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: September 30, 2000

Commission file no.   29201

                                   ELVA, INC.
          ------------------------------------------------------------
                 (Name of Small Business Issuer 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 September 30, 2000,  there are 27,010,000  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

                                                                          September 30, 2000    December 31, 1999
                                                                         -------------------- ---------------------
                                                                             (unaudited)
<S>                                                                      <C>                  <C>
                                 ASSETS
CURRENT ASSETS
  Cash and equivalents                                                   $            696,253 $              97,476
  Accounts receivable                                                                  76,833                55,958
  VAT tax receivable                                                                   33,209                42,251
                                                                         -------------------- ---------------------
          Total current assets                                                        806,295               195,685
                                                                         -------------------- ---------------------

PROPERTY AND EQUIPMENT
  Computers and equipment                                                              79,337                72,036
                                                                                                                   )
        Less accumulated depreciation                                                 (36,576)              (28,843)
                                                                         -------------------- ---------------------

          Net property and equipment                                                   42,761                43,193
                                                                         -------------------- ---------------------

OTHER ASSETS
  Deposits and other assets                                                            14,573                16,134
  Income tax credit receivable                                                         99,454               111,791
  Patent                                                                              395,729               313,092
                                                                                                                   )
        Less accumulated amortization                                                 (52,483)              (43,931)
                                                                         -------------------- ---------------------

          Net other assets                                                            457,273               397,086
                                                                         -------------------- ---------------------
Total Assets                                                             $          1,306,329 $             635,964
                                                                         ==================== =====================

            LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)
CURRENT LIABILITIES
   Accounts payable                                                      $             64,277 $              46,006
   Accrued Expenses
       Trade                                                                           26,929                34,919
       Salaries and payroll taxes                                                     108,890               126,644
   Current portion of long-term debt                                                        0                 2,450
   Advances from shareholders                                                          46,958                     0
   Conditional government subsidy                                                     107,404                95,365
                                                                         -------------------- ---------------------

          Total current liabilities                                                   354,458               305,384
                                                                         -------------------- ---------------------

LONG-TERM DEBT
   Conditional government subsidy                                                     214,805               190,729
   Other long-term debt                                                                 8,017                 9,802
   Long-term debt - related party                                                      86,461               509,341
                                                                         -------------------- ---------------------

          Total long-term debt                                                        309,283               709,872
                                                                         -------------------- ---------------------
Total Liabilities                                                                     663,741             1,015,256
                                                                         -------------------- ---------------------
Minority interest in consolidated subsidiary                                                0                     0
                                                                         -------------------- ---------------------

STOCKHOLDERS' EQUITY (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 and 27,010,000 issued and outstanding shares, respectively              2,701                 2,150
  Additional paid-in capital                                                        2,623,206               828,401
  Accumulated comprehensive income (loss)                                              (2,276)              (53,525)
  Deficit                                                                          (1,981,043)           (1,156,318)
                                                                         -------------------- ---------------------

          Total stockholders' equity (deficiency)                                     642,588              (379,292)
                                                                         -------------------- ---------------------
Total Liabilities and Stockholders' Equity (Deficiency)                  $          1,306,329 $             635,964
                                                                         ==================== =====================
</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)
                                   (Unaudited)



                                                               Three Months Ended            Nine Months Ended
                                                                 September 30,                 September 30,
                                                          ----------------------------  ----------------------------

                                                               2000           1999         2000             1999
                                                          --------------- ------------- -------------- -------------
<S>                                                       <C>             <C>           <C>            <C>
REVENUES                                                  $        90,793 $     134,460 $      281,855 $     271,223
                                                          --------------- ------------- -------------- -------------

OPERATING EXPENSES
    Salaries                                                      133,747       128,566        473,185       388,292
    Advertising                                                       954        14,317         32,318        60,333
    Royalty expense - related parties                                   0             0              0             0
    Depreciation and amortization                                   9,545           890         27,187        15,939
    General and administrative                                    186,865        84,809        561,251       531,376
    Research and development                                            0             0              0             0
                                                          --------------- ------------- -------------- -------------

          Total operating expenses                                331,111       228,582      1,093,941       995,940
                                                          --------------- ------------- -------------- -------------

 Operating Loss                                                  (240,318)      (94,122)      (812,086)     (724,717)
                                                          --------------- ------------- -------------- -------------

OTHER INCOME (EXPENSE):
    Other income                                                        0        50,615              0        53,252
    Interest income                                                 1,432           404          2,789           404
    Interest expense                                               (5,433)       (1,609)       (21,376)       (1,609)
    Foreign currency transaction gain (loss)                        2,855          (843)         5,948         3,266
                                                          --------------- ------------- -------------- -------------

