13

             U.S. 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 March 31, 2000

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

     For the transition period from     to

                  Commission File No. 000-29123

                  EDLAM ACQUISITION CORPORATION
   (Exact name of small business issuer as specified in its charter)

            Nevada                          87-0644409
(State or other jurisdiction of       (IRS Employer Identification No.)
 incorporation or organization)

    8 East Broadway,  Suite 620, Salt Lake City, Utah  84111
             (Address of principal executive offices)

                          801-532-7858
                   (Issuer's telephone number)

                         Not Applicable
(Former name, address and fiscal year, if changed since last report)

Check  whether the issuer (1) has filed all reports required  to
be  filed by Section 13 or 15(d) of the Exchange Act during  the
preceding 12 months (or for such shorter period that the  issuer
was required to file such reports), and (2) has been subject  to
such filing requirements for the past 90 days. Yes [ X] No [  ]

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

Check whether the registrant has filed all documents and reports
required  to  be  filed by Sections 12,  13,  or  15(d)  of  the
Exchange Act subsequent to the distribution of securities  under
a plan confirmed by a court. Yes [  ]  No  [  ]

APPLICABLE ONLY TO CORPORATE ISSUERS:

State  the number of shares outstanding of each of the  issuer's
classes of common equity, as of March 31, 2000:  500,000  shares
of common stock.


Transitional Small Business Format:  Yes [   ]  No [ X ]

<PAGE>

                           FORM 10-QSB
                  PRESTIGE CAPITAL CORPORATION

                              INDEX
                                                       Page
PART I.   Financial Information                           3

          Review  Report  of Independent  Certified       4
          Public Accountants
                                                          5
          Unaudited  Condensed  Balance  Sheets   -
          March 31, 2000 and December 31, 1999
                                                          6
          Unaudited    Condensed   Statements    of
          Operations  for  the Three  Months  Ended
          March  31,  2000 and for the period  from
          inception  on  December 23, 1999  through       7
          March 31, 2000

          Unaudited  Condensed Statements  of  Cash
          Flows  for  the Three Months Ended  March       8
          31,   2000   and  for  the  period   from
          inception  on  December 23, 1999  through      11
          March 31, 2000

          Notes     to    Consolidated    Financial
          Statements

          Management's Discussion and  Analysis  of
          Financial Condition or Plan of Operation

PART II.  Other Information                              12

          Signatures                                     13

                                2
<PAGE>


                             PART I.
                      Financial Information

In   the   opinion  of  management,  the  accompanying  unaudited
financial  statements included in this Form  10-QSB  reflect  all
adjustments  (consisting  only  of  normal  recurring   accruals)
necessary  for  a fair presentation of the results of  operations
for  the  periods presented.  The results of operations  for  the
periods  presented are not necessarily indicative of the  results
to be expected for the full year.

                                3
<PAGE>

                   ACCOUNTANTS' REVIEW REPORT



Board of Directors
EDLAM ACQUISITION CORPORATION
Salt Lake City, Utah

We  have  reviewed  the accompanying condensed balance  sheet  of
Edlam Acquisition Corporation [a development stage company] as of
March 31, 2000 and the related condensed statements of operations
and  cash flows for the three months ended March 31, 2000 and for
the  period from inception on December 23, 1999 through March 31,
2000.   These financial statements are the responsibility of  the
Company's management. All information included in these financial
statements   is  the  representation  of  management   of   Edlam
Acquisition Corporation.

We  conducted our review in accordance with standards established
by  the  American Institute of Certified  Public Accountants.   A
review consists principally of inquiries of Company personnel and
analytical   procedures  applied  to  financial   data.   It   is
substantially  less  in scope than an audit  in  accordance  with
generally accepted auditing standards, the objective of which  is
the  expression of an opinion regarding the financial  statements
taken  as  a  whole.   Accordingly, we do  not  express  such  an
opinion.

Based   on   our  review,  we  are  not  aware  of  any  material
modifications  that  should be made to  the  condensed  financial
statements  reviewed by us, in order for them to be in conformity
with generally accepted accounting principles.

