U.S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                   Form 10-QSB

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

For the quarter ended: March 31, 2000

Commission file no. 000-29201

                                   ELVA, INC.
                  --------------------------------------------
               (Name of small business registrant in its charter)

          Florida                                              65-0790761
-------------------------------                             -------------------
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                               Identification No.)

222 Lakeview Avenue, Suite 415
West Palm Beach, Florida                                         33401
- -------------------------------------                        ----------
(Address of principal executive offices)                       (Zip Code)

Registrant's telephone number (561) 659-6530

Securities registered under Section 12(b) of the Exchange Act:

                                                  Name of each exchange on
      Title of each class                           which registered

         None
-----------------------------                     -------------------------

Securities registered under Section 12(g) of the Exchange Act:

                         Common Stock, $.0001 par value
                       -----------------------------------
                                (Title of class)
 Copies of Communications Sent to:

                                    Donald F. Mintmire, Esq.
                                    Mintmire & Associates
                                    265 Sunrise Avenue, Suite 204
                                    Palm Beach, FL 33480
                                    Tel: (561) 832-5696
                                    Fax: (561) 659-5371



<PAGE>




     Indicate by Check  whether the issuer (1) filed all reports  required to be
filed by Section 13 or 15(d) of the  Exchange  Act during the past 12 months (or
for such shorter  period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days.

               Yes  X               No
                   ----                ----


     As of March 31, 2000,  there are  21,500,000  shares of voting stock of the
registrant issued and outstanding.










<PAGE>




                                     PART I


Item 1. Financial Statements







                         INDEX TO FINANCIAL STATEMENTS



  Consolidated Balance Sheets...............................................F-2


  Consolidated Statements of Operations and Comprehensive Income (Loss).....F-3


  Consolidated Statements of Stockholders' Equity (Deficiency)..............F-4


  Consolidated Statements of Cash Flows.....................................F-5


  Notes to Consolidated Financial Statements................................F-6






























                                       F-1

<PAGE>


<TABLE>
<CAPTION>
                                   Elva, Inc.
                           Consolidated Balance Sheets


                                                                        December 31,            March 31,
                                                                            1999                   2000
                                                                   ---------------------- ----------------------
                                                                                               (unaudited)
<S>                                                                <C>                    <C>
                                         ASSETS
CURRENT ASSETS
  Cash and equivalents                                             $               97,476 $               79,374
  Accounts receivable                                                              55,958                  6,527
  VAT tax receivable                                                               42,251                 11,125
                                                                   ---------------------- ----------------------
          Total current assets                                                    195,685                 97,026
                                                                   ---------------------- ----------------------

PROPERTY AND EQUIPMENT
  Computers and equipment                                                          72,036                 71,436

        Less accumulated depreciation                                             (28,843)               (31,801)
                                                                   ---------------------- ----------------------

          Net property and equipment                                               43,193                 39,635
                                                                   ---------------------- ----------------------

OTHER ASSETS
  Deposits and other assets                                                        16,134                 30,256
  Income tax credit receivable                                                    111,791                110,226
  Patent                                                                          313,092                423,148

        Less accumulated amortization                                             (43,931)               (47,895)
                                                                   ---------------------- ----------------------

          Net other assets                                                        397,086                515,735
                                                                   ---------------------- ----------------------
Total Assets                                                       $              635,964 $              652,396
                                                                   ====================== ======================

                        LIABILITIES AND STOCKHOLDERS' DEFICIENCY
CURRENT LIABILITIES
   Accounts payable                                                $               46,006 $               54,692
   Accrued Expenses
       Trade                                                                       34,919                 44,361
       Salaries and payroll taxes                                                 126,644                121,629
   Current portion of long-term debt                                                2,450                      0
   Advances from shareholders                                                           0                185,960
   Conditional government subsidy                                                  95,365                 77,750
                                                                   ---------------------- ----------------------

          Total current liabilities                                               305,384                484,392
                                                                   ---------------------- ----------------------

LONG-TERM DEBT
   Conditional government subsidy                                                 190,729                198,894
   Other long-term debt                                                             9,802                  8,886
   Long-term debt - related party                                                 509,341                570,163
                                                                   ---------------------- ----------------------

          Total long-term debt                                                    709,872                777,943
                                                                   ---------------------- ----------------------
Total Liabilities                                                               1,015,256              1,262,335
                                                                   ---------------------- ----------------------
Minority interest in consolidated subsidiary                                            0                      0
                                                                   ---------------------- ----------------------

STOCKHOLDERS' DEFICIENCY
  Preferred stock, $0.0001 par value, authorized 10,000,000 shares;
     none issued and outstanding                                                        0                      0
  Common stock, $0.0001 par value, authorized 50,000,000 shares;
     21,500,000 issued and outstanding shares                                       2,150                  2,150
  Additional paid-in capital                                                      828,401                828,401
  Accumulated comprehensive income (loss)                                         (53,525)               (10,284)
  Deficit                                                                      (1,156,318)            (1,430,206)
                                                                   ---------------------- ----------------------

