<PAGE>   1
                                   FORM 10-QSB

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                  FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2000

                            FRC RACING PRODUCTS, INC.

                 (NAME OF SMALL BUSINESS ISSUER IN ITS CHARTER)

                       COMMISSION FILE NUMBER: 33-55254-17

             NEVADA                                      87-0434298

(STATE OR OTHER JURISDICTION OF                      (I.R.S. EMPLOYER
 INCORPORATION OR ORGANIZATION)                      IDENTIFICATION NO.)

2100 METROPOLITAN CENTRE, MINNEAPOLIS, MINNESOTA           55402

   (ADDRESS OF PRINCIPLE EXECUTIVE OFFICES)              (ZIP CODE)

                    ISSUER'S TELEPHONE NUMBER: (612) 317-9745

              15004 KELLER LAKE DRIVE, BURNSVILLE, MINNESOTA, 55337

                 (FORMER ADDRESS, IF CHANGED SINCE LAST REPORT.)

       SECURITIES REGISTERED UNDER SECTION 12(b) OF THE EXCHANGE ACT: NONE

       SECURITIES REGISTERED UNDER SECTION 12(g) OF THE EXCHANGE ACT: NONE

Indicated by check mark whether the issuer (1) filed all reports required by
Section 13 or 15(d) of the Exchange Act during the preceding 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 at least the past 90 days.
Yes [ ] No [X].

Number of shares outstanding of Issuer's common stock, $.01 par value per share,
as of March 30, 2000: approximately 99,650,060.


<PAGE>   2


                            FRC RACING PRODUCTS, INC.

                                   FORM 10-QSB

                                     PART I

a. Untimely Nature of this Filing. FRC Racing Products, Inc. (the "Company") has
failed to file this report within the time periods required by the Securities
Exchange Act of 1934 and the rules and regulations promulgated thereunder. In an
effort to comply with these requirements, the Company is filing all required
reports for the time period ending December 31, 1999 through December 31, 2000
on the same date that this report is filed. It should be noted, however, that
information contained herein is current as of the period for which this report
was intended to cover as if it had been timely filed.

b. Forward Looking Statements. Information provided in this annual report may
contain "forward-looking" information. These cautionary statements are made with
the objective of obtaining the benefits of safe harbor provisions of applicable
legislation. FRC Racing Products, Inc. (the "Company") cautions investors that
any forward looking statements made by the Company are not guarantees of future
performance and actual results may differ materially from those in the forward
looking statements as a result of various factors.

ITEM 1.  FINANCIAL STATEMENTS

                               SHELLEY INTL., CPA
                                443 E. 10TH AVE.
                                 MESA, AZ 85204
                                 (480) 461-8301


                REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANT

To the Board of Directors/
Review Committee

FRC Racing Products, Inc.

         I have reviewed the accompanying balance sheets of FRC Racing Products,
Inc. as of March 31, 2000 and June 30, 1999 and the related statements of
operations, stockholders' equity, and cash flows for the three months and nine
months ended March 31, 2000 and 1999. All information included in these
financial statements is the representation of the company's management.

         A review consists principally of inquiries of company personnel and
analytical procedures applied to financial data. It is substantially less in
scope than an audit in accordance with generally accepted auditing standards,
the objective of which is the expression of an opinion regarding the financial
statements taken as a whole. Accordingly, I do not express such an opinion.

         The accompanying financial statements have been prepared assuming that
the company will continue as a going concern. As discussed in the notes to the
financial statements, the Company has no established source of revenue. This
raises substantial doubt about the Company's ability to continue as a going
concern. The financial statements do not include any adjustments that might
result from this uncertainty.


                                                     Shelley Intl., CPA



January 22, 2001
Mesa, AZ



                                       1
<PAGE>   3

                           FRC RACING PRODUCTS, INC.


                                 Balance Sheet

                     as of March 31, 2000 and June 30, 1999

                                     ASSETS

<TABLE>
<CAPTION>

                                               March 31,           June 30,
                                                  2000               1999
<S>                                       <C>                <C>
CURRENT ASSETS
        Cash                                              0                  0
                                           ----------------   ----------------

        Total Current Assets                              0                  0
                                           ----------------   ----------------

OTHER ASSETS                                              0                  0
                                           ----------------   ----------------

        Total Other Assets                                0                  0
                                           ----------------   ----------------

TOTAL ASSETS                                              0                  0
                                           ================   ================
</TABLE>


The accompanying notes are an integral part of these statements
See accountant's review report

                                       2
<PAGE>   4

                           FRC RACING PRODUCTS, INC.


