       -
Issued for services
rendered                             10,000        10      4,990          -      5,000
Net loss for the year                     -         -          -    ( 5,000)   ( 5,000)
                                   --------   -------   --------   --------   --------
Balance, December 31,
1994, 1995, 1996 and
1997                                 10,000        10      4,990    ( 5,000)         -
Forward  stock split,
100 for 1                           990,000       990    (   990)         -          -
Net loss for the year                     -         -          -    ( 1,675)   ( 1,675)
                                   --------   -------   --------   --------   --------
Balance, December 31, 1998
- as previously reported          1,000,000     1,000      4,000    ( 6,675)   ( 1,675)
Prior  period   adjustment
for legal fees-Note 13                    -         -          -    (31,766)   (31,766)
                                   --------   -------   --------   --------   --------

Balance, December 31, 1998
-as restated                      1,000,000     1,000      4,000    (38,441)   (33,441)



Issued for cash:
  Private placement  - at $0.001  8,000,000     8,000          -          -      8,000
  Share subscriptions- at $0.60     583,333       583    349,417          -    350,000
                     - at $0.70     142,857       143     99,857          -    100,000
                     - at $1.25     100,979       101    126,123          -    126,224
                     - at $1.35      55,556        56     74,944          -     75,000
                     - at $3.00      22,000        22     65,978          -     66,000
For services rendered               350,000       350          -          -        350
  Less:  finder's fee                     -   (   782)   (51,718)         -    (52,500)
Net loss for the year                     -         -          -   (705,213)  (705,213)
                                   --------   --------  --------   --------   --------
Balance, December 31,
1999                             10,254,725     9,473    668,601    (743,654)  (65,580)
Issued for cash:
  Share subscription -at $0.203     738,916       739    149,261           -   150,000
For shares re-priced
to market                           110,000         -          -           -         -
For services rendered-at $0.001     100,000       100          -           -       100
For settlement of
promissory notes
payable              -at $0.136   1,508,214     1.508    203,609           -   205,117
                     -at $0.200     915,156       915    182,116           -   183,031
  Less: issue costs                       -         -    (10,363)          -   (10,363)
Net loss for the period                   -         -          -    (239,588) (239,588)
                                   --------   -------   --------   ---------  --------
Balance, June 30, 2000           13,627,011 $  12,735 $1,193,224  $ (983,242 $ 222,717
                                 =========    =======  =========    ========  ========
</TABLE>

                             SEE ACCOMPANYING NOTES


<PAGE>


                            WTAA INTERNATIONAL, INC.
                    (formerly Canadian Cool Clear WTAA, Inc.)
                 STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIENCY)
             for the period from December 31, 1991 to June 30, 2000
                                   (Unaudited)
                             (Stated in US Dollars)
                                    (cont'd)



                                                Additional
                                                 Paid -in   Deficit
                            Shares     Amount    Capital   Accumulated  Total
                            ------     ------    -------   -----------  -----
Common Shares Subscribed
Shares subscribed  - at $1.50  33,333 $      33  $  49,967  $       -  $  50,000
  Less:  finders fees               -   (    33)   ( 2,467)         -      2,500
                              -------   -------    -------    -------    -------
Balance, December 31,
1999 and June 30, 2000         33,333 $       -  $  47.500  $       -  $  47,500
                              =======   =======    =======    =======    =======
Preferred Stock
Balance, December 31, 1998          - $       -  $       -  $       -  $       -
Issued  for  cash   during
the year
Share subscriptions- at $0.01 300,000       300      2,700          -      3,000
                              -------   -------    -------    -------    -------
Balance, December 31,
1999 and June 30, 2000        300,000 $     300  $   2,700  $       -  $   3,000
                              =======   =======    =======    =======    =======

                             SEE ACCOMPANYING NOTES

<PAGE>


                            WTAA INTERNATIONAL, INC.
                    (formerly Canadian Cool Clear WTAA, Inc.)
                            STATEMENTS OF CASH FLOWS
                 for the six months ended June 30, 2000 and 1999
                                   (Unaudited)
                             (Stated in US Dollars)