          Total other income (expense)                             (1,146)       48,567        (12,639)       55,313
                                                          --------------- ------------- -------------- -------------

Net loss before tax credit and minority interest                 (241,464)      (45,555)      (824,725)     (669,404)

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

Net loss                                                         (241,464)      (45,555)      (824,725)     (669,404)

Other comprehensive income (loss):
    Foreign currency translation gain (loss)                        7,639       (40,215)        51,249       (65,663)
                                                          --------------- ------------- -------------- -------------
Comprehensive loss                                        $      (233,825)$     (85,770)$     (773,476)$    (735,067)
                                                          =============== ============= ============== =============

Net loss per common share                                 $         (0.01)$       (0.01)$       (0.04) $       (0.03)
                                                          =============== ============= ============== =============

Weighted average number of shares                              24,068,370    21,500,000     22,362,372    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)

Nine Months Ended September 30, 2000:
-------------------------------------
(unaudited)
   Conversion of debt of subsidiary for stock  1,720,000          172      557,305              0             0         557,477
   Shares issued for cash                      3,790,000          379    1,237,500              0             0       1,237,879
   Other comprehensive income (loss)                   0            0            0         51,248             0          51,248

   Net loss                                            0            0            0              0      (824,725)       (824,725)
                                            ------------  ----------- ------------ -------------- ------------- ---------------

ENDING BALANCE, September 30, 2000
(unaudited)                                   27,010,000  $     2,701 $  2,623,206 $       (2,276)$  (1,981,043)$       642,588
                                            ============  =========== ============ ============== ============= ===============
</TABLE>













     The accompanying notes are an integral part of the financial statements


                                       F-4

<PAGE>


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


                                                                                     2000                  1999
                                                                              ------------------    -------------------
<S>                                                                           <C>                   <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss                                                                      $         (824,725)   $          (669,404)
Adjustments to reconcile net loss to net cash used by operating activities:
     Minority interest in consolidated subsidiary income                                       0                      0
     Depreciation                                                                         12,242                  1,666
     Amortization                                                                         15,184                  8,761
     Foreign exchange transaction (gain) loss                                             (5,948)                     0
     Amortization of conditional government subsidy                                       (2,723)               (83,772)
Changes in operating assets and liabilities:
     (Increase) decrease in accounts receivable                                          (30,047)                 3,288
     (Increase) decrease in VAT receivable                                                 3,920                 43,223
     (Increase) decrease in deposits and other assets                                       (533)                (6,183)
     (Increase) decrease in income tax credit receivable                                  (2,059)                     0
     Increase (decrease) in accounts payable                                              25,893                 12,531
     Increase (decrease) accrued expense - trade                                          (3,795)                26,516
     Increase (decrease) salaries and payroll taxes                                       (1,945)                57,682
                                                                              ------------------    -------------------

Net cash  provided (used) by operating activities                                       (814,536)              (605,692)
                                                                              ------------------    -------------------

CASH FLOW FROM INVESTING ACTIVITIES:
     Purchase of property and equipment                                                  (17,604)               (47,533)
     (Increase expenditure) application patent                                          (131,478)               (13,060)
                                                                              ------------------    -------------------

Net cash provided (used) by investing activities                                        (149,082)               (60,593)
                                                                              ------------------    -------------------

CASH FLOW FROM FINANCING ACTIVITIES:
     Common stock issued for cash                                                      1,237,879                      0
     Shareholder advances                                                                 50,372                      0
     Shareholder advance repayments                                                            0                 (4,896)
     Receipt of conditional government subsidy                                            15,384                      0
     Proceeds of  long term debt - related party                                         189,402                522,517
     Increase note payable - supplier                                                          0                  1,199
     Debt payments                                                                        (2,867)                     0
                                                                              ------------------    -------------------

Net cash provided by financing activities                                              1,490,170                518,820
                                                                              ------------------    -------------------

Effect of exchange rates on cash                                                          72,225                (32,706)
                                                                              ------------------    -------------------

Net increase (decrease) in cash and equivalents                                          598,777               (180,171)

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

CASH and equivalents, end of period                                           $          696,253    $           113,433
                                                                              ==================    ===================

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Interest Paid in Cash:                                                        $           21,376    $             1,609
                                                                              ==================    ===================

Non-Cash Financing Activities:
Debt converted to common stock                                                $          557,477    $                 0
                                                                              ==================    ===================
</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 nine months
                ended September 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,  Silicon  Valley,   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.

