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: June 30, 2000

Commission file no.   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 June 30, 2000, there are 21,500,000 shares of voting stock of the
registrant issued and outstanding.


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

















<PAGE>


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

                                                               December 31, 1999     June 30, 2000
                                                              ------------------- -------------------
                                                                                      (unaudited)
<S>                                                           <C>                 <C>
                                   ASSETS
CURRENT ASSETS
  Cash and equivalents                                        $            97,476 $            28,515
  Accounts receivable                                                      55,958              19,572
  VAT tax receivable                                                       42,251              19,465
                                                              ------------------- -------------------
          Total current assets                                            195,685              67,552
                                                              ------------------- -------------------

PROPERTY AND EQUIPMENT
  Computers and equipment                                                  72,036              71,714

        Less accumulated depreciation                                     (28,843)            (35,383)
                                                              ------------------- -------------------

          Net property and equipment                                       43,193              36,331
                                                              ------------------- -------------------

OTHER ASSETS
  Deposits and other assets                                                16,134              20,804
  Income tax credit receivable                                            111,791             108,429
  Patent                                                                  313,092             416,250

        Less accumulated amortization                                     (43,931)            (51,657)
                                                              ------------------- -------------------

          Net other assets                                                397,086             493,826
                                                              ------------------- -------------------
Total Assets                                                  $           635,964 $           597,709
                                                              =================== ===================

                  LIABILITIES AND STOCKHOLDERS' DEFICIENCY
CURRENT LIABILITIES
   Accounts payable                                           $            46,006 $           111,174
   Accrued Expenses
       Trade                                                               34,919              24,569
       Salaries and payroll taxes                                         126,644             159,535
   Current portion of long-term debt                                        2,450               1,748
   Advances from shareholders                                                   0             152,387
   Conditional government subsidy                                          95,365              76,483
                                                              ------------------- -------------------

          Total current liabilities                                       305,384             525,896
                                                              ------------------- -------------------

LONG-TERM DEBT
   Conditional government subsidy                                         190,729             310,496
   Other long-term debt                                                     9,802               6,993
   Long-term debt - related party                                         509,341             673,268
                                                              ------------------- -------------------

          Total long-term debt                                            709,872             990,757
                                                              ------------------- -------------------
Total Liabilities                                                       1,015,256           1,516,653
                                                              ------------------- -------------------
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)             (9,915)
  Deficit                                                              (1,156,318)         (1,739,580)
                                                              ------------------- -------------------

          Total stockholders' deficiency                                 (379,292)           (918,944)
                                                              ------------------- -------------------
Total Liabilities and Stockholders' Deficiency                $           635,964 $           597,709
                                                              =================== ===================
</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)
                            Six Months Ended June 30,
                                   (Unaudited)



                                                                           1999               2000
                                                                    ------------------ -------------------
<S>                                                                 <C>                <C>
REVENUES                                                            $          136,763 $           191,062
                                                                    ------------------ -------------------

OPERATING EXPENSES
    Salaries                                                                   259,726             339,438
    Advertising                                                                 46,016              31,364
    Royalty expense - related parties                                                0                   0
    Depreciation and amortization                                               15,049              17,642
    General and administrative                                                 446,567             374,386
    Research and development                                                         0                   0
                                                                    ------------------ -------------------

          Total operating expenses                                             767,358             762,830
                                                                    ------------------ -------------------

 Operating Loss                                                               (630,595)           (571,768)
                                                                    ------------------ -------------------

OTHER INCOME (EXPENSE):
    Interest income                                                              8,032               1,357
    Interest expense                                                            (5,395)            (15,943)
    Foreign currency transaction gain (loss)                                     4,109               3,093
                                                                    ------------------ -------------------

          Total other income (expense)                                           6,746             (11,493)
                                                                    ------------------ -------------------

Net loss before tax credit and minority interest                              (623,849)           (583,261)

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

Net loss                                                                      (623,849)           (583,261)

Other comprehensive income (loss):
    Foreign currency translation gain (loss)                                   (25,448)             43,610
                                                                    ------------------ -------------------
Comprehensive loss                                                  $         (649,297)$          (539,651)
                                                                    ================== ===================

Net loss per common shares                                          $            (0.03)$             (0.03)
                                                                    ================== ===================

Weighted average number of shares                                           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)

Six Months Ended June 30, 2000:
-------------------------------
(unaudited)
   Other comprehensive income (loss)              0            0            0           43,610               0          43,610

   Net loss                                       0            0            0                0        (583,262)       (583,262)
                                       ------------  ----------- ------------ ---------------- --------------- ---------------

ENDING BALANCE, June 30, 2000
(unaudited)                              21,500,000  $     2,150 $    828,401 $         (9,914)$    (1,739,580)$      (918,943)
                                       ============  =========== ============ ================ =============== ===============
</TABLE>












     The accompanying notes are an integral part of the financial statements

                                       F-4




<PAGE>


<TABLE>
<CAPTION>
                                   Elva, Inc.
                      Consolidated Statements of Cash Flows
                            Six Months Ended June 30,
                                   (Unaudited)