                                                       2000            1999
                                                       ----            ----
Cash Flow from Operating Activities
  Net loss for the year                           $ (   239,588)  $ (   282,435)
  Add item not using cash
   Amortization                                           6,672               -

                                                    (   232,916)    (   282,435)
  Adjustment  to  reconcile  net loss to net
  cash used in operations
   Accounts receivable                                    6,003     (     3,471)
   Inventory                                              9,857     (     5,498)
   Prepaid expenses                                         638               -
   Royalty advances                                           -     (     6,897)
   Accounts payable                                     137,036          19,642

Net cash used in operating activities               (    79,382)    (   278,659)

Cash Flow Provided by Investing Activities
  Purchase of organization cost                     (   146,000)              -
  Royalty advances                                  (   140,000)              -

Net cash used in investing activities               (   286,000)              -

Cash Flow Provided by Financing Activities
  Proceeds from promissory notes payable                180,000               -
  Issuance of common shares                             162,449         278,474

Net cash provided by financing activities               342,449         278,474

Net decrease in cash during the period              (    22,933)    (       185)

Cash and bank overdraft, beginning of year               21,808               -

Bank overdraft, end of period                     $ (     1,125)  $ (       185)


Non-cash Transactions - Note 6

                             SEE ACCOMPANYING NOTES
<PAGE>
<TABLE>
<CAPTION>


                            WTAA INTERNATIONAL, INC.
                    (formerly Canadian Cool Clear WTAA, Inc.)
             SCHEDULE OF GENERAL AND ADMINISTRATIVE EXPENSES for the
                     six months ended June 30, 2000 and 1999
                                   (Unaudited)
                             (Stated in US Dollars)




                                Three months ended June   Six months ended June 30,
                                ------------------------  -------------------------
                                          30,
                                          ---
                                   2000          1999         2000         1999
                                   ----          ----         ----         ----
<S>                            <C>           <C>          <C>          <C>

Accounting and audit fees      $     9,877   $         -  $     9,877  $         -
Advertising                            500        10,054       11,756       20,161
Amortization                           909             -        6,672            -
Bad debts                                -             -        4,128            -
Bank charges and interest            6,693           830       14,748        3,711
Consulting                          18,300        62,997       37,564       97,176
Courier                              1,173         2,676        6,028        4,429
Directors' fees                          -             -        3,100        1,000
Dues and subscriptions                 122           534        1,122        1,817
Insurance                              319            27          638          336
Investor relations                   8,310        17,464       28,495       23,915
Legal fees                          12,515         6,004       33,176       19,402
License fees                             -             -            -           54
Office and general                   3,511         6,287       11,204       15,457
Rent                                 6,027         7,336       12,984       13,425
Telephone                            6,067         9,282       16,254       19,104
Travel and entertainment             4,250        21,711       15,087       41,736
Wages and benefits                       -         8,102       14,663       15,713
                                ----------    ----------   ----------   ----------
                               $    78,573   $   153,304  $   227,496  $   277,436
                                ==========    ==========   ==========   ==========
</TABLE>
                             SEE ACCOMPANYING NOTES



<PAGE>




                            WTAA INTERNATIONAL, INC.
                    (formerly Canadian Cool Clear WTAA, Inc.)
                        NOTES TO THE FINANCIAL STATEMENTS
                                  June 30, 2000
                                   (Unaudited)
                            (Stated in U.S. Dollars)
                             ----------------------


Note 1   Interim Reporting
         -----------------
         While the information  presented in the accompanying interim six months
         financial  statements is unaudited,  it includes all adjustments  which
         are,  in the opinion of  management,  necessary  to present  fairly the
         financial  position,  results  of  operations  and cash  flows  for the
         interim periods  presented.  All adjustments are of a normal  recurring
         nature. It is suggested that these interim financial statements be read
         in conjunction  with the company's  December 31, 1999 annual  financial
         statements.

Note 2   Acquisition of Tempus, Inc.
         ---------------------------
         By an  agreement  dated May 11,  2000,  the  company  acquired  100% of
         Tempus, Inc. ("Tempus"),  an inactive Wyoming reporting corporation for
         total consideration of $146,000.  This acquisition was accounted for by
         the  purchase  method of  accounting.  The company  completed a plan of
         merger  whereby the  company  was merged  with Tempus and the  separate
         existence of Tempus  ceased and the company  continued as the surviving
         corporation and retained the name "WTAA International, Inc.".