                                 Balance Sheet


                     as of March 31, 2000 and June 30, 1999

                      LIABILITIES AND STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>

                                                             March 31,          June 30,
                                                               2000               1999
<S>                                                     <C>              <C>
LIABILITIES
         Current Liabilities                                           0               0
                                                         ---------------   -------------

         Total Current Assets                                          0               0
                                                         ---------------   -------------

STOCKHOLDERS' EQUITY

         Preferred Stock, authorized
         200,000 shares, none issued and
         outstanding, par value $0.001

         Common Stock, authorized
         100,000,000 shares of stock,
         issued and outstanding
         12,652,060 shares
         shares for March 31, 2000,
         and June 30, 1999,
         par value $0.001                                         12,653          12,653

         Additional Paid In Capital                            2,157,421       2,157,421

         Retained Earnings (Loss)                             (2,170,074)     (2,170,074)
                                                         ---------------   -------------

         Total Stockholders' Equity                                    0               0
                                                         ---------------   -------------

TOTAL LIABILITIES AND
         STOCKHOLDERS EQUITY                                           0               0
                                                         ===============   =============
</TABLE>


The accompanying notes are an integral part of these statements
See accountant's review report


                                       3
<PAGE>   5

                           FRC RACING PRODUCTS, INC.
                            Statement of Operations
       for the three months and nine months ended March 31, 2000 and 1999


<TABLE>
<CAPTION>

                                               3 mths ended         3 mths ended         9 mths ended         9 mths ended
                                                 3/31/00              3/31/99               3/31/00              3/31/99
<S>                                       <C>                  <C>                   <C>                   <C>
Revenue

Sales                                                       0                    0                     0                     0
                                           ------------------   ------------------    ------------------   -------------------

Total Revenue                                               0                    0                     0                     0
                                           ------------------   ------------------    ------------------   -------------------


OPERATING EXPENSES

Legal & Accounting                                          0                    0                     0                     0
Consulting                                                  0                    0                     0                     0
General and Administrative                                  0                    0                     0                     0
Loss on Investment                                          0                    0                     0                     0
                                           ------------------   ------------------    ------------------   -------------------
                                                                                                       0
Total Operating Expenses                                    0                    0                     0                     0
                                           ------------------   ------------------    ------------------   -------------------

Operating Income (Loss)                                     0                    0

Provision for Income Taxes                                  0                    0                     0                     0
                                           ------------------   ------------------    ------------------   -------------------

Net Income (Loss)                                           0                    0                     0                     0
                                           ==================   ==================    ==================   ===================


Primary and Diluted
Earnings (Loss) per Share                           a                    a                    a                     a
                                           ------------------   ------------------    ------------------   -------------------

Weighted Average Number of
Common Shares Outstanding                          12,652,060           12,652,060            12,652,060            12,652,060
                                           ------------------   ------------------    ------------------   -------------------
</TABLE>


a: less than $0.01


The accompanying notes are an integral part of these statements
See accountant's review report


                                       4
<PAGE>   6

                           FRC RACING PRODUCTS, INC.
                       Statement of Stockholders' Equity
                    from June 30, 1996 to December 31, 2000

<TABLE>
<CAPTION>

                                    Preferred Stock              Common Stock            Paid in       Accumulated       Total
                                   Shares       Amount       Shares         Amount       Capital         Deficit     Stockholders'
                                                                                                                         Equity
                                -------------------------------------------------------------------------------------------------
<S>                            <C>             <C>       <C>              <C>         <C>            <C>               <C>
Balance, June 30, 1996             200,000        200      12,652,060       12,653      2,157,221      (1,643,226)       526,848

Retirement of shares              (200,000)      (200)                                        200                             --

Retained Earnings (Deficit)                                                                              (526,848)      (526,848)
                                -------------------------------------------------------------------------------------------------

Balance, June 30, 1997                   0          0      12,652,060       12,653      2,157,421      (2,170,074)            --

Retained Earnings (Deficit)                                                                                    --             --
                                -------------------------------------------------------------------------------------------------