          Total stockholders' deficiency                                         (379,292)              (609,939)
                                                                   ---------------------- ----------------------
Total Liabilities and Stockholders' Deficiency                     $              635,964 $              652,396
                                                                   ====================== ======================
</TABLE>






     The accompanying notes are an integral part of the financial statements


                                       F-2

<PAGE>




<TABLE>
<CAPTION>
                                   Elva, Inc.
      Consolidated Statements of Operations and Comprehensive Income (Loss)
                          Three Months Ended March 31,
                                   (unaudited)



                                                                      2000                      1999
                                                            ------------------------  -------------------------
<S>                                                         <C>                       <C>
REVENUES                                                    $                 74,013  $                  62,696
                                                            ------------------------  -------------------------

OPERATING EXPENSES
    Salaries                                                                 164,845                    120,930
    Advertising                                                                2,734                      9,373
    Royalty expense - related parties                                              0                     24,363
    Depreciation and amortization                                              9,329                      5,855
    General and administrative                                               171,085                    220,652
    Research and development                                                       0                          0
                                                            ------------------------  -------------------------

          Total operating expenses                                           347,993                    381,173
                                                            ------------------------  -------------------------

 Operating Loss                                                             (273,980)                  (318,477)
                                                            ------------------------  -------------------------

OTHER INCOME (EXPENSE):
    Interest income                                                              351                      5,383
    Interest expense                                                          (5,985)                    (1,394)
    Foreign currency transaction gain (loss)                                   3,538                      4,749
                                                            ------------------------  -------------------------

          Total other income (expense)                                        (2,096)                     8,738
                                                            ------------------------  -------------------------

Net loss before tax credit and minority interest                            (276,076)                  (309,739)

 Foreign income tax credit                                                  2,188                          0
 Minority interest in consolidated subsidiary income (loss)                     0                          0
                                                            ------------------------  -------------------------

Net loss                                                                    (273,888)                  (309,739)

Other comprehensive income (loss):
    Foreign currency translation gain (loss)                                  43,240                    (22,839)
                                                            ------------------------  -------------------------
Comprehensive loss                                          $               (230,648) $                (332,578)
                                                            ========================  =========================
Net loss per common share                                   $                  (0.01) $                   (0.01)
                                                            ========================  =========================

Weighted average number of common shares outstanding                      21,500,000                 21,500,000
                                                            ========================  =========================
</TABLE>








     The accompanying notes are an integral part of the financial statements


                                       F-3

<PAGE>

<TABLE>
<CAPTION>
                                   Elva, Inc.
          Consolidated Statements of Stockholders' Equity (Deficiency)



                                                                                    Accumulated                  Total
                                                                      Additional    Comprehensive                Stockholders'
                                         Number of     Common         Paid-in       Income                       Equity
                                           Shares       Stock         Capital       (Loss)          Deficit      (Deficiency)
                                       -------------- ----------- --------------- -------------  ------------- ---------------
<S>                                    <C>            <C>         <C>             <C>            <C>           <C>

BEGINNING BALANCE,
December 31, 1998                          21,500,000 $     2,150 $       828,401 $     (52,349) $    (432,606)$       345,596

Year ended December 31, 1999:
   Other comprehensive income (loss)                0           0               0        (1,175)             0          (1,175)
   Net loss                                         0           0               0             0       (723,712)       (723,712)
                                       -------------- ----------- --------------- -------------  ------------- ---------------

BALANCE, December 31, 1999                 21,500,000       2,150         828,401       (53,524)    (1,156,318)       (379,291)

Three months ended March 31, 2000:
----------------------------------
(unaudited)
   Other comprehensive income (loss)                0           0               0        43,240              0          43,240
   Net loss                                         0           0               0             0       (273,888)       (273,888)
                                       -------------- ----------- --------------- -------------  ------------- ---------------

BALANCE, March 31, 2000 (unaudited)        21,500,000 $     2,150 $       828,401 $     (10,284) $  (1,430,206)$      (609,939)
                                       ============== =========== =============== =============  ============= ===============
</TABLE>












     The accompanying notes are an integral part of the financial statements


                                       F-4


<PAGE>




<TABLE>
<CAPTION>
                                   Elva, Inc.
                      Consolidated Statements of Cash Flows
                          Three Months Ended March 31,
                                   (unaudited)