The accompanying financial statements have been prepared assuming
that  Edlam  Acquisition Corporation will  continue  as  a  going
concern.   As  discussed  in Note 5 to the financial  statements,
Edlam  Acquisition  Corporation was  only  recently  formed,  has
incurred  losses  since  its  inception  and  has  not  yet  been
successful   in   establishing  profitable  operations,   raising
substantial  doubt  about its ability  to  continue  as  a  going
concern.  Management's plans in regards to these matters are also
described in Note 5.  The financial statements do not include any
adjustments  that  might  result  from  the  outcome   of   these
uncertainties.


/s/ Pritchett, Siler & Hardy, P.C.

PRITCHETT, SILER & HARDY, P.C.

April 29, 2000
Salt Lake City, Utah

                                4
<PAGE>

                  EDLAM ACQUISITION CORPORATION
                  [A Development Stage Company]

                    CONDENSED BALANCE SHEETS

          [Unaudited - See Accountants' Review Report]


                             ASSETS


                                          March 31,   December 31,
                                             2000         1999
                                         ___________  ___________
CURRENT ASSETS:
  Cash in bank                             $    565    $    2,000
                                         ___________  ___________
        Total Current Assets                    565         2,000
                                         ___________  ___________
                                           $    565    $    2,000
                                         ___________  ___________


              LIABILITIES AND STOCKHOLDERS' EQUITY


CURRENT LIABILITIES:
  Accounts payable - related party         $      -    $      550
                                         ___________  ___________
        Total Current Liabilities                 -           550
                                         ___________  ___________

STOCKHOLDERS' EQUITY:
  Preferred stock, $.001 par value,
   10,000,000 shares authorized,
   no shares issued and outstanding               -             -
  Common stock, $.001 par value,
   50,000,000 shares authorized,
   500,000 shares issued and
   outstanding                                  500           500
  Capital in excess of par value              1,500         1,500
  Deficit accumulated during the
    development stage                       (1,435)         (550)
                                         ___________  ___________
        Total Stockholders' Equity              565         1,450
                                         ___________  ___________
                                           $    565    $    2,000
                                         ___________  ___________

 Note: The balance sheet at December 31, 1999 was taken from the audited
        financial statements at that date and condensed.

 The accompanying notes are an integral part of these unaudited
                 condensed financial statements.

                                5
<PAGE>

                  EDLAM ACQUISITION CORPORATION
                  [A Development Stage Company]


               CONDENSED STATEMENTS OF OPERATIONS

          [Unaudited - See Accountants' Review Report]


                                                  From Inception
                                    For the Three on December 23,
                                     Months Ended 1999 Through
                                      March 31,    March 31,
                                         2000         2000
                                    ____________  ___________
REVENUE                                 $      -    $       -

EXPENSES:
  General and Administrative                 885        1,435
                                    ____________  ___________
LOSS BEFORE INCOME TAXES                   (885)      (1,435)

CURRENT TAX EXPENSE                            -            -

DEFERRED TAX EXPENSE                           -            -
                                    ____________  ___________

NET LOSS                                $    (885)  $ (1,435)
                                    ____________  ___________

LOSS PER COMMON SHARE                   $    (.00)  $    (.00)
                                    ____________  ___________


 The accompanying notes are an integral part of these unaudited
                 condensed financial statements.