Balance, June 30, 1998                                     12,652,060       12,653      2,157,421      (2,170,074)            --

Retained Earnings (Deficit)                                                                                    --             --
                                -------------------------------------------------------------------------------------------------

Balance, June 30, 1999                                     12,652,060       12,653      2,157,421      (2,170,074)            --

Sale of Shares                                             87,000,000       87,000        (69,000)                        18,000
Retained Earnings (Deficit)                                                                               (18,000)       (18,000)
                                -------------------------------------------------------------------------------------------------

Balance June 30, 2000                                      99,652,060       99,653      2,088,421      (2,188,074)            --
                                -------------------------------------------------------------------------------------------------

Retained Earnings (Deficit)                                                                                     0
                                -------------------------------------------------------------------------------------------------

Balance December 31, 2000                                  99,652,060       99,653      2,088,421      (2,188,074)            --
                                =================================================================================================
</TABLE>


The accompanying notes are an integral part of these statements
See accountant's review report


                                       5
<PAGE>   7

                           FRC RACING PRODUCTS, INC.
                             Statement of Cash Flow
               for the nine months ended March 31, 2000 and 1999

<TABLE>
<CAPTION>
                                                   9 mths ended          9 mths ended
                                                      3/31/00              3/31/99
                                                -------------------   ------------------
<S>                                            <C>                   <C>
Cash from Operations

Net Loss                                                          0                    0

Loss on Investment
Change in Accounts Payable                                        0                    0
                                                -------------------   ------------------

Cash Provided by Operations                                       0                    0
                                                -------------------   ------------------

Cash Used in Investments                                          0                    0
                                                -------------------   ------------------

Cash from Financing
Sale of Stock                                                     0                    0
                                                -------------------   ------------------

Total Cash Provided by Financing                                  0                    0
                                                -------------------   ------------------

Net Change in Cash                                                0                    0

Beginning Cash                                                    0                    0
                                                -------------------   ------------------

Ending Cash                                                       0                    0
                                                ===================   ==================
</TABLE>


The accompanying notes are an integral part of these statements
See accountant's review report


                                       6
<PAGE>   8

                            FRC RACING PRODUCTS, INC.

                          NOTES TO FINANCIAL STATEMENTS


Note 1.  GENERAL ORGANIZATION AND BUSINESS

FRC Racing Products, Inc. (the Company), was originally incorporated in February
1986, in the State of Utah under the name Highland MFG., Inc. In December 1993,
the Company redomiciled as a Nevada corporation. The Company had no operations
until 1995.

On April 4, 1995, the Company entered into a Stock Exchange Agreement whereby it
issued 8,900,000 shares of its common stock (representing controlling interest
in the Company) in exchange for all of the outstanding shares of capital stock
of FRC Racing Products, Inc., an Iowa corporation. Immediately following, the
Company changed its name from Highland MFG., Inc. to FRC Racing Products, Inc.
The merger transaction resulted in FRC Racing Products, Inc. (Iowa) becoming a
wholly owned subsidiary of the successor FRC Racing Products, Inc. (Nevada). The
Iowa company was incorporated on October 17, 1994, to manufacture and distribute
automotive chassis, parts and related supplies. As of April 4, 1995 the Iowa
company had not commenced operations of its intended business and, as a result,
had no operational history. The transaction was a reverse acquisition whereby
the stockholders of FRC Racing Products, Inc (Iowa) became the controlling
stockholders of FRC Racing Products, Inc. (Nevada). This acquisition was
recorded at the historical cost of the acquired Iowa company.

The parent Nevada company had no operations. All operations were within the Iowa
wholly owned subsidiary. The Iowa subsidiary began operations in the last
quarter of fiscal year ended June 30, 1995. Sales however did not begin until
the first quarter of the next year. Sales were inadequate to handle the mounting
operational expenses of a manufacturing company and the Iowa company closed its
doors shortly after fiscal year ended June 30, 1996. During its operational
period the Iowa subsidiary borrowed funds from three banks in Iowa to purchase
land, building and refurbish the building. The parent company as well as the
officers then guaranteed the $3,000,000 bank loan. These banks foreclosed on the
Iowa company in April 1997. All of the assets were sold at a sheriff's
foreclosure sale and the funds distributed to the creditors and the banks. The
Banks also received a judgment against the parent company for the remainder of
the outstanding loan balance. A company officer counter sued the banks and
received a release from the loan guarantees for the officers, and the parent
company as of May 2000.