                                                                         2000                      1999
                                                                ----------------------    ----------------------
<S>                                                             <C>                       <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss                                                        $             (273,888)   $             (309,739)
Adjustments to reconcile net loss to net cash used by
     operating activities:
     Minority interest in consolidated subsidiary income                             0                         0
     Depreciation                                                                4,018                     1,656
     Amortization                                                                5,311                     4,199
Changes in operating assets and liabilities:
     (Increase) decrease in accounts receivable                                 48,892                   (16,834)
     (Increase) decrease in VAT receivable                                      30,548                    63,682
     (Increase) decrease in deposits and other assets                          (15,058)                  (17,578)
     (Increase) decrease in income tax credit receivable                        (2,188)                        0
     Increase (decrease) in accounts payable                                    10,487                    10,717
     Increase (decrease) accrued expense - trade                                10,886                     8,221
     Increase (decrease) salaries and payroll taxes                               (855)                   36,243
                                                                ----------------------    ----------------------

Net cash  provided (used) by operating activities                             (181,847)                 (219,433)
                                                                ----------------------    ----------------------

CASH FLOW FROM INVESTING ACTIVITIES:
     Purchase of property and equipment                                         (1,828)                  (30,236)
     (Increase expenditure) decrease application patent                       (123,708)                   (6,536)
                                                                ----------------------    ----------------------

Net cash provided (used) by investing activities                              (125,536)                  (36,772)
                                                                ----------------------    ----------------------

CASH FLOW FROM FINANCING ACTIVITIES:
     Shareholder advances                                                      197,640                         0
     Shareholder advance repayments                                                  0                    (7,117)
     Receipt of conditional government subsidy                                       0                     4,083
     Proceeds of  long term debt - related party                                97,455                   206,005
     Debt payments                                                              (3,043)                   (3,422)
                                                                ----------------------    ----------------------

Net cash provided by financing activities                                      292,052                   199,549
                                                                ----------------------    ----------------------

Effect of exchange rates on cash                                                (2,771)                  (20,351)
                                                                ----------------------    ----------------------

Net increase (decrease) in cash and equivalents                                (18,102)                  (77,007)

CASH and equivalents, beginning of period                                       97,476                   293,604
                                                                ----------------------    ----------------------

CASH and equivalents, end of period                             $               79,374    $              216,597
                                                                ======================    ======================

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Interest Paid in Cash:                                          $                5,985    $                1,394
                                                                ======================    ======================
</TABLE>












     The accompanying notes are an integral part of the financial statements


                                       F-5

<PAGE>



                                   Elva, Inc.
                   Notes to Consolidated Financial Statements
               (Information with respect to the three months ended
                     March 31, 2000 and 1999 is unaudited)


(1) Summary of Significant Accounting Principles
      The  Company  Elva,  Inc.,  (the  "Company"),   is  a  Florida   chartered
           corporation  which  conducts  business  from its offices in West Palm
           Beach, Florida, Los Angeles, California, Paris, France and Singapore.
           The Company was incorporated on August 15, 1997 as Computer  Research
           Technologies, Inc., and changed its name to Elva, Inc. on January 25,
           1999.  Prior  to  the  acquisition  of  ELVA,  SA,  the  Company  was
           principally  seeking  financing  to  allow it to  begin  its  planned
           operations.  The  Company is  principally  involved in the smart card
           technology  industry  through its French  subsidiary,  ELVA,  SA. The
           following  summarize the more  significant  accounting  and reporting
           policies and practices of the Company:

           a)  Use  of  estimates  In  preparing  the   consolidated   financial
           statements,  management is required to make estimates and assumptions
           that affect the reported  amounts of assets and liabilities as of the
           date of the  statements  of  financial  condition,  and  revenues and
           expenses  for  the  year  then  ended.   Actual  results  may  differ
           significantly from those estimates.

           b)  Significant  acquisition  In December  1998,  Elva,  Inc.  issued
           14,160,000  shares of common stock to acquire  substantially  all the
           issued  and  outstanding  shares of the common  stock of ELVA,  SA, a
           French corporation, in a reverse merger, which was accounted for as a
           reorganization  of ELVA,  SA.  There  remains  a  four-tenths  of one
           percent  minority  interest in ELVA, SA, which is owned by two of the
           major  stockholders  of Elva,  Inc. as a result of this  acquisition.
           This minority interest is required under French corporate law.

           c) Principles of consolidation The consolidated financial  statements
           include the accounts of Elva, Inc. and  its  wholly owned subsidiary.
           Inter-company balances and transactions have been eliminated.

           d) Net loss per  common  share  Basic net loss per  weighted  average
           common  share is computed by  dividing  the net loss by the  weighted
           average number of common shares outstanding during the period.

