SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 10-QSB


         (Mark One)

[X]  Quarterly  report under Section 13 or 15(d) of the Securities  Exchange Act
     of 1934

         For the quarterly period ended February 29, 2000
                                        -----------------

[ ]      Transition report under Section 13 or 15(d) of the Exchange Act

         For the transition period from _________ to ___________

         Commission file number 33-55254-15
                                -----------

                              delSECUR Corporation
        (Exact Name of Small Business Issuer as Specified in Its Charter)


         NEVADA                                  87-0438451
------------------------------------           ------------
(State or Other Jurisdiction of                (IRS Employer
Incorporation or Organization)                 Identification No.)


1801 McGill College, Suite 1330,
Montreal, Quebec Canada                                     H3A 2N4
(Address of Principal Executive Offices)                  (Zip Code)


(Issuer's Telephone Number, Including Area Code) (514) 282-9000
                                                ---------------

Indicate by a check mark  whether the issuer (1) has filed all reports  required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the issuer was required
to file such reports),  and (2) has been subject to such filing requirements for
the past 90 days. [X] Yes [ ] No

                      APPLICABLE ONLY TO CORPORATE ISSUERS

         State the  number of shares of each of the  issuer's  classes of common
equity, as of the latest practicable date:

         Class                  Outstanding as of February 29, 2000
-----------------------         -----------------------------------
$.001 PAR VALUE CLASS A                   14,243,411 SHARES
COMMON STOCK

                                        1

<PAGE>



                                     PART I
                              FINANCIAL INFORMATION

ITEM 1.  Financial Statements.

         The accompanying unaudited financial statements (pages F-1 through F-3)
have been  prepared  in  accordance  with the  instructions  to Form 10-QSB and,
therefore, do not include all information and footnotes necessary for a complete
presentation  of  financial  position,  results  of  operations,  cash flows and
stockholders'   deficit  in  conformity  with  generally   accepted   accounting
principles.  In the opinion of management,  all adjustments considered necessary
for a fair presentation of the results of operation and financial  position have
been  included  and all  such  adjustments  are of a  normal  recurring  nature.
Operating  results  for  the  nine  months  ended  February  29,  2000  are  not
necessarily  indicative  of the results that can be expected for the year ending
May 31, 2000.

ITEM 2.  Management's Plan of Operation.

         Pursuant to an Agreement  made and entered  into on February  25th 1998
the Company issued and delivered on February 26, 1998,  12,848,300 shares of its
Common Stock, in exchange for which issuance, it acquired all of the outstanding
shares of 3127575  Canada Inc.  (now  delSECUR  inc.  since  January 20,  1999).
Through  delSECUR  inc.,  the Company has become the  exclusive  licensee of the
del-ID(R) technology for personal authentication by means of electronic scanning
of finger characteristics. delSECUR inc., obtained these exclusive rights by the
Exclusive  License  Agreement  dated  November 12, 1997 between it and Pierre de
Lanauze, inventor of the del-ID(R) technology.

         The  transaction was exempt from the  registration  requirements of the
Securities  Act of 1933 by virtue of Section  4(2)  thereof.  Also,  because the
12,848,300  shares  were  issued  solely to non-U.S.  persons,  the  transaction
qualified for exemption under Rules 901 et seq. of Regulation S.

         The del-ID(R) technology permits precise and positive authentication of
the  identity  of any living  individual  and is  applicable  to a wide range of
transactions  where  authentication  of the individual is necessary to eliminate
fraud and  other  improper  use of  services.  The del-  ID(R)  system  collects
biological  data from the finger image of the individual and transfers the image
to a unique electronic signature called the "del-gram".  The "del-gram" is not a
digitized  bitmap image of the finger,  but a  synthesized  subset of biological
data  sufficient to authentify the  individual.  More than  authentication,  the
del-ID(R) system is offering privacy and unhackability.

         Patent protection, file number 08/370,979, is currently pending for the
del-ID(R)  system in the United  States.  As at February 23,  2000,  the Company
received  written  confirmation  from its Patent & Trade Mark  agents,  that the
application  is in good  standing.  The  International  Preliminary  Examination
Report was issued in accordance with the Patent

                                        2

<PAGE>



Cooperation  Treaty  application (PCT) that included 82 countries.  The Examiner
has  recognized  and  acknowledged  the  inventive  step,  the  novelty  and the
industrial  applicability  by accepting all of the 11 claims  represented by the
technology.