Note 2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The Company has no assets and no debt as of June 30, 2000. The relevant
accounting policies and procedures are listed below.

Accounting Basis

The basis is generally accepted accounting principles.


                                       7
<PAGE>   9

Earnings per Share

The basic earnings (loss) per share is calculated by dividing the Company's net
income (adjusted for certain dividends when paid) by the weighted average number
of common shares during the year. The diluted earnings (loss) per share is
calculated by dividing the Company's net income (loss) (adjusted for certain
dividends and certain interest when expensed) by the diluted weighted average
number of shares outstanding during the year. The diluted weighted average
number of shares outstanding is the basic weighted average number of shares
adjusted as of the first of the year for any potentially dilutive debt or
equity.

Dividends

The Company has not yet adopted any policy regarding payment of dividends. No
dividends have been paid during the periods shown.

Income Taxes

The provision for income taxes is the total of the current taxes payable and the
net of the change in the deferred income taxes. Provision is made for the
deferred income taxes where differences exist between the period in which
transactions affect current taxable income and the period in which they enter
into the determination of net income in the financial statements.

Wholly Owned Subsidiary-Equity Method

Due to the demise of the wholly owned subsidiary. Its numbers are accounted for
on the equity method and shown as a single line item on the balance sheet and
income statement in the periods applicable.

NOTE 3.  GOING CONCERN

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern, which contemplates the realization of
assets and the liquidation of liabilities in the normal course of business.
However the Company has no current source of revenue, nor operations. Without
realization of additional capital, it would be unlikely for the Company to
continue as a going concern. It is management's plan to seek a suitable merger
candidate which would supply the needed cash flow.

NOTE 4.  STOCKHOLDERS' EQUITY

Preferred Stock

During fiscal year June 30, 1996 the Company authorized 200,000 shares of
preferred stock to be given to the current officers. This transaction was
rescinded in the fall of 1996. Currently no preferred stock is outstanding. The
Company does not anticipate the utilization of preferred stock in the near
future.


                                       8
<PAGE>   10

Common Stock

During the year ended June 30, 1996 the parent company FRC Racing Products, Inc.
(NV) used its common stock to purchase goods and services for its Iowa
subsidiary. The Company also sold stock and invested 100% of the funds received
in the Iowa subsidiary. A total of $1,970,074 was raised for the Iowa subsidiary
selling 2,752,060 shares of common stock.

During the fiscal year ended June 30, 2000 the Company, sold stock for $18,000
in exchange for 87,000,000 shares of common stock.

NOTE 5.  RELATED PARTY TRANSACTIONS

The Company currently neither owns nor leases any real or personal property.
Most office services are provided without charge by the president who lives in
Minnesota. Such costs are immaterial to the financial statements and
accordingly, have not been reflected therein.

NOTE 6.  PROVISION FOR INCOME TAXES

As of June 30, 2000 the Company had a federal net operating loss carryforward
(NOL) of $2,188,074. Nevada has no state corporate income taxes. This federal
NOL in the future could be utilized to cover taxable operating income of the
same amount, thus creating a future net tax benefit of $328,211 at the minimum
federal corporate tax rate of 15%. Because of the non-operational nature of the
Company at present, there is substantial doubt as to the Company's ability to
fully utilize this tax benefit. Therefore, the Company has established a
valuation account which in effect, negates the tax benefit.

<TABLE>

<S>                                                                       <C>
                  Net change in Deferred Tax Benefit                             328,211

                  Current Taxes Payable                                                0
                                                                            ------------

                  Provision for Income Taxes before
                  valuation account                                              328,211

                  Valuation account                                            (328,211)
                                                                            ------------

                  Net Provision for Income Taxes                                       0
                                                                            ------------
</TABLE>


                                       9
<PAGE>   11


The federal NOL is due to expire 15 years from the date of its creation. The
chart below shows the year of creation, the amount of each year's NOL and the
year of expiration if not utilized.