           e) Property and  equipment All property and equipment are recorded at
           cost and  depreciated  over their estimated  useful lives,  using the
           straight-line method. Upon sale or retirement,  the costs and related
           accumulated   depreciation   are  eliminated  from  their  respective
           accounts,  and the resulting  gain or loss is included in the results
           of operations.  Repairs and maintenance charges which do not increase
           the useful lives of the assets are charged to operations as incurred.
           Depreciation  expense  was  $13,107  and $5,332  for the years  ended
           December 31, 1999 and 1998, respectively.

           f) Cash and equivalents  The company  considers  investments  with an
           initial maturity of three months or less as cash equivalents.

           g) Patents The Company acquired two French patents, Nos. 95-15735 and
           96-01872,  from the founders of ELVA,  SA. The Company is  amortizing
           the cost of these  patents  over the  remaining  life of the patents.
           Patents  in France  have a 20 year  life.  Amortization  expense  was
           $10,866 and $17,166 for the years ended  December  31, 1999 and 1998,
           respectively.

           h) Revenue  recognition The Company's sole source of revenue has been
           from licensing its patented  technology.  The Company records revenue
           when earned under its  licensing  agreement.  The Company  intends to
           license its technology to others as well,  rather than to manufacture
           the VOCALID  cards for sale.  The Company  believes  that it would be
           prohibitively  expensive  for it to establish  its own  manufacturing
           facilities and to do so would distract it from its efforts at getting
           its technology accepted as the world standard.

                                       F-6

<PAGE>



                                   Elva, Inc.
                   Notes to Consolidated Financial Statements


(1) Summary of Significant Accounting Principles, continued
           i) Foreign  currency  transaction and translation  gains(losses)  The
           principal  operating  entity of the Company is its subsidiary,  ELVA,
           SA, which is located in France.  The functional  currency of ELVA, SA
           is the French Franc,  (FF).  ELVA, SA has only one customer  which is
           located in the US. ELVA,  SA bills this customer in FF and is paid in
           US Dollars, (USD). ELVA, SA records a transaction gain or loss at the
           time of receipt of payment  consisting of the difference  between the
           amount of FF billed and the amount of FF the USD payment is converted
           into. On a consolidated basis the Company's reporting currency is the
           US Dollar.

           j) Research  &  development  expenses  are  expensed  in  the  period
           incurred.

           k) Software  development costs The software  developed by the Company
           is used  exclusively  by licensors of the  Company's  technology.  As
           such,  the  Company is not selling the  software.  Costs  incurred in
           developing  the  software  have been  expensed in the period in which
           incurred.

           l) VAT tax  receivable  In France,  as in many other  countries,  the
           government  charges a Value  Added  Tax,  (VAT),  that is  similar in
           nature to sales tax in the US.  There  are three  major  differences.
           First is that VAT is charged  at each  point of sale.  Second is that
           there are no exemptions  from the  collection of VAT.  Finally,  each
           company files a VAT return with the government monthly reflecting the
           gross VAT collected and VAT paid. If the VAT paid is greater than the
           amount  collected,  the Company receives a refund from the government
           approximately five months later.

           m) Interim  financial  information  The financial  statements for the
           three months ended March 31, 2000 and 1999 are  unaudited and include
           all adjustments  which in the opinion of management are necessary for
           fair presentation, and such adjustments are of a normal and recurring
           nature. The results for the three months are not indicative of a full
           year results.

(2)        Stockholders' Equity The Company has authorized  50,000,000 shares of
           $0.0001 par value common stock and  10,000,000  shares of $0.0001 par
           value preferred  stock.  Rights and privileges of the preferred stock
           are to be determined by the Board of Directors prior to issuance. The
           Company has 21,500,000, shares of common stock issued and outstanding
           at December 31, 1998 and September 30, 1999.

           In September 1997, the Company issued 9,000,000 shares to its founder
           for services rendered to the Company valued at $9,000. In April 1998,
           the Company completed a Regulation D Rule 504 Placement for 1,757,376
           shares in  exchange  for  $17,574  cash.  In April  1998,  a majority
           shareholder  donated 9,000,000 shares of common stock to the Company.
           In June 1998,  9,000,000  shares  were  issued  for  $32,500 in cash.
           During the third quarter of 1998, the Company issued 2,700,000 shares
           of common  stock for  $54,000 in cash.  In December  1998,  9,557,376
           shares were donated to the  Company.  In December  1998,  the Company
           issued  14,160,000  shares for 26,326 of the 26,336 shares issued and
           outstanding  of  ELVA,  SA, a French  corporation.  Additionally,  in
           conjunction  with this  acquisition,  the  Company  issued  3,440,000
           shares to a third party in  settlement  of a $204,550  loan the third
           party had made to ELVA,  SA. As the common  stock of the  Company was
           not  listed at the date of  acquisition,  the fair value of the stock
           issued  to  settle  this debt was not  determinable  and the  Company
           elected to use the loan amount outstanding to value this transaction.