         In April 1998,  delSECUR inc.  signed an agreement  with the "Centre de
Recherche en Informatique de Montreal (CRIM)" for a scientific evaluation of the
technology.  The evaluation holds two topics. The primary one covers theoretical
and accurate applications.  The primary topic analysis has been done by the CRIM
in  collaboration  with  a  major  American  University.  The  CRIM  having  the
knowledges,  mainly for software  aspects than hardware,  it was decided to give
the  technical  aspects of the  del-ID(R)  to C-MAC  Electronic  Systems Inc. in
Winnipeg.  Their mandate was to revise the feasability of the Engineering Models
to be implemented on different dedicated  applications.  C-MAC Technologies Inc.
confirmed that the existing del-ID(R) prototypes  demonstrates that the Proof of
Concept works using common  discrete  analog and  integrated  digital IC's.  The
first  del-ID(R)  devices shall go under  production  in the near future.  Those
del-ID(R)  devices will be implemented for dedicated  applications  with leading
corporations. The secondary covers the implementation of a study in a controlled
laboratory environment.

         Moreover,  culminating  several  months  of  discussions  with  various
agencies  and senior  levels of the United  States  Government,  the  Company is
involved with National Security Agency who has signed a Confidential  Agreement.
The signing of the  agreement  will permit  delSECUR  inc. to disclose  its core
del-ID(R)  technology  to NSA for  testing  and  evaluation  as a  national  and
international  means of protection  against computer hacking.  They have to make
recommendations   to  the  US   Federal   Government.   The   signing   of  this
Confidentiality Agreement confirmed the uniqueness and innovative aspects of the
del-ID(R)  technology,  as mentioned on the Press  Release  issued on April 5th,
2000.

         Commercial  applications  of the del-ID(R)  technology are numerous and
include access to the information highway/internet,  identification of employees
working  from a home  office  and  requiring  access  to  certain  databases  or
informations,  health cards, social insurance cards, drivers' licenses, passport
control  encryptions  and access to  confidential  files,  control of payment by
debit or credit payment systems such as credit cards, smartcards, authentication
of oral  telephone  ordering,  access  control to  sensitive  areas,  hotel room
access,   cellular  and  digital  telephone   controls,   automobile  entry  and
protection,  census and election control,  door locks, vault locks,  residential
alarm system controls,  timesheet  management,  student file management and many
others.

         The  Company  expects  to  encounter  substantial  competition  in  the
business  in which it  proposes  to  engage.  It is  likely  that the  competing
entities will have  significantly  greater  experience,  resources,  facilities,
contacts and managerial expertise than the Company and will, consequently, be in
a better  position  than the  Company  to obtain  access to and to engage in the
proposed  business.  Therefore it is to our advantage to associate  ourselves to
such major firms by gaining credibility and recognition.  This enables us to use
their know how, their resources and networking.

                                        3

<PAGE>



         The  Company  will not  manufacture  its  devices.  This  will  tend to
minimize the capital requirements of the Company, its principal activities being
limited  to  marketing  the  del-ID(R)  system  to  manufacturers  and/or  users
internationally.  Anticipated  sources of revenue  are license  fees  payable by
government agencies and corporate entities for the right to manufacture,  use or
sell cards and card  readers  incorporating  the  del-ID(R)  system,  as well as
royalty  payments  by such  entities  for each  card and  reader  employed  in a
del-ID(R) system.

         As of  February  29,  2000,  the  Company's  balance  sheet  showed  an
accumulated  deficit of  $4,964,196,  an increase of $1,802,397  during the nine
months.  Operations to date have been financed  principally by loans from senior
management  and others.  Additional  unsecured  loan  facilities  continue to be
available and are believed by management to be sufficient to finance  operations
over the next  several  months,  pending  the  anticipated  initial  receipt  of
contract revenues during the second half of the 2000 fiscal year.

         The Company  had a net loss of  $1,802,397  for the nine  months  ended
February 29, 2000  compared  with a loss of $868,978 for the same period for the
prior year.  The main increase from 1999 was  approximately  $955,000  spent for
promotion.  About  $983,000 of expenses were paid by issuing  204,000  shares of
common stock.

         The Company will continue to seek marketing  opportunities  for product
licensing  with  governmental  agencies and  corporate  entities on a world-wide
basis.