         The effect of these  transactions  is to record  organization  costs of
         $146,000,  being the excess of the cost of the  purchase of Tempus over
         the fair market value of the assets of Tempus.  The  organisation  cost
         represents  the  value of the  reporting  company  status  and is being
         amortized over 5 years on a straight line basis.

Note 3   Deposit on Investment
         ---------------------
         By an undated  agreement,  the company  paid  $100,000 for an option to
         purchase 100% of the common shares of California Bottling Company, Inc.
         ("CBC"),  a company with a common  director.  In  consideration  of the
         transfer of the  shares,  the company  shall pay  $3,571,671  and issue
         common shares with a value of $1,896,436, valued at one-half of the sum
         of:
1.          the average closing price for the 10 business days immediately prior
            to the date of  this agreement;  and
2.          the average closing price for the 10 business days immediately prior
            to the closing, October 22, 1999 provided that the maximum effective
            price of the shares shall not exceed $1.50 per share.

         The company also advanced to CBC a total of $105,000 as extension fees.
         As at January 15, 2000, the option expired.  The company has maintained
         ongoing  discussions  with CBC to  establish  a new  agreement.  CBC is
         holding the $205,000 as a deposit against the future purchase of CBC.


Note 4   Capital Stock
         -------------
         a) Authorized:

          50,000,000 common shares with a par value of $0.001 per share
             500,000 non-voting, non-cumulative, non-redeemable preferred shares
                     with a par value of $0.001 per share


<PAGE>



Note 4   Capital Stock (cont'd)
         -------------

         b) Commitments:

            Share Purchase Options

            The following common share purchase options were outstanding at June
            30,  2000,  granting  the holders  thereof the right to purchase one
            common share for each option held as follows.

                                  Number         Exercise         Expiry
                                of Options    Price Per Share      Date
                                ----------    ---------------      ----
            Directors            800,000           $0.50      December 31, 2004
                               1,700,000           $0.20      May 30, 2005

            Employees            150,000           $0.50      December 31, 2004
                               ---------
                               2,650,000
                               =========

            Share Purchase Warrants

            The following  common share  purchase  warrants were  outstanding at
            June 30, 2000,  entitling the holders  thereof the right to purchase
            one common share for each warrant held as follows:

                                Number of        Exercise          Expiry
                                 Warrants       Price Per           Date
                                 --------        Warrant           -----
                                                 -------
                                 100,000           $0.70      September 21, 2000
                                  71,428           $0.85      December 31, 2000
                               1,508,214           $0.17      July 31, 2001
                                 457,578           $0.25      May 31, 2002
                               ---------
                               2,137,220
                               =========


            Restricted Common Stock

            Included in common stock are a total of 350,000  shares  issued to a
            director and  employee,  of which  ownership  does not vest to these
            individuals  until certain  performance  levels are achieved.  As at
            June 30, 2000, these performance levels have not been achieved.

            Shares Subscribed

            On July 26,  1999,  a director  of the company  paid  $50,000 to the
            company as subscriptions for 33,333 common shares at $1.50 per share
            pursuant  to a share  subscription  agreement.  The  company  paid a
            finders fee of $2,500 in connection with this financing.


            Preferred Share Conversion

            The holders of preferred  shares have the option to convert  300,000
            preferred  shares into common  shares of the company on the basis of
            one preferred  share for ten common  shares.  These  options  expire
            January 31, 2004.


<PAGE>



Note 5   Commitments - Note 4
         -----------

         i) By an agreement dated March 1, 1999, the company engaged an agent to
            provide  promotional  assistance  and  secure  the  endorsements  of
            specified athletes.

            The  term of this  agreement  is to  December  31,  2003  and  shall
            automatically extend to December 31, 2006 unless either party serves
            written notice of their intent to conclude this agreement by October
            1, 2003.