(3)        Income  Taxes  Deferred  income  taxes  (benefits)  are  provided for
           certain income and expenses which are recognized in different periods
           for  tax  and  financial  reporting  purposes.  The  Company  had net
           operating   loss  carry-   forwards   for  income  tax   purposes  of
           approximately $1,430,000,  which expire $68,000 on December 31, 2011,
           $132,000 on  December  31,  2117,  $232,000  on  December  31,  2118,
           $724,000 on December 31, 2119 and $274,000 on December 31, 2020.

                                                                 F-7

<PAGE>



                                   Elva, Inc.
                   Notes to Consolidated Financial Statements


(3)        Income Taxes,  continued The amount recorded as a deferred tax asset,
           cumulative  as of March 31, 2000 and 1999 is  approximately  $572,000
           and  $297,000,  respectively,  which  represents  the  amount  of tax
           benefits of the loss  carry-forwards.  The Company has  established a
           valuation  allowance  for this  deferred  tax asset of  $572,000  and
           $297,000, as the Company has no history of profitable operations.

           The  significant  components  net  deferred tax asset as of March 31,
2000, are:


Net operating losses                          $              572,000
Valuation allowance                                         (572,000)
                                              ----------------------
Net deferred tax asset                        $                    0
                                              ======================

           The  Company's  subsidiary,   ELVA,  SA,  applied  for  research  and
           development  income tax credits  with the French  government  for the
           years ended December 31, 1999, 1998 and 1997. The credits are applied
           for on the Company's  annual income tax return in mid-1998,  1999 and
           2000. The amounts applied for were approximately $94,800, $15,300 and
           $94,400 for 1999, 1998 and 1997, respectively.  In the 4th quarter of
           1999, ELVA, SA was notified by the French  government of the approval
           of the application for 1997, and that payment by the government would
           occur in late 2000. The Company  assigned this receivable to its bank
           in exchange for cash in the amount of  approximately  $94,400.  It is
           now  expected  that the  government  will  approve  the 1998 and 1999
           credits.  They are expected to be paid $15,300 in 2001 and $94,800 in
           2002.  These  credits  reduce  the  income  tax  benefit  of its  net
           operating loss  carry-forwards for the French subsidiary on a one for
           one basis.

(4)        Going  Concern As shown in the  accompanying  consolidated  financial
           statements, the Company incurred net losses totaling $274,000 for the
           three  months  ended March 31,  2000,  and  reflects a  stockholders'
           deficiency  of  approximately  $610,000 as of March 31,  2000.  These
           conditions raise  substantial  doubt as to the ability of the Company
           to  continue  as a going  concern.  The  ability  of the  Company  to
           continue as a going concern is dependent  upon  increasing  sales and
           obtaining additional capital and financing.  The Company has retained
           a registered  broker/dealer to raise additional funds for the Company
           in an  amount  up to  $5,000,000.  The  financial  statements  do not
           include any  adjustments  that might be  necessary  if the Company is
           unable to continue as a going concern.

(5) Related Party Transactions
           (a) Patents The Company  acquired two French patents,  Nos.  95-15735
           and  96-01872,  from the  founders of ELVA,  SA for 21,069  shares of
           common  stock  of  ELVA,  SA  valued  at  $320,700,  based  on  their
           historical cost, and approximately  $3,333 per month, for the life of
           the patents as royalty payments, beginning in March 1997. These ELVA,
           SA shares were part of the  original  issue  shares of ELVA,  SA, and
           accordingly   had  no  fair   market   value  at  that  time.   After
           approximately 8 months, the principals  realized that the Company did
           not have the cash flow to continue  to make the  payments to them and
           continue to develop the marketing efforts and suspended the payments.
           In February  1999,  the Company and the  founders  entered into a new
           agreement which called for total additional  payment of approximately
           $116,700,  with an initial  payment  of  approximately  $25,000,  and
           quarterly payments of approximately $11,500, beginning on February 1,
           2000. This new agreement also  encompassed the  international  patent
           application  filed  with  the  World   Organization  of  Intellectual
           Property,  principally for the US, Canada,  Europe and Japan. It also
           encompasses  the trademark  "VOCALID," No.  96-605347,  registered at
           INPI in January 11, 1996.