          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 $12,242 and $1,666 for the nine months ended
          September 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 $15,184 and
          $8,761  for the  nine  months  ended  September  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
          Silicon Valley,  California in 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 nine
          months ended September 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 nine 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 and  27,010,000,  shares of common stock issued
          and  outstanding   at  December  31,  1998  and  September  30,  2000,
          respectively.

          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 Elva, Inc.

                                       F-7

<PAGE>





                   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.

         In July 2000,  the Company sold  3,490,000  shares of common stock to a
         British Virgin Islands investment company in exchange for $1,139,893 in
         cash. In July 2000,  the Company sold 300,000 shares of common stock to
         an  individual  in exchange  for $97,985 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  $557,477  of  existing  long-term  debt.  All three of these
         transactions were concluded at $0.3266 per share.

(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  $1,981,000,
         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
         $825,000 on December  31, 2020.  The amount  recorded as a deferred tax
         asset,  cumulative as of September  30, 2000 and 1999 is  approximately
         $792,000 and $440,000, 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  $792,000  and
         $440,000, as the Company has no history of profitable operations.

         The  significant  components net deferred tax asset as of September 30,
2000, are:


Net operating losses                    $          792,000
Valuation allowance                               (792,000)
                                        ------------------
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  $825,000 for the
         nine months ended September 30, 2000, and reflects stockholders' equity
         of  approximately  $643,000 as of September 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

                                       F-8

<PAGE>




                                   Elva, Inc.
                   Notes to Consolidated Financial Statements


(4)      Going  Concern   (Continued)  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
         settlement of this debt. In March,  May and September  1999,  March and
         July 2000, ELVA received additional traunches of this loan from the now
         related party, in the total amount of approximately $712,000. 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. 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 $557,477 of the existing long-term debt.

(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
         Silicon Valley 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

                                       F-9

<PAGE>






                                   Elva, Inc.
                   Notes to Consolidated Financial Statements


(8)      Conditional  Government  Subsidies  (Continued)  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.

         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)      Long-Term  Debt 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.

(10) Subsequent Events
         (a)  Stockholders'  equity On October 5, 2000, the  stockholders of the
         Company  voted to increase  the number of  authorized  shares of common
         stock from 50,000,000 to 100,000,000 with no change in par value.













                                      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.

The  Company  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 and 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 Web site. Such "hits" are the
major factor in  determining  advertising  revenue  over the  Internet  (through
banner ad sales) and may 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,  the  Company  believes  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 Three Months Ending September 30, 2000

Financial Condition, Capital Resources and Liquidity

For the three months  ending  September  30, 1999 and 2000 the Company  recorded
revenues of $134,460  and $90,793.  The decrease of $43,667 is primarily  due to
decreases in other income.  For the three months  ending  September 30, 1999 and
2000  the  Company  had  total   salary   expenses  of  $128,566   and  $133,747
respectively.


<PAGE>





For the three months ending  September 30, 1999 and 2000,  the Company had, on a
consolidated unaudited basis, general and administrative expenses of $84,809 and
$186,865,  respectively. The increase of $102,056 is due primarily to a one time
consulting fee related to the Company's reverse merger, paid in 1999.

For the three months ending  September  30, 1999 and 2000,  the Company had on a
consolidated  unaudited basis total operating  expenses of $228,582 and $331,111
of which  approximately  $102,000  is  attributable  to an  increase in general,
administrative and an increase in salaries by the Company.

Net Losses

For the three months ending  September 30, 1999 and 2000, the Company reported a
net loss from operations  excluding currency translation of $45,555 and $241,464
respectively. The increase in net losses of approximately $196,000 is the result
of an increase in general,  administrative expenses,  salaries and a decrease in
other income.

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 establish 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. In this regard the Company has
established a new United States office in Danville,  California near the silicon
valley.  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 being estimated by the
Company's  management  staff. The Company expects to accomplish its fund raising
objective  before  December 31, 2000. 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  September  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


<PAGE>



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 also being scheduled.
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


<PAGE>



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.

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.

All three of these transactions were concluded at $0.3266 per share.

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 September 30, 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




<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  September
30, 2000.




<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:    November 13, 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

November 13, 2000          By: /s/ Cedric Colnot
                           ------------------------
                           Cedric Colnot                   President & Director

November 13, 2000          By: /s/ Patrick Misko
                           ------------------------
                           Patrick Misko               Vice-President & Director