            The company will compensate the agent as follows:
-              pay an amount equal to 6% of the company's net sale proceeds from
               certain products in the United States and Canada for each
               calendar year

            Pay royalty compensation as follows:
-              not less than $25,000 for the partial year 1999, $50,000 for year
               2000,  $100,000 for year 2001 and $150,000 for year 2002 and each
               additional year during the term of this agreement

         ii)By an agreement  dated June 15, 1999,  the company was  appointed an
            exclusive agent for the manufacturing and marketing of all Star Trek
            bottled water  products in North America and  throughout  the world.
            The term of the agreement was three years.

            A royalty of 12.5% of all net sales on the first $1,000,000 and then
            15.0% of all net sales in excess of $1,000,000 was payable.

            The  company has been named  defendant  in a legal  action  alleging
            breach of  contract  and  misrepresentation.  Legal  counsel  to the
            company is unable to assess the company's  potential  liability,  if
            any, resulting from this action. Any settlement will be reflected as
            a charge to income in the year of the  settlement.  The  company has
            counter-claimed against the plaintiff for breach of contract.

         iii) By an agreement  dated March 19, 1999, the company was granted the
            non-exclusive,  non-assignable  right  to use  certain  logos in the
            manufacture  and sale of  bottled  water in the  United  States  and
            Canada. The term of this agreement is two years terminating December
            31, 2001.

            The  royalty  payable  is  6.0%  of the net  sales  of the  licensed
            products bearing the logos.

         iv)By an agreement  dated October 1, 1999,  the company was granted the
            exclusive right to the use of a Trademark to market bottled water in
            the  United  States  and  Canada  for a term of 27  months  expiring
            December 31, 2001.

            The royalty rate is 6.5% of net sales.  The company must also expend
            at least $25,000 for marketing during the term of the agreement.

            The  company  is  required  to make the  following  advance  royalty
            payments:
            - $30,000  upon  execution  of the  agreement (paid) - $30,000 on or
               before January 31, 2000; and - $30,000 on or before July 31 2000.

            The company  guarantees  minimum total royalty payments of $120,000,
            inclusive  of  the   advances,   due  upon   expiration  or  earlier
            termination  of  the  agreement.  The  company  is  negotiating  the
            extension  of the January  31,  2000 and the July 31,  2000  $30,000
            payments.

<PAGE>

Note 5   Commitments - Note 4 (cont'd)
         -----------

         v) By an agreement  dated December 17, 1999,  the company  acquired the
            exclusive right to manufacture,  distribute and market bottled water
            products  in the United  States and Canada for a term of three years
            expiring December 31, 2002.

            The company  agrees to pay $10,000 as a  non-refundable,  recoupable
            advance guarantee against royalties earned through January 31, 2001,
            payable as follows:
            -     $5,000 upon execution of the agreement (paid);  and
            -     $5,000 to be paid no later than January 31, 2000 (paid).

            To pay an additional minimum guarantee of $70,000 through the period
            ending December 31, 2001 as follows, if unearned in royalties:

                         Minimum
                                  Guarantee Due
                         Amounts                           Date
                         -------                           ----
                        $10,000                No later  than  June 30, 2000
                         10,000                No later than  September 30, 2000
                         10,000                No later  than  December 31,2000
                         10,000                No later  than April 30, 2001
                         10,000                No later  than  June 30, 2001
                         10,000                No later than  September 30, 2001
                         10,000                No later  than  December 31, 2001

            The  company  is  negotiating  the  extension  of the June 30,  2000
            $10,000 payment.

            The  company  shall  recover,  within  the  three  year term of this
            agreement,  the advanced  royalty  payment by  offsetting  royalties
            earned  against  said  advances  until the advances are recouped and
            shall  thereafter make royalty  payments on a quarterly basis as set
            forth herein.

            Exclusivity  shall  only  extend to the  agreement  through  year 1,
            (2000) if all  guarantee  payments in the amount of $20,000 are paid
            no later  than June 30,  2000 or gross  sales of  licensed  products
            exceed $250,000 whichever is sooner.

            Exclusivity shall only extend to the agreement through years two and
            three if gross sales of licensed  products for each  preceding  year
            exceeds $500,000.