           (b) Long-term debt In 1998, ELVA, SA received approximately  $204,500
           from a  third party as a loan. In  December  1998,  as  part  of  the
           reverse merger, Elva, Inc. issued 3,440,000 shares of common stock in
           settle-

                                       F-8

<PAGE>


                                   Elva, Inc.
                   Notes to Consolidated Financial Statements


(5) Related Party Transactions (Continued)
           b) Long-term debt  (continued)  ment of this debt. In March,  May and
           September 1999 and March 2000, ELVA received additional  traunches of
           this  loan  from  the now  related  party,  in the  total  amount  of
           approximately  $570,000.  This loan is  payable in full on January 1,
           2002.  The Company  can,  at its  option,  prepay all or part of this
           amount  without  penalty.  The loan agreement does not carry a stated
           interest rate,  although it references accrued interest.  The Company
           is accruing interest at a rate of 10%, until it can get documentation
           from the lender as to the correct  rate.  The Company also received a
           $16,000  conditional loan from an unrelated company,  under which the
           Company  would not be liable for  repayment  if the Company  hired at
           least one former technical employee of the other company. The Company
           has not done so and is  repaying  this loan at a rate of  $3,000  per
           year. The repayment schedule is per the original agreement.

(6)        Commitments The Company is committed under two operating leases,  one
           for its  office  space  and the other  for an  automobile.  Under the
           automobile lease the Company is obligated to pay approximately $4,000
           in 2000.  The  Company  is  obligated  under the lease for its office
           space  for  payments  of  $33,000  and  $16,600  in  2000  and  2001,
           respectively.  The Company  can, at its option,  elect to extend this
           lease for up to two additional three-year periods. The Company leases
           its office  space in Los Angeles and  Singapore  on a  month-to-month
           basis.  The  Company's  rent  expense was  approximately  $62,250 and
           $25,000 for the years ended December 31, 1999 and 1998 respectively.

(7)        Concentration  of customers The  Company's  sole source of revenue to
           date has been one  customer,  a US based  company.  Accordingly,  its
           revenue and related accounts  receivable at all periods presented are
           all related to this single  source.  The  Company is  endeavoring  to
           expand its customer base.

(8)        Conditional  government  subsidies  The Company has received  several
           government  grants which are conditional as to repayment.  The grants
           are to be applied as reductions of salaries and employment taxes paid
           to new  employees.  They are  intended  by the  government  to induce
           increases in employment,  as France has experienced high unemployment
           over the last few  years.  To date the  Company  has been  increasing
           employment  and  applying  accumulated  grants as  offsets  to salary
           expense  and at  present is not yet  obligated  to repay any of these
           grants. The Company does not expect to have to repay any of the grant
           amounts.  These grants,  if required to be repaid, do not require the
           payment of interest. The term for adding the required employees under
           these grants is three years. The Company has amortized  approximately
           $15,500  and  $35,000 of the grants  against  salary  expense for the
           years ending December 31, 1999 and 1998, respectively.








<PAGE>









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

12 Month Plan of Operations


     The Company's  plan of operations for the next twelve (12) months is for it
to further  refine its marketing and sales  strategy (See Part I, Item 1) and to
develop a web site for its  primary  VocaliD(R)  Smart Card System  product.  An
average  initial  funding of $ 400,000  has been  committed  for such work.  The
Company  plans to  continually  refine its strategy for  capitalizing  on recent
trends  within  the  Smart  Card  industry  and to  exploit  such  trends to its
advantage.  The  Company  plans to develop new and varied  VocaliD(R)Smart  Card
systems,  concepts and ventures in addition to its current VocaliD(R) Smart Card
development plans.


The Company plans  believes it can  capitalize on the general  Internet trend of
increasing  consumer  usage and  increasing  levels of  e-commerce  transactions
through  providing  the market the  Company's  VocaliD(R)Smart  Card,  which the
Company  believes will increase levels of person-to-  person  communication  and
which may directly increase levels of advertising and Web site linkage revenues.
The  Company   believes  that  it  is  well   positioned  to  profit  from  such
opportunities.

The Company's business strategy is to develop its VocaliD(R)Smart Card system to
provide consumers with versatile high quality,  easy to use, personal and secure
communications.  The Company  believes  the ease of use and  versatility  of its
online Smart Card system will  differentiate  itself among the array of off line
smart card options. The Company believes that this differentiation strategy will
allow it to carve out a  profitable  market  niche.  In  addition to the primary
revenue  stream  derived  from fees earned  through  the usage of the  Company's
VocaliD(R)  Smart Card, the Company believes that its market niche will allow it
to  successfully  gain consumer  "hits" to its  VocaliD(R)Smart  Card system Web
site; such "hits" are the major factor in determining  advertising  revenue over
the Internet  (through banner ad sales) and will allow the Company to realize an
additional  revenue  stream  through  charging  advertising  fees for  banner ad
placements.  Therefore,  while the Company plans to generate its primary revenue
by charging  fees for the use of its  VocaliD(R)Smart  Card system,  it may also
generate   significant   revenue  by   attracting   interest   ("hits")  to  its
VocaliD(R)Smart Card Web site.