                                6
<PAGE>

                  EDLAM ACQUISITION CORPORATION
                  [A Development Stage Company]

               CONDENSED STATEMENTS OF CASH FLOWS
           [Unaudited - See Accountants' Review Report]

                                                  From Inception
                                    For the Three on December 23,
                                     Months Ended 1999 Through
                                      March 31,    March 31,
                                         2000         2000
                                    _____________  ___________
Cash Flows From Operating Activities:
 Net loss                           $      (885)  $   (1,435)
Adjustments to reconcile net loss to
 net cash used by operating activities:
Changes is assets and liabilities:
Increase(decrease) in accounts payable     (550)           -
                                     _____________  ___________
Net Cash Provided (Used) by Operating
 Activities                              (1,435)      (1,435)
                                    _____________  ___________
Cash Flows From Investing Activities          -            -
                                    _____________  ___________
Net Cash Provided by Investing
 Activities                                   -            -
                                    _____________  ___________
Cash Flows From Financing Activities:

Proceeds from issuance of common stock        -         2,000
                                    _____________  ___________
Net Cash Provided by Financing
 Activities                                   -         2,000
                                    _____________  ___________
Net Increase in Cash                     (1,435)          565

Cash at Beginning of Period               2,000             -
                                    _____________  ___________
Cash at End of Period                 $     565      $    565
                                    _____________  ___________

Supplemental Disclosures of Cash Flow Information:

 Cash paid during the period for:
   Interest                           $       -      $      -
   Income taxes                       $       -      $      -

Supplemental Schedule of Noncash Investing and Financing
Activities:

  For the period ended March 31, 2000:
     None

 The accompanying notes are an integral part of these unaudited
                 condensed financial statements.

                                7
<PAGE>

                  EDLAM ACQUISITION CORPORATION
                  [A Development Stage Company]

        NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  Organization  - Edlam Acquisition Corporation (the  Company)  was
  organized  under the laws of the State of Nevada on December  23,
  1999.  The Company has not commenced planned principal operations
  and  is  considered  a development stage company  as  defined  in
  Statement  of Financial Accounting Standards (SFAS) No.  7.   The
  Company is seeking potential business ventures.  The Company has,
  at  the  present time, not paid any dividends and  any  dividends
  that  may  be  paid in the future will depend upon the  financial
  requirements of the Company and other relevant factors.

  Condensed  Financial  Statements  -  The  accompanying  financial
  statements have been prepared by the Company without  audit.   In
  the  opinion  of management, all adjustments (which include  only
  normal  recurring  adjustments) necessary to present  fairly  the
  financial position, results of operations and cash flows at March
  31, 2000 and 1999 and for the periods then ended have been made.

  Certain information and footnote disclosures normally included in
  financial   statements  prepared  in  accordance  with  generally
  accepted  accounting principles have been condensed  or  omitted.
  It is suggested that these condensed financial statements be read
  in  conjunction with the financial statements and  notes  thereto
  included  in  the  company's December 31, 1999 audited  financial
  statements.   The  results of operations for  the  periods  ended
  March  31,  2000 are not necessarily indicative of the  operating
  results for the full year.

  Organization  Costs - Organization costs, which  reflect  amounts
  expended  to  organize the Company, amounted  to  $550  and  were
  expensed during the period ended December 31, 1999.

  Loss  Per  Share - The computation of loss per share is based  on
  the  weighted  average  number of shares outstanding  during  the
  period  presented  in  accordance  with  Statement  of  Financial
  Accounting Standards No. 128, "Earnings Per Share".  [See Note 6]

  Cash  and  Cash  Equivalents  - For  purposes  of  the  financial
  statements,   the  Company  considers  all  highly  liquid   debt
  investments purchased with a maturity of three months or less  to
  be cash equivalents.

  Accounting Estimates - The preparation of financial statements in
  conformity with generally accepted accounting principles requires
  management  to  make estimates and assumptions  that  affect  the
  reported  amounts of assets and liabilities, the  disclosures  of
  contingent  assets and liabilities at the date of  the  financial
  statements,  and  the  reported amount of revenues  and  expenses
  during  the  reported period.  Actual results could  differ  from
  those estimated.