                                                                                     1999                  2000
                                                                              ------------------    -------------------
<S>                                                                           <C>                   <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss                                                                      $         (623,849)   $          (583,262)
Adjustments to reconcile net loss to net cash used by operating activities:
     Minority interest in consolidated subsidiary income                                       0                      0
     Depreciation                                                                          6,711                  7,752
     Amortization                                                                          7,367                  9,664
Changes in operating assets and liabilities:
     (Increase) decrease in accounts receivable                                           56,354                 33,785
     (Increase) decrease in VAT receivable                                                77,879                 20,804
     (Increase) decrease in deposits and other assets                                     (8,178)                (5,478)
     (Increase) decrease in income tax credit receivable                                       0                      0
     Increase (decrease) in accounts payable                                              55,406                 67,673
     Increase (decrease) accrued expense - trade                                         (87,925)                (8,689)
     Increase (decrease) salaries and payroll taxes                                       76,434                 39,214
                                                                              ------------------    -------------------

Net cash  provided (used) by operating activities                                       (439,801)              (418,537)
                                                                              ------------------    -------------------

CASH FLOW FROM INVESTING ACTIVITIES:
     Purchase of property and equipment                                                  (32,991)                (3,204)
     (Increase expenditure) decrease application patent                                   (8,749)              (108,890)
                                                                              ------------------    -------------------

Net cash provided (used) by investing activities                                         (41,740)              (112,094)
                                                                              ------------------    -------------------

CASH FLOW FROM FINANCING ACTIVITIES:
     Shareholder advances                                                                      0                157,965
     Shareholder advance repayments                                                       (1,053)                     0
     Receipt of conditional government subsidy                                             8,923                121,287
     Proceeds of  long term debt - related party                                         398,299                191,505
     Debt payments                                                                        (3,319)                (3,072)
                                                                              ------------------    -------------------

Net cash provided by financing activities                                                402,850                467,685
                                                                              ------------------    -------------------

Effect of exchange rates on cash                                                         (24,545)                (6,015)
                                                                              ------------------    -------------------

Net increase (decrease) in cash and equivalents                                         (103,236)               (68,961)

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

CASH and equivalents, end of period                                           $          190,368    $            28,515
                                                                              ==================    ===================

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Interest Paid in Cash:                                                        $            5,395    $            15,943
                                                                              ==================    ===================
</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 six months ended
                      June 30, 2000 and 1999 is unaudited)


(1) Summary of Significant Accounting Principles
      TheCompany  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. As a result
         of this  reverse  merger,  the  former  stockholders  of ELVA,  SA  now
         control  Elva,  Inc.   Prior to this  reverse  merger,  Elva,  Inc. had
         nominal assets and liabilities.   Elva, Inc.  accounted for the reverse
         merger  as an  issuance of stock for the net  monetary  assets of Elva,
         Inc. or, in  this case, as a capitalization of the accumulated  deficit
         of Elva, Inc. to the date of the merger.

         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.  The
         historical financial statements of ELVA, SA have been presented for the
         period prior to the reverse merger.

         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 $7,752  and $6,711 for the six months  ended
         June 30, 2000 and 1999, 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 $9,664 and
         $7,367 for the six months ended June 30, 2000 and 1999, respectively.

                                       F-6



<PAGE>



                                   Elva, Inc.
                   Notes to Consolidated Financial Statements


(1) Summary of Significant Accounting Principles (Continued)
         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.

         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 Company  opened a sales  office in Los
         Angeles, California in April 2000. The functional currency of ELVA, SA,
         as well as on a consolidated basis, 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. The Company translated
         the income  statement  items  using the average  exchange  rate for the
         period and balance sheet items using the end of period  exchange  rate,
         except for equity items,  which are translated at historical  rates, in
         accordance with SFAS 52.

         j) Research & development  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 six
         months  ended June 30,  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

                                       F-7



<PAGE>



                                   Elva, Inc.
                   Notes to Consolidated Financial Statements


(2)      Stockholders'  Equity  (Continued)  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  $1,739,000,
         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
         $583,000 on December  31, 2020.  The amount  recorded as a deferred tax
         asset,  cumulative  as of June  30,  2000  and  1999  is  approximately
         $696,000 and $422,000, 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 June 30, 2000,
are:


     Net operating losses                    $          696,000
     Valuation allowance                               (696,000)
                                             ------------------
     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  sold this  receivable  to its bank on a non-
         recourse  basis,  in exchange for cash in the amount of $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. In 1996, ELVA, SA entered its technology in an annual  technology
         competition.  This  competition  is  administered  by  ANVAR,  a French
         quasi-governmental  agency established to reward technology advances by
         French  commercial  enterprises.  Elva  received one of the awards from
         ANVAR for its technology. The Company believes, based on the foregoing,
         that it is more  likely than not that the Company  will  receive  these
         ongoing tax credits from the French  government.  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  $583,000 for the
         six months ended June 30, 2000, and reflects a stockholders' deficiency
         of  approximately  $919,000 as of June 30, 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,

                                       F-8



<PAGE>




                                   Elva, Inc.
                   Notes to Consolidated Financial Statements


(5) Related Party Transactions (Continued)
         (a) Patents  (continued) 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
         settlement  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.