         As the Company will be engaged in securing licensing  contracts for use
of its existing del-ID(R)  technology,  no significant expansion of the physical
plant,  equipment  or number of employees is foreseen for the period of the next
twelve months.

         The Year 2000 issue arises  because many  computerized  systems use two
digits  rather  than  four to  identify  a  year.  Date-sensitive  systems  many
recognize  the year 2000 as 1900 or some other  date,  resulting  in errors when
information  using year 2000 dates is processed.  In addition,  similar problems
may arise in some systems which use certain dates in 1999 to represent something
other than a date. The effects of the Year 2000 Issue may be experienced before,
on, or after January 1, 2000, and if not addressed, the impact on operations and
financial  reporting may range from minor errors to significant  systems failure
which could affect an entity's ability to conduct normal business operations. It
is not possible to be certain that all aspects of the Year 2000 Issue  affecting
the Company, including those related to the efforts of customers,  suppliers, or
other third parties will be fully resolved.

                                        4

<PAGE>



                                   SIGNATURES

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

                                       delSECUR Corporation


Date:    April 18, 2000                By:
     -----------------
                                          Pierre de Lanauze, President,
                                          Chairman of the Board and Director


                                        5

<PAGE>



                       delSECUR CORPORATION AND SUBSIDIARY
                          (A Development Stage Company)
                           CONSOLIDATED BALANCE SHEETS
                         (expressed in Canadian dollars)

<TABLE>
<CAPTION>
                                                                       February 29,                  May 31,
                                                                           2000                       1999
                                                                  ----------------------     --------------------
ASSETS                                                                  (Unaudited)                 (Audited)
     CURRENT ASSETS
<S>                                                               <C>                        <C>
         Cash                                                     $               26,425     $             14,473
         Sales taxes receivable                                                   22,805                   35,508
         Prepaid expenses                                                         29,774                   30,858
         Receivable-related party                                                205,117                  170,736
         Receivable - officer                                                          0                  357,420
                                                                  ----------------------     --------------------

                                      TOTAL CURRENT ASSETS                       284,121                  608,995

OTHER ASSETS
     Property and equipment                                                      142,615                  168,423
     License from related party                                                        1                        1
                                                                  ----------------------     --------------------
                                                                                 142,616                  168,424
                                                                  ----------------------     --------------------

                                                                  $              426,737     $            777,419
                                                                  ======================     ====================

LIABILITIES & DEFICIT
     CURRENT LIABILITIES
         Accounts payable                                         $               91,976     $            311,929
         Accrued liabilities                                                      34,780                   34,927
         Payable-related party                                                   181,806                  189,877
         Payable - officer                                                     1,449,600                1,474,000
         Payable - director                                                       53,097                        0
         Loans payable                                                           225,000                  247,987
                                                                  ----------------------     --------------------

                                 TOTAL CURRENT LIABILITIES                     2,036,259                2,258,720

         Deferred credit                                                           5,750                    6,900

     STOCKHOLDERS' DEFICIT
         Common Stock $.001 par value:
           Authorized - 100,000,000 shares
           Issued and outstanding 14,243,411
              shares (13,848,300 at May 31, 1999)                                 20,110                   19,715
         Additional paid-in capital                                            3,328,814                1,653,883
         Deficit accumulated during the
           development stage                                                  (4,964,196)              (3,161,799)
                                                                  ----------------------     --------------------

                               TOTAL STOCKHOLDERS' DEFICIT                    (1,615,272)              (1,488,201)
                                                                  ----------------------     --------------------

                                                                  $              426,737     $            777,419
                                                                  ======================     ====================
</TABLE>


                                      F - 1

<PAGE>



                       delSECUR CORPORATION AND SUBSIDIARY
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                         (expressed in Canadian dollars)
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                    Three Months Ended                  Nine Months Ended           From Date of
                                                       February 29,                       February 29,              inception to
                                                  2000              1999             2000              1999           02/29/00
                                            ----------------  ---------------   ---------------  ---------------   ---------------
<S>                                         <C>               <C>               <C>              <C>               <C>
Net sales                                   $              0  $             0   $             0  $             0   $             0
Cost of sales                                              0                0                 0                0                 0
                                            ----------------  ---------------   ---------------  ---------------   ---------------