                                8
  <PAGE>

                  EDLAM ACQUISITION CORPORATION
                  [A Development Stage Company]

        NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Continued]

  Recently  Enacted Accounting Standards - Statement  of  Financial
  Accounting Standards (SFAS) No. 132, "Employer's Disclosure about
  Pensions  and  Other  Postretirement  Benefits",  SFAS  No.  133,
  "Accounting  for Derivative Instruments and Hedging  Activities",
  SFAS  No. 134, "Accounting for Mortgage-Backed Securities.", SFAS
  No.  135  "Rescission  of FASB Statement  No.  75  and  Technical
  Corrections", SFAS No. 136, "Transfers of Assets  to  a  not  for
  profit  organization  or charitable trust that  raises  or  holds
  contributions  for others, " and SFAS No. 137, "  Accounting  for
  Derivative Instruments and Hedging Activities - deferral  of  the
  effective  date of FASB Statement No. 133 (an amendment  of  FASB
  Statement  No. 133)," were recently issued.  SFAS No.  132,  133,
  134,  135,  136,  and  137 have no current applicability  to  the
  Company  or  their effect on the financial statements  would  not
  have been significant.

NOTE 2 - CAPITAL STOCK

  Preferred Stock - The Company has authorized 10,000,000 share  of
  preferred  stock, $.001 par value, with such rights,  preferences
  and designations and to be issued in such series as determined by
  the  Board of Directors. No shares are issued and outstanding  at
  March 31, 2000.

  Common  Stock  -  During December 1999, in  connection  with  its
  organization, the Company issued 500,000 shares of its previously
  authorized,  but unissued common stock.  The shares  were  issued
  for cash of $2,000 (or $.004 per share).

NOTE 3 - INCOME TAXES

  The   Company  accounts  for  income  taxes  in  accordance  with
  Statement  of Financial Accounting Standards No. 109  "Accounting
  for  Income Taxes".  SFAS No. 109 requires the Company to provide
  a  net  deferred tax asset/liability equal to the expected future
  tax  benefit/expense  of temporary reporting differences  between
  book  and tax accounting methods and any available operating loss
  or  tax credit carryforwards.  At March 31, 2000, the Company has
  available  unused  operating loss carryforwards of  approximately
  $900,  which  may  be applied against future taxable  income  and
  which expire in 2019 through 2020.

  The  amount of and ultimate realization of the benefits from  the
  operating loss carryforwards for income tax purposes is dependent
  , in part upon the tax laws in effect, the future earnings of the
  Company, and other future events, the effects of which cannot  be
  determined.    Because   of  the  uncertainty   surrounding   the
  realization of the loss carryforwards the Company has established
  a  valuation  allowance  equal to the  tax  effect  of  the  loss
  carryforwards  and,  therefore, no deferred tax  asset  has  been
  recognized  for  the loss carryforwards.  The  net  deferred  tax
  assets  are  approximately $300 and $0 as of March 31,  2000  and
  December  31,  1999,  respectively, with an offsetting  valuation
  allowance  at each period end of the same amount resulting  in  a
  change  in the valuation allowance of approximately $300 for  the
  three months ended March 31, 2000.

NOTE 4 - RELATED PARTY TRANSACTIONS

  Management  Compensation - As of March 31, 2000, the Company  has
  not  paid  any  compensation to any officer or  director  of  the
  Company.

  Office  Space  -  The Company has not had a need to  rent  office
  space.   An  officer/shareholder of the Company is  allowing  the
  Company to use his/her office as a mailing address, as needed, at
  no expense to the Company.

                                9
  <PAGE>

                  EDLAM ACQUISITION CORPORATION
                  [A Development Stage Company]

        NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 5 - GOING CONCERN

  The  accompanying  financial statements  have  been  prepared  in
  conformity  with generally accepted accounting principles,  which
  contemplate  continuation  of the Company  as  a  going  concern.
  However,  the  Company  was only recently  formed,  has  incurred
  losses  since  its inception and has not yet been  successful  in
  establishing   profitable   operations.   These   factors   raise
  substantial doubt about the ability of the Company to continue as
  a  going  concern.  In this regard, management  is  proposing  to
  raise  any  necessary additional funds not provided by operations
  through  additional  sales  of its common  stock.   There  is  no
  assurance  that  the Company will be successful in  raising  this
  additional  capital  or  achieving  profitable  operations.   The
  financial  statements do not include any adjustments  that  might
  result from the outcome of these uncertainties.