                                       F-9





<PAGE>



                                   Elva, Inc.
                   Notes to Consolidated Financial Statements


(8)      Conditional Government Subsidies (Continued) In the second quarter, the
         Company received a new grant of approximately $100,000 that is intended
         to aid French  companies  in export  efforts.  If the Company  fails to
         increase  export sales to certain  levels over the ensuing three years,
         the Company is not  required to repay this  advance.  If the Company is
         successful  in increasing  export  sales,  it will be required to repay
         some to all of the advance, based on the actual increases, beginning in
         approximately three years.

(9) Subsequent Events
         (a)  Related  party  transactions  - long-term  debt In July 2000,  the
         Company  entered into an agreement with the holder of its related party
         long-term  debt to  exchange  1,720,000  shares  of  common  stock  for
         $561,752 of the existing long-term debt.

         (b)  Stockholders'  equity In July 2000,  the  Company  sold  3,490,000
         shares of common stock to a British Virgin Islands  investment  company
         in exchange  for  $1,139,894  in cash.  In July 2000,  the Company sold
         300,000 shares of common stock to an individual in exchange for $97,980
         in  cash.   This   individual  is  joining  the  Company  as  the  Vice
         President-Finance  in September  2000. In July 2000, the Company agreed
         to exchange  1,720,000  shares of common stock for $561,752 of existing
         long-term  debt.  All three of these  transactions  were  concluded  at
         $0.3266 per share.












                                      F-10



<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.

Results of Operations -For the Six Months Ending June 30, 2000

Financial Condition, Capital Resources and Liquidity

For the six months ending June 30, 1999 and 2000 the Company  recorded  revenues
of $136,763  and  $191,062.  The increase of $54,299 is due to increases in cash
due to financing  activities.  For the six months  ending June 30, 1999 and 2000
the Company had total  salary  expenses  for the year of $259,726  and  $339,438
respectively.  This  increase of $79,712 was due to an increase in the number of
personnel employed by the Company.

In the  second  quarter,  the  Company  received  a new  grant of  approximately
$100,000  that is intended to aid French  companies  in export  efforts.  If the
Company fails to increase export sales to certain


<PAGE>



levels over the ensuing  three years,  the Company is not required to repay this
advance.  If the Company is successful in  increasing  export sales,  it will be
required  to repay some to all of the  advance,  based on the actual  increases,
beginning in approximately three years.

For the six  months  ending  June  30,  1999  and  2000,  the  Company  had on a
consolidated unaudited basis general and administrative expenses of $446,567 and
$374,386,  respectively. The decrease of $ 72,181 is due primarily to a one time
consulting fee related to the Company's reverse merger, paid in 1999.

For the six  months  ending  June  30,  1999  and  2000,  the  Company  had on a
consolidated  unaudited basis total operating  expenses of $767,358 and $762,830
of  which   approximately   $4,528  is  attributable  to  decrease  in  general,
administrative and an increase in salaries by the Company.

Net Losses

For the six months  ending  June 30, 1999 and 2000,  the Company  reported a net
loss from operations of $630,595 and $571,768 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  August  31,  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.

As of June 30, 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


<PAGE>



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  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.




<PAGE>



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.[See: Item 5. Other Information below for subsequent developments]

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

         In July 2000, the Company  entered into an agreement with the holder of
its related party  long-term debt to exchange  1,720,000  shares of common stock
for $561,752 of the existing long- term debt.

         In July 2000,  the Company sold  3,490,000  shares of common stock to a
British Virgin Islands investment company in exchange for $1,139,894 in cash. In
July 2000,  the Company sold 300,000  shares of common stock to an individual in
exchange for $97,980 in cash. This individual is joining the Company as the Vice
President-Finance in September 2000.

         In July 2000, the Company agreed to exchange 1,720,000 shares of common
stock for $561,752 of existing  long-term debt. All three of these  transactions
were concluded at $0.3266 per share. None.
<PAGE>




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:

<TABLE>
<S>          <C>
Exhibit No.  Description
----------   -------------------------------------------------------
3(i).1       Articles of Incorporation of ELVA, INC. f/k/a/ Computer Research Technology, Inc.,
             effective August 15, 1997

3(i).2       Amended Articles of Incorporation of ELVA, INC. f/k/a/ Computer Research
             Technology, Inc., filed January 29, 1999.

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

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

27.1     *   Financial Data Schedule
</TABLE>
-----------------------------------------------------

(1)  Incorporated herein by reference to the Company's Registration Statement on
     Form 10-SB.

*    Filed herewith

     (b) No Reports on Form 8-K were filed  during the  quarter  ended March 31,
2000.


                                   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:    August 14, 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

August 14, 2000      By: /s/   Cedric Colnot
                          -------------------------
                             Cedric Colnot             President & Director

August 14, 2000      By: /s/  Patrick Misko
                          -------------------------
                             Patrick Misko             Vice-President & Director