<TABLE>
<CAPTION>

                  Year Created                          Amount            Year to Expire
                  ------------                          ------            --------------
<S>                                                <C>                    <C>
                  1993                                       0                      2008
                  1994                                   2,000                      2009
                  1995                                  35,144                      2010
                  1996                               1,606,082                      2011
                  1997                                 526,848                      2012
                  1998                                       0                      2013
                  1999                                       0                      2014
                  2000                                  18,000                      2015
                                                   -----------

                  Total NOL Carryforward             2,188,074
                                                   -----------
</TABLE>

NOTE 7.  REVENUE AND EXPENSES

The Company currently has no operations and no revenue.

NOTE 8.  SUBSEQUENT EVENTS

         In the fall of 2000 the shareholders approved a name change to Results
Technology Group, Corp. and also a 22 to 1 reverse stock split. This is all to
happen sometime in the first quarter of calendar year 2001. Neither of these
items has occurred as of the report date. The statements herein do not reflect
the effect of the reverse stock split. The reverse stock split would have the
effect of reducing the outstanding common stock shares from 99,652,060 shares to
approximately 4,529,639 shares.

ITEM 2.  PLAN OF OPERATION

The Company currently has no operations, assets or employees. The Company,
operating through one or more of its primary shareholders, may investigate
potential business ventures that, in the opinion of such parties, may provide a
source of eventual profit to the Company. This involvement may take many forms,
such as the acquisition of an existing business or the acquisition of assets to
establish subsidiary businesses.

On January 15, 2000, the Company issued 87,000,000 of its authorized yet
unissued common stock to the Minneapolis law firm of Duckson, Carlson, Bassinger
& Mitchell, LLC ("D & C") pursuant to the private placement exemption found at
section 4(2) of the Securities Act of 1933. D & C paid a lump sum of $13,000 for
these shares. Additionally, in partial consideration for the issuance of these
shares, D & C agreed to attempt to negotiate the settlement and discharge of the
default judgment against the Company held by Farmers Savings Bank of West Union
Iowa (and two other participating banks--Union Planters Bank of Waterloo, Iowa
and First National Bank of West Union, Iowa) in the approximate amount of
$2,300,000 (see discussion of this judgment under "Legal Proceedings" below). D
& C further agreed to assist the Company in filing all past due but required SEC
filings, arrange for the filing of past due tax returns, arrange for the
compilation of audited financial statements and to take such other steps that D
& C, in its sole discretion, deemed reasonable to allow the Company to be a
fully qualified public company able to publicly trade its securities, if
possible. D & C further agreed to assist the Company in seeking qualified
business opportunities for the Company. There is no assurance that D & C will be
successful either in discharging the aforementioned judgment or securing
beneficial business opportunities for the Company.


                                       10
<PAGE>   12

As an unfunded venture, the Company will be extremely limited in its attempts to
locate potential business situations for investigation. Management anticipates
that due to its lack of funds, and the limited amount of its resources, the
Company may be restricted to participation in only one potential business
venture. This lack of diversification should be considered a substantial risk
because it will not permit the Company to offset potential losses from one
venture against gains from another. The Company is unable to predict at this
time the costs of locating a suitable business opportunity.

The Company may chose to enter into a venture involving the acquisition of, or
merger with, a company which does not need substantial additional capital but
desires to establish a public trading market for its securities. Such a company
may desire to consolidate its operations with the Company through a merger,
reorganization, asset acquisition, or other combination. In the event of such a
merger, the Company may be required to issue significant additional shares, and
it should be anticipated that control over the Company's affairs may be
transferred to others.

It is likely that the investigation and selection of business opportunities will
be complex, time-consuming and extremely risky. In addition to the severe
limitations placed upon the Company by virtue of its unfunded status, the
Company will also be limited, in its investigation of possible acquisitions, by
the reporting requirements of the Securities Exchange Act of 1934, pursuant to
which certain information must be furnished in connection with any significant
acquisitions. The Company would be required to furnish, with respect to any
significant acquisition, certified financial statements for the acquired
company, covering one, two or three years (depending upon the relative size of
the acquisition). Consequently, acquisition prospects that do not have the
requisite certified financial statements, or are unable to obtain them, may be
inappropriate for acquisition under the present reporting requirements of the
1934 Act.