            The company  agrees to pay  royalties  for each unit of the licensed
            products as follows:

                      Royalty Rate                     Contract Year
                      ------------                     -------------
             4% of the "Net Wholesale Price"                2000
             6% of the "Net Wholesale Price"                2001
             7% of the "Net Wholesale Price"                2002

            This  agreement will  automatically  be extended for an additional 1
            year term with an additional  annual guarantee of $50,000 payable as
            follows:
            -  $25,000 due on January 1, of said renewal year;  and
            -  $25,000 due on June 1, of said  renewal  year at the royalty rate
               of 7% of the "Standard Net Price".  Exclusivity  will continue if
               gross sales exceed $700,000 per year during said renewal year.


<PAGE>



Note 5   Commitments - Note 4 (cont'd)
         -----------

         vi)The company  entered  into an  agreement  to acquire  the  exclusive
            non-transferable,  non-assignable  right to manufacture,  distribute
            and market  bottled  water  products in the Unites States and Canada
            using certain Trademark images as follows:

            a) Woody Woodpecker and Friends

               i) Guarantee fee - $30,000 payable as follows:
                   -     $25,000 due upon execution of the schedule (paid);  and
                   -     $5,000 due on or before December 31, 2001.

              ii) Royalty rate - 6% of wholesale price standard

             iii) License term - expiring December 31, 2001

              iv) Marketing  commitment - the company is to spend a minimum 7.5%
                  of actual  sales of the  licensed  product  during the license
                  term toward marketing programs.

            b) Universal Studios Monsters

              i)  Guarantee fee - $25,000 payable as follows:
                   -     $20,000 due upon execution of the schedule (paid);  and
                   -     $5,000 due on or before December 31, 2002.

             ii)  Royalty rate - 6% of wholesale price standard

            iii)  License term - expiring December 31, 2002

             iv)  Marketing  commitment - the company is to spend a minimum 7.5%
                  of actual  sales of the  licensed  product  during the license
                  term toward marketing programs.

            c) The Flintstones in Viva Rock Vegas

              i) Guarantee fee - $20,000 payable as follows:
                   -     $15,000 due upon execution of the schedule (paid);  and
                   -     $5,000 due on or before December 31, 2000.

             ii)  Royalty rate - 5% of wholesale price standard

            iii)  License term - expiring December 31, 2000

             iv)  Marketing  commitment - the company is to spend a minimum 7.5%
                  of actual  sales of the  licensed  product  during the license
                  term toward marketing programs.


<PAGE>



Note 5   Commitments - Note 4 (vi)  (cont'd)
         -----------

            d) Rocky and Bullwinkle and Friends

              i)  Guarantee fee - $25,000 payable as follows:
                   -     $20,000 due upon execution of the schedule (paid);  and
                   -     $5,000 on or before June 30, 2002

             ii)  Royalty rate - 5% of wholesale price standard

            iii)  License term - Expiring June 30, 2002

             iv)  Marketing  commitment - the company is to spend a minimum 7.5%
                  of actual  sales of the  licensed  product  during the license
                  term toward marketing programs.

            e) Woody  Woodpecker,  as used in  conjunction  with the Team Gordon
               Licensing Program

              i)  Guarantee fee - $30,000 payable as follows:
                   -     $15,000 due upon execution of the schedule (paid);  and
                   -     $15,000 on or before December 31, 2001

             ii)  Royalty rate - 6.5%

            iii)  License term - Expiring December 31, 2001

             iv)  Marketing  commitment - the company is to spend a minimum 7.5%
                  of actual  sales of the licensed  articles  during the license
                  term toward marketing programs.


Note 6   Non-cash Transactions

         Investing and financing  activities that do not have a direct impact on
         cash flows are excluded  from the cash flow  statement.  During the six
         months ended June 30, 2000, the following transaction has been excluded
         from the statement of cash flows:

         -  the  company  issued a total of  2,423,370  common  shares  upon the
            settlement of $388,148 of promissory notes payable.