                              GROSS PROFIT                 0                0                 0                0                 0

Other income                                               0                0                 0                0             8,000

Depreciation and amortization                         19,968           16,534            36,811           44,099           187,428
Interest expense                                       9,750            9,200            18,463           17,200            65,789
Research and development                              10,257           26,931            98,845          255,228           576,301
General and administrative expenses                  167,823          151,897         1,648,278          552,451         4,099,412
                                            ----------------  ---------------   ---------------  ---------------   ---------------
                                                     207,798          204,562         1,802,397          868,978         4,928,930
                                            ----------------  ---------------   ---------------  ---------------   ---------------

                                  NET LOSS  $       (207,798) $      (204,562)  $    (1,802,397) $      (868,978)  $    (4,920,930)
                                            ================  ===============   ===============  ===============   ===============
Net income (loss) per weighted
   average share                            $           (.01) $          (.01)  $          (.13) $          (.06)
                                            ================  ===============   ===============  ===============

Weighted average number of common
   shares used to compute net income
   (loss) per weighted average share              14,243,411       13,848,300        14,243,411       13,848,300
                                            ================  ===============   ===============  ===============
</TABLE>



                                      F - 2

<PAGE>



                       delSECUR CORPORATION AND SUBSIDIARY
                          (A Development Stage Company)
                            STATEMENTS OF CASH FLOWS
                         (expressed in Canadian dollars)
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                                        Nine Months Ended             From Date of
                                                                          February 29,                inception to
                                                                     2000              1999             02/29/00
                                                               ---------------    ---------------  -------------------
OPERATING ACTIVITIES
<S>                                                            <C>                <C>              <C>
  Net (loss)                                                   $    (1,802,397)   $      (868,978) $       (4,920,930)
  Adjustments to reconcile net (loss) to cash used
     by operating activities:
       Depreciation                                                     36,811             44,099             187,428
       Amortization of deferred credit                                  (1,150)             7,411              (1,916)
       Free rent                                                             0                  0               7,666
       Stock issued for services                                       983,431                  0             983,431
       Related party advances                                                0                  0             290,402
       Foreign exchange fluctuation                                    (24,400)                 0              36,300
       Changes in assets and liabilities:
         Sales tax receivable                                           12,703             39,344             (22,805)
         Prepaid expenses                                                1,084            (28,079)            (29,774)
         Officer loan                                                  357,420             14,762                   0
         Receivable - related party                                    (34,381)             6,463            (495,519)
         Accounts payable                                             (219,953)           279,714              91,976
         Accrued liabilities                                              (147)           (54,095)             34,780
         Payable - related party                                        (8,071)            68,605             181,806
         Payable - director                                             53,097                  0              53,097
                                                               ---------------    ---------------  ------------------
                                               NET CASH USED
                                     BY OPERATING ACTIVITIES          (645,953)          (490,754)         (3,604,058)

INVESTING ACTIVITIES
  Purchase of property & equipment                                     (11,003)           (50,601)           (330,043)
                                                               ---------------    ---------------  ------------------

                                    NET CASH PROVIDED (USED)
                                     BY INVESTING ACTIVITIES           (11,003)           (50,601)           (330,043)

FINANCING ACTIVITIES
  Loan                                                                       0            168,500             601,850
  Repayment of loan                                                    (22,987)          (162,136)           (376,850)
  Loan from director                                                         0                  0           2,085,250
  Stock sold                                                           662,895                  0             662,995
  Increase in bank overdraft                                                 0             32,013                   0
  Contribution to paid-in capital by director                           29,000            499,781             987,281
                                                               ---------------    ---------------  ------------------

                                        NET CASH PROVIDED BY
                                        FINANCING ACTIVITIES           668,908            538,158           3,960,526
                                                               ---------------    ---------------  ------------------

                           INCREASE (DECREASE) IN CASH
                                        AND CASH EQUIVALENTS            11,952             (3,197)             26,425

Cash and cash equivalents at beginning of year                          14,473              3,197                   0
                                                               ---------------    ---------------  ------------------

                            CASH AND CASH EQUIVALENTS
                                            AT END OF PERIOD   $        26,425    $             0  $           26,425
                                                               ===============    ===============  ==================

Cash paid for interest                                         $        21,450    $        14,200  $           51,800
                                                               ===============    ===============  ==================
</TABLE>




                                      F - 3