The Company expects to encounter intense competition in its efforts to locate
suitable business opportunities in which to engage. The primary competition for
desirable investments may come from other small companies organized and funded
for similar purposes, from small business development corporations and from
public and private venture capital organizations. As the Company is limited in
its resources, it can fairly be said that all of 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, business
opportunities. Due to its lack of funds, the Company may not be in a position to
compete with larger and more experienced entities for business opportunities
that are low-risk.

PART II. OTHER INFORMATION

ITEM. 1  LEGAL PROCEEDINGS

      A. OUTSTANDING JUDGMENT. In September of 1995, the Company guaranteed
the repayment of a $3,000,000 line of credit from Farmers Savings Bank in West
Union, Iowa (the "Bank Loan") on behalf of the Company's wholly owned
subsidiary, FRC Racing Products, Inc., an Iowa corporation ("FRC Iowa"). FRC
Iowa was unable to generate revenue or obtain sufficient additional financing or
equity to fully implement its plan of operations. Consequently, FRC Iowa became
delinquent with its trade vendors and lenders. Pressure from these creditors
forced FRC Iowa to curtail operations and to subsequently default on the Bank
Loan. In April of 1996, Farmers Saving Bank (and two other participating
banks--Union Planters Bank of Waterloo, Iowa and First National Bank of West
Union Iowa--the "Banks") obtained default judgments against the Company and FRC
Iowa in the approximate amount of $2,300,000 (the "Bank Judgment"). In order to
partially satisfy the Bank Judgment, the Banks seized and sold all or
substantially all of the assets of FRC Iowa and/or the Company through a
sheriff's



                                       11
<PAGE>   13

foreclosure sale. As of the period covered by this report, the Company remained
liable for the majority of the balance remaining under the Bank Judgment. During
the period covered by this report, the Company hired the Minneapolis law firm of
Duckson, Carlson, Bassinger & Mitchell to attempt to negotiate, settle and
possibly discharge the Bank Judgment against the Company. To the best of its
knowledge, the Company is not aware of any liability for any of FRC Iowa's other
outstanding obligations.

      B. ADMINISTRATIVE DISSOLUTION OF FRC IOWA. On September 13, 1996, FRC Iowa
was administratively dissolved by the Iowa Secretary of State for failure to
file its annual corporate reports. Iowa law provides that a corporation must
apply to the Secretary of State for reinstatement within two years after the
effective date of dissolution. As FRC Iowa has failed to apply for reinstatement
within this period, its corporate existence permanently ceased on September 14,
1998. Under such circumstances, Iowa law provides that its assets, if any,
should be distributed to creditors and then to shareholders. It is the belief of
the Company that FRC Iowa has no assets for distribution.

      C. AMENDMENTS TO OTC BULLETIN BOARD LISTING REQUIREMENTS. On January 4,
1999, the SEC approved amendments to the National Association of Securities
Dealers, Inc. Rules 6530 and 6540 to limit quotations on the OTC Bulletin Board
("OTCBB") to the securities of companies that provide on-going financial and
other information to the public such as that required by the reporting
requirements under 15(d) of the Securities Exchange Act of 1934.

The new requirements were effective for the Company in December of 1999 pursuant
to the OTCBB phase-in schedule. As the Company failed to provide the required
public information, it was, after the applicable thirty day grace period,
prohibited from having its securities quoted on the OTCBB. The Company is
endeavoring to file all required information so that it will once again to
permitted to quote its securities on the OTCBB, if possible.

As of the date of this filing, to the knowledge of the Company, its officers and
directors, neither the Company nor any of its officers and directors, is a party
to any other material legal proceeding or litigation. Further, such parties are
not aware of any anticipated governmental proceedings against the Company.

ITEM 2.  CHANGES IN SECURITIES

A. CHANGES IN SECURITIES. There have been no material modifications to the
instruments defining the rights of the holders of any class of registered
securities. Notwithstanding the above, the issuance of 87,000,000 common shares
of the Company to Duckson, Carlson, Bassinger & Mitchell, LLC, discussed below,
will have the effect of substantially diluting the respective interests of the
remaining shareholders of the Company.

B. AMENDMENTS TO OTC BULLETIN BOARD LISTING REQUIREMENTS. As noted above in Item
1--Legal Proceedings, the Company is currently prohibited from having its
securities quoted on the OTC Bulletin Board ("OTCBB"). This has negatively
impacted any market for the Company's shares. The Company is endeavoring to file
all required information so that it will once again to permitted to quote its
securities on the OTCBB, if possible.