<PAGE>



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

Results of Operations for the Quarter Ended June 30, 2000
- ----------------------------------------------------------

     The Company incurred $79,880 in general and administrative  expenses in the
period in 2000 as compared to $158,003 in general and administration expenses in
the same  period in 1999.  The company has no revenues in the period in 2000 but
had  revenues  of $2,931 in 1999.  the cost of goods sold was $1,307 in 2000 and
$7,630 in 1999.  The Company had a net loss for the period in 2000 of  ($79,880)
as compared to a loss of  ($158,003)  in the period in 1999.  The loss per share
for the quarter was ($.01) in 2000 compared to ($.02) in 1999.

Results of Operations for the Six Month Period Ended June 30, 2000
- -------------------------------------------------------------------
     The Company had revenue of $34,249 for the six month  period ended June 30,
2000 compared to $2,931 in 1999.  The cost of goods sold was $46,341 in 2000 and
$7,930 in 1999. The Company incurred general and administrative expenses for the
six month period ended June 30, 2000 of $227,496 compared to $227,436 in general
and administrative  expenses in the same period ended June 30, 1999. The Company
incurred a net loss for the six month period  ended June 30, 2000 of  ($239,588)
as compared to a net loss of ($282,435)  for the six month period ended June 30,
1999.

     The company loss per share for the six month period was ($.02) in 2000 and
($.03) in 1999.

     The trend of operating  losses can be expected to continue until and unless
the company  acheives  significant  sales of water or  products  pursuant to its
business plan.


<PAGE>




     (b)  Liquidity  and Capital  Resources.  At June 30, 2000,  the Company had
minimal cash with which to conduct operations and its other assets were illiquid
and  intangible.  There can be no  assurance  that the  Company  will be able to
complete its business plan without  significant  capital  infusion,  by loans or
private placement of securities,  none of which is assured.  The company will be
seeking  private  placement  funding in the next  quarter.  As of the end of the
reporting period,  the Company had no material cash or cash  equivalents.  There
was no significant change in working capital during this quarter.

     Year 2000 issues "Year 2000 problems"  result  primarily from the inability
of some computer  software to properly store,  recall or use data after December
31, 1999. The Company is engaged  primarily in  organizational  and fund raising
activities  and  accordingly,  does not rely on  information  technology  ("IT")
systems.  Accordingly  the Company does not believe  that it will be  materially
affected by Year 2000  problems.  The Company  relies on non-IT systems that may
suffer from Year 2000 problems including telephone systems,  facsimile and other
office machines.  Moreover,  the Company relies on third-parties that may suffer
from Year 2000  problems that could affect the  Company's  operations  including
banks and utilities.  In light of the Company's minimal operations,  the Company
does not believe that such non-IT systems or third-party Year 2000 problems will
affect the Company in a manner that is different or more  substantial  than such
problems affect other similarly situated  companies.  Consequently,  the Company
does not  currently  intend  to  conduct  a  readiness  assessment  of Year 2000
problems  or  develop a  detained  contingency  plan with  respect  to Year 2000
problems that may affect the Company or third-parties.

         The foregoing is a "Year 2000 Readiness  Disclosure" within the meaning
of the Year 2000 Information and Readiness Disclosure Act of 1998.



<PAGE>



PART II--OTHER INFORMATION

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

There are no  pending  legal  proceedings,  and the  Company is not aware of any
threatened  legal  proceedings,  to which the Company is a party or to which its
property is subject.

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

         (a) There have been no material modifications in any of the instruments
defining  the  rights  of  the  holders  of  any  of  the  Company's  registered
securities.

         (b)  None  of the  rights  evidenced  by  any  class  of the  Company's
registered  securities have been materially limited or qualified by the issuance
or modification of any other class of the Company's securities.

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

         (Not applicable)

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

         (Not applicable)

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

         See 8K filed June 12, 2000 and 8K filed July 12, 2000.

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

         (a) Exhibits

         No exhibits as set forth in Regulation SB, are considered necessary for
this filing.

         (b) Reports on Form 8-K

         8K dated May 11, 2000
         8K 12g/3 dated June 12, 2000
         8k dated July 12, 2000


<PAGE>


                                   SIGNATURES


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

                                                     WTAA INTERNATIONAL, INC.


Date:  August 23,2000
                                                 /s/Randy Larson
                                                 ------------------
                                                    Randy Larson, President