NOTE 6 - LOSS PER SHARE

  The  following data show the amounts used in computing  loss  per
  share for the periods presented:

                                                  From Inception
                                    For the Three on December 23,
                                     Months Ended 1999 Through
                                      March 31,    March 31,
                                         2000         2000
                                   _____________  ___________
    Loss from continuing operations
    available to common shareholders
    (numerator)                      $   (885)      $(1,435)
                                   _____________  ___________

    Weighted average number of
    common shares outstanding used
    in loss per share for the period
    (denominator)                      500,000       500,000
                                   _____________  ___________

                               10
<PAGE>

             MANAGEMENT'S DISCUSSION AND ANALYSIS OF
             FINANCIAL CONDITION OR PLAN OF OPERATION


Three Month periods Ended March 31, 2000

The  Company  had no revenue from continuing operations  for  the
three-month periods ended March 31, 2000.

General  and administrative expenses for the three month  periods
ended   March   31,   2000,  consisted   of   general   corporate
administration, legal and professional expenses,  and  accounting
and auditing costs.  These expenses were $885 for the three-month
periods ended March 31, 2000.

As  a result of the foregoing factors, the Company realized a net
loss of $885 for the three months ended March 31, 2000.

Liquidity and Capital Resources

At March 31, 2000, the Company had working capital of
approximately $565.

Management believes that the Company has sufficient cash and
short-term investments to meet the anticipated needs of the
Company's operations through at least the next 12 months.
However, there can be no assurances to that effect, as the
Company has no significant revenues and the Company's need for
capital may change dramatically if it acquires an interest in a
business opportunity during that period.  The Company's current
operating plan is to (i) handle the administrative and reporting
requirements of a pubic company, and (ii) search for potential
businesses, products, technologies and companies for acquisition.
At present, the Company has no understandings, commitments or
agreements with respect to the acquisition of any business
venture, and there can be no assurance that the Company will
identify a business venture suitable for acquisition I the
future.  Further, there can be no assurance that the Company
would be successful in consummating any acquisition on favorable
terms or that it will be able to profitably manage any business
venture it acquires.

Forward-Looking Statement Notice

When  used  in  this  report, the words "may," "will,"  "expect,"
"anticipate,"  "continue," "estimate," "project,"  "intend,"  and
similar  expressions  are  intended to  identify  forward-looking
statements  within the meaning of Section 27a of  the  Securities
Act  of  1933 and Section 21e of the Securities Exchange  Act  of
1934 regarding events, conditions, and financial trends that  may
affect   the  Company's  future  plans  of  operations,  business
strategy,  operating  results, and financial  position.   Persons
reviewing  this  report  are cautioned that  any  forward-looking
statements  are  not  guarantees of future  performance  and  are
subject  to  risks and uncertainties and that actual results  may
differ  materially from those included within the forward-looking
statements  as  a  result of various factors.  Such  factors  are
discussed  under the headings "Item 1.  Description of Business,"
and  "Item  6.  Management's Discussion and Analysis of Financial
Condition  and  Results of Operations," and also include  general
economic  factors and conditions that may directly or  indirectly
impact   the   Company's  financial  condition  or   results   of
operations.

                               11
<PAGE>

                PART II.  OTHER INFORMATION

Exhibits and Reports on Form 8-K.

Reports on Form 8-K:  No reports on Form 8-K were filed by the
Company during the quarter ended March 31, 2000.

Exhibits: Included only with the electronic filing of this report
is the Financial Data Schedule for the three month period ended
March 31, 2000 (Exhibit ref. No. 27).

                               12
<PAGE>

                         SIGNATURES

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

                              EDLAM ACQUISITION CORPORATION


Date: 5/3/00                  By:/s/ Mark E. Lehman
                              Mark E. Lehman
                              President, Secretary and Treasurer

                               13
<PAGE>