C. RECENT SALES OF UNREGISTERED SECURITIES. On January 15, 2000, the Company
issued 87,000,000 of its authorized yet unissued common stock to the Minneapolis
law firm of Duckson, Carlson, Bassinger & Mitchell, LLC ("D & C"). As this sale
did not involve a public offering, the Company relied on the private placement
exemption found at section 4(2) of the Securities Act of 1933. D & C paid a lump
sum of $13,000 for these shares. Additionally, in partial consideration for the
issuance of these shares, D & C agreed to attempt to negotiate the settlement
and discharge of the default judgment against the Company



                                       12
<PAGE>   14

held by Farmers Savings Bank of West Union Iowa (and two other participating
banks--Union Planters Bank of Waterloo, Iowa and First National Bank of West
Union, Iowa) in the approximate amount of $2,300,000 (see discussion of this
judgment under "Legal Proceedings" above). D & C further agreed to assist the
Company in filing all past due but required SEC filings, arrange for the filing
of past due tax returns, arrange for the compilation of audited financial
statements and to take such other steps that D & C, in its sole discretion,
deemed reasonable to allow the Company to be a fully qualified public company
able to publicly trade its securities, if possible. D & C further agreed to
assist the Company in seeking qualified business opportunities for the Company.
There is no assurance that D & C will be successful either in discharging the
aforementioned judgment or securing beneficial business opportunities for the
Company.


ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

This response relates to senior securities of the Company. With respect to
these, the Company was not aware of any material default in the payment of
principal, interest, a sinking or purchase fund installment, or any other
material default not cured within 30 days, with respect to any indebtedness of
the Company exceeding 5 percent of the total assets of the Company. Nor are
there any material arrearages in the payment of dividends or any other material
delinquency not cured within 30 days.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 5.  OTHER INFORMATION

CHANGE IN CONTROL OF REGISTRANT. On January 15, 2000, FRC Racing Products, Inc.
("the Company") issued 87,000,000 of its authorized yet unissued common stock to
the Minneapolis law firm of Duckson, Carlson, Bassinger & Mitchell, LLC ("D &
C") pursuant to the private placement exemption found at section 4(2) of the
Securities Act of 1933. D & C paid a lump sum of $13,000 for these shares.
Additionally, in partial consideration for the issuance of these shares, D & C
agreed to attempt to negotiate the settlement and discharge of the default
judgment against the Company held by Farmers Savings Bank of West Union Iowa
(and two other participating banks--Union Planters Bank of Waterloo, Iowa and
First National Bank of West Union, Iowa) in the approximate amount of $2,300,000
See further discussion under Legal Proceedings section above). D & C further
agreed to assist the Company in filing all past due but required SEC filings,
arrange for the filing of past due tax returns, arrange for the compilation of
audited financial statements and to take such other steps that D & C, in its
sole discretion, deemed reasonable to allow the Company to be a fully qualified
public company able to publicly trade its securities, if possible. D & C further
agreed to assist the Company in seeking qualified business opportunities for the
Company.

The transaction described above results in a substantial change in control of
the Company. After this transaction, D & C owns approximately 87.3% of the
issued and outstanding shares of the Company.

ITEM 6.  EXHIBITS

(a) The Company's current Articles, Bylaws, and any amendments thereto, are
attached to the Company's 10-QSB for the period ending December 31, 1999 and are
incorporated herein by this reference.

(b) None.



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<PAGE>   15

                                   SIGNATURES

In accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934,
the Registrant caused this 10-QSB report to be signed on its behalf by the
undersigned, thereunto duly authorized.

Dated: December 12, 2000                FRC RACING PRODUCTS, INC.

                                        By:

                                        /s/ Todd A. Duckson
                                        ----------------------------------------
                                        Todd A. Duckson, Chief Executive Officer
                                        and Chief Financial Officer




      In accordance with the Securities and Exchange Act of 1934, this report
has been signed below by the following person on behalf of the Registrant and in
the capacities and on the date indicated.


Dated: December 12, 2000                By:

                                        /s/ Todd A. Duckson
                                        ----------------------------------------
                                        Todd A. Duckson, Chief Executive Officer
                                        and Chief Financial Officer


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