The Company plans to seek out strategic alliances,  joint venture partners,  and
business partners with other  high-technology firms in which shared resources of
such could provide enhanced  shareholder value. The Company plans to continually
scan the  environment for such partnering  opportunities.  Particular  attention
will  be  paid  to  the  possibilities  of  developing  international  corporate
strategic alliances,  partnering with successful U.S. technology start-ups,  and
finding  merger  and  acquisition   candidates  or  counter-parties  with  firms
operating in the U.S. and/or abroad.






<PAGE>



Results of Operations -For the Three Months Ending March 31, 2000

              Financial Condition, Capital Resources and Liquidity

For the 1st quarter ended March 31, 1999 and 2000 the Company recorded  revenues
of $63,000 and $74,000.  The increase of $11,000 is due to increasing  licensing
revenue from ATMEL.

For the 1st  quarter  ended  March  31,  1999 and 2000 the  Company  had  salary
expenses  of  $121,000  and  $165,000.  This  increase  of $44,000 was due to an
increase in the number of personnel employed by the Company.

For the 1st  quarter  ended  March  31,  1999 and  2000,  the  Company  had on a
consolidated unaudited basis general and administrative expenses of $221,000 and
$171,000,  respectively. The decrease of $ 50,000 is due primarily to a one time
consulting fee related to the Company's reverse merger, paid in 1999.

For the 1st  quarter  ended  March  31,  1999 and  2000,  the  Company  had on a
consolidated  unaudited basis total operating  expenses of $381,000 and $348,000
of which $44,000 is  attributable  to an increase in general and  administrative
and salaries by the Company,  and $50,000 and $24,000  increases  due to the one
time fee and eliminating the royalty payments to stockholders.



Net Losses


For the 1st quarter ended March 31, 1999,  2000, the Company reported a net loss
from operations of $381,000 and $274,000 respectively.

The ability of the Company to continue as a going concern is dependent  upon its
ability to obtain clients who will utilize the Company's  VocaliD(R)product  and
whether  the Company  can  attract an  adequate  number of clients.  The Company
believes  that in order to be able to expand its initial  operations in terms of
sales and marketing,  it must rent new offices in USA and abroad, hire staff and
acquire  through  purchase or lease  computer  and office  equipment to maintain
accurate  financial  accounting and client data.  Further,  the Company believes
that the type of equipment  necessary for the operation is readily accessible at
competitive rates. The Company is already registered with the Secretary of State
of California to do business and is  anticipating  the  penetration of the North
American market from its Californian office.


To implement such plan,  also during this initial phase,  the Company intends to
initiate a self- directed private placement under Rule 506 in order to raise the
funds required by its development among which the financial means related to new
staff,  equipment  and  offices.  Those  needs are  currently  estimated  by the
management  staff. The Company expects to accomplish its fund raising  objective
before June 1, 2000. No underwriters  have been contacted and no known investors
have been  contacted  with  respect  to such  fund  raising.  In the event  such
placement  is  successful,  the Company  believes  that it will have  sufficient
operating  capital to meet the initial expansion goals and operating costs for a
period of one (1) year.


Employees


Next year, ELVA intends to hire new persons in North America, Asia and Europe in
order to widen its  marketing  worldwide  and to  ensure  the  evolution  of the
technology.



<PAGE>




As of March 31, 2000, ELVA had a total of 15 employees,  of which 6 are employed
in sales and marketing, 6 are employed in product development,  1 is employed in
professional services and customer support, 1 is employed in internal operations
support, and 1 is employed in administration and finance. Our future performance
depends in significant part upon the continued  service of our key technical and
management  personnel,  and our continuing  ability to attract and retain highly
qualified and motivated  personnel in all areas of our  operations.  Competition
for such  personnel is intense.  We provide no assurance  that we can retain key
managerial and technical employees or that we can attract,  assimilate or retain
other highly qualified personnel in the future.


Our employees are not  represented by a labor union. We have not experienced any
work stoppages and consider our employee relations to be good.

The  Company  will  attempt  to  maintain  diversity  within  its  customer  and
advertising base in order to decrease its exposure to downturns or volatility in
any particular market segment. As part of this selection  strategy,  the Company
intends to offer its services to those  consumers and strategic  partners  which
have  a  reputation  for  reputable  dealings  and,  eliminating  customers  and
advertisers that it believes  present a higher credit risk. Where feasible,  the
Company will evaluate  beforehand each customer,  supplier,  partner,  strategic
partner, and advertiser for their creditworthiness.

Research and Development Plans


For the next twelve  months there is a plan for funding  extensive  research and
development  efforts. Our goal is to enhance the technology features in terms of
personalization  and security.  For that purpose,  the chip capabilities and the
software  environment  will both be enlarged  and  improved in order to supply a
more  efficient  access  to the  technology  for  each  end  user  and  for  any
application.

Other  investments  related to the  manufacturing  process are  scheduled,  too.
Therefore, the Company foresees significant changes in the number of employees.


Impact of the Year 2000 Issue

The Company did not experience any material impact to its operations as a result
of the Year 2000 calendar  change.  The Company does not anticipate any material
disruption in its  operations as a result of any failure by the Company to be in
compliance.

Forward-Looking Statements

This Form 10-QSB  includes  "forward-looking  statements"  within the meaning of
Section 27A of the  Securities  Act of 1933, as amended,  and Section 21E of the
Securities  Exchange  Act of  1934,  as  amended.  All  statements,  other  than
statements of historical  facts,  included or  incorporated by reference in this
Form 10-QSB which address  activities,  events or developments which the Company
expects or anticipates will or may occur in the future, including such things as
future capital expenditures  (including the amount and nature thereof),  finding
suitable merger or acquisition candidates, expansion and growth of the Company's
business and operations, and other such matters are forward-looking  statements.
These  statements  are based on certain  assumptions  and  analyses  made by the
Company in light of its experience and its perception of



<PAGE>




historical trends,  current conditions and expected future  developments as well
as other  factors it believes are  appropriate  in the  circumstances.  However,
whether  actual  results  or  developments   will  conform  with  the  Company's
expectations and predictions is subject to a number of risks and  uncertainties,
general economic market and business conditions;  the business opportunities (or
lack  thereof)  that may be presented to and pursued by the Company;  changes in
laws or regulation;  and other factors,  most of which are beyond the control of
the Company.  Consequently,  all of the forward-looking  statements made in this
Form 10-QSB are  qualified by these  cautionary  statements  and there can be no
assurance  that the actual  results or  developments  anticipated by the Company
will be realized  or, even if  substantially  realized,  that they will have the
expected consequence to or effects on the Company or its business or operations.
The  Company   assumes  no  obligations  to  update  any  such   forward-looking
statements.


                                     PART II


Item 1. Legal Proceedings.

The Company knows of no legal proceedings to which it is a party or to which any
of its property is the subject which are pending,  threatened or contemplated or
any unsatisfied judgments against the Company.


Item 2. Changes in Securities and Use of Proceeds

Beginning on February 1, 2000 the Company  commenced  making  quarterly  royalty
payments of  approximately  $11,500 to the  founders of ELVA,  SA for two French
patents, Nos. 95-15735 and 96-0182, which were transferred to the Company.


Item 3. Defaults in Senior Securities


None


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

No matter was  submitted  during the quarter  ending March 31, 2000,  covered by
this report to a vote of the Company's shareholders, through the solicitation of
proxies or otherwise.


Item 5. Other Information

None.


Item 6. Exhibits and Reports on Form 8-K

(a) The exhibits required to be filed herewith by Item 601 of Regulation S-B, as
described  in the  following  index of  exhibits,  are  incorporated  herein  by
reference, as follows:




<PAGE>




Exhibit No.             Description
-------------------------------------------------------------------------------

Item 1.     Index to Exhibits
---------   -----------------------
3(i).1      Articles of Incorporation of ELVA, INC. f/k/a/ Computer Research
            Technology, Inc., effective August 15, 1997 (1)

3(i).1      Amended Articles of Incorporation of ELVA, INC. f/k/a/ Computer
            Research Technology, Inc., filed January 29, 1999. (1)

3(ii).1     Bylaws of ELVA, INC. f/k/a/ Computer Research Technology, Inc (1)

10.1        Letter of Intent dated December 19, 1998 between Computer Research
            Technologies, Inc. and ELVA,SA. (1)

27.1*       Financial Data Schedule
--------------
*    filed herewith

(1)  Incorporated  herein by  reference  to the  Registration  Statement on Form
     10-SB  Amendment  1 of ELVA , Inc.,  filed  with the  U.S.  Securities  and
     Exchange Commission.

(b)  No Reports on Form 8-K were filed during the fiscal year ended December 31,
     1999, covered by this Annual Report on Form 10-KSB.












<PAGE>



                                   SIGNATURES
                               -------------------

              In  accordance  with Section 13 or 15(d) of the Exchange  Act, the
registrant  caused  this  report to be signed on its behalf by the  undersigned,
thereunto duly authorized.


                                       ELVA, INC.
                                       (Registrant)

Date: 14th  April, 2000                 /s/ Cedric Colnot
                                        ---------------------
                                        Cedric Colnot, President

     In  accordance  with the Exchange Act, this report has been signed below by
the following  persons on behalf of the  registrant and in the capacities and on
the dates indicated.

Date:                          Signature              Title
------                         ------------           -----

 May 15, 2000         By:   /s/ Cedric Colnot
                      --------------------------
                       Cedric Colnot                  President & Director


 May 15, 2000         By: /s/ Patrick Misko
                      --------------------------
                        Patrick Misko                 Vice-President & Director