UNITED STATES SECURITIES AND EXCHANGE COMISSION
                             WASHINGTON, D.C.  20549

                                   FORM 10-QSB


 [X]  QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT
                                     OF 1934

                  For the quarterly period ended June 30, 2000

                                       OR

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



                       Commission File Number:  000-27467


                            FLEETCLEAN SYSTEMS, INC.
               Exact name of Registrant as specified in is charter

              TEXAS                            76-0196431
     State  of  Incorporation     IRS  Employer  Identification  Number



                       P.O. BOX 727, HWY 834 EAST .7 MILES
                               HARDIN, TEXAS 77561
                                  936-298-9835
           Address and telephone number of principal executive offices

Indicate by check mark whether the Registrant (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 Registrant
was  required  to  file  such  reports),  and  (2)  has  been  subject to filing
requirements  for  the  past  90  days.

Yes   X     No
     ---      ---


The  number of shares of common stock of the Registrant outstanding at August 1,
2000  was  15,929,987


<PAGE>
ITEM  1.     FINANCIAL  STATEMENTS

<TABLE>
<CAPTION>
                    FLEETCLEAN SYSTEMS INC
                       BALANCE SHEETS

                           ASSETS

                                        JUNE 30    DECEMBER 31
                                          2000         1999
                                       ----------  ------------
                                        UNAUDITED    AUDITED
<S>                                    <C>         <C>

CURRENT ASSETS:
  CASH                                 $   27,008  $      1,404
  ACCOUNTS RECEIVABLE - NET               191,493       159,654
  EMPLOYEE ADVANCES                         7,108         4,789
  INVENTORY                               159,640       151,722
  PREPAID EXPENSES                         54,112        14,054
  DEFERRED TAX ASSET                       22,421        22,421
                                       ----------  ------------
    TOTAL CURRENT ASSETS                  461,782       354,044

PROPERTY, PLANT, AND EQUIPMENT: - NET   1,415,620     1,391,988

OTHER ASSETS:
  OTHER ASSETS                              8,020         2,345
  INTANGIBLE ASSET - NET                  184,539       191,270
                                       ----------  ------------

    TOTAL OTHER ASSETS                    192,559       193,615
                                       ----------  ------------

TOTAL ASSETS                           $2,069,961  $  1,939,647
                                       ==========  ============
</TABLE>


                                       2
<PAGE>
<TABLE>
<CAPTION>
                             FLEETCLEAN SYSTEMS INC
                                 BALANCE SHEETS

                       LIABIITIES AND STOCKHOLDERS' EQUITY

                                                     JUNE 30    DECEMBER 31
                                                       2000         1999
                                                    ----------  ------------
                                                     UNAUDITED    AUDITED
CURRENT LIABILITIES:
<S>                                                 <C>         <C>
  ACCOUNTS PAYABLE                                  $  130,565  $    181,995
  ADVANCE FROM OFFICER                                 176,999       167,859
  NOTES PAYABLE                                        254,328       251,640
  PAYROLL TAXES PAYABLE                                  2,416         4,904
  INSURANCE PAYABLE                                     37,631         8,405
  SALES TAX PAYABLE                                     11,696        15,581
  ACCRUED EXPENSES                                      20,371        60,266
                                                    ----------  ------------

    TOTAL CURRENT LIABILITIES                          634,006       690,650

LONG-TERM LIABILITIES:
  DEFERRED TAX LIABILITY                                28,883        28,882
  NOTES PAYABLE - NET OF CURRENT PORTION               680,126       674,229
                                                    ----------  ------------

    TOTAL LONG-TERM LIABILITIES                        709,009       703,111
                                                    ----------  ------------

TOTAL LIABILITIES                                    1,343,015     1,393,761
                                                    ----------  ------------


STOCKHOLDERS' EQUITY:
  COMMON STOCK - $.01 PAR VALUE
  AUTHORIZED 50,000,000 SHARES
  ISSUED AND OUTSTANDING - 12,140,014 & 10,590,014
     AT 2000 AND 1999, RESPECTIVELY                    121,400       105,900
  PAID IN CAPITAL                                    1,111,818       817,318
  RETAINED EARNINGS                                   -506,272      -377,332
                                                    ----------  ------------

    TOTAL STOCKHOLDERS' EQUITY                         726,946       545,886
                                                    ----------  ------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY          $2,069,961  $  1,939,647
                                                    ==========  ============
</TABLE>


                                       3
<PAGE>
<TABLE>
<CAPTION>
                                   FLEETCLEAN SYSTEMS INC.
                        STATEMENTS OF OPERATIONS AND RETAINED EARNINGS
                  FOR THE SIX AND THREE MONTHS ENDED JUNE 30, 2000 AND 1999


                                                    SIX         SIX        THREE      THREE
                                                   MONTHS      MONTHS      MONTHS     MONTHS
                                                    2000        1999        2000       1999
                                                 ----------  ----------  ----------  --------
                                                 UNAUDITED   UNAUDITED   UNAUDITED   UNAUDITED

REVENUES:
<S>                                              <C>         <C>         <C>         <C>
  NET SALES                                      $  702,585  $  542,076  $  350,496  $287,935
                                                 ----------  ----------  ----------  --------

  LESS: COST OF GOODS SOLD                          194,203      98,956      97,479    52,262
                                                 ----------  ----------  ----------  --------

    GROSS PROFIT                                    508,382     443,120     253,017   235,673
                                                 ----------  ----------  ----------  --------
GENERAL AND ADMINISTRATIVE EXPENSES:
  SALARIES                                          224,373     194,598     108,575    90,623
  PAYROLL TAXES                                      25,660      19,343      12,573    11,753
  ADVERTISING                                         8,562       1,225       8,447       821
  AUTO EXPENSE                                       33,792      24,361      16,157    13,447
  DEPRECIATION AND AMORTIZATION                      83,787      72,636      41,894    37,197
  DUES & SUBSCRIPTIONS                                  787       1,029         187       556
  ENTERTAINMENT                                         156         639           0       230
  INSURANCE                                          42,554      29,782      21,284    16,616
  INVESTOR RELATIONS                                 29,366       5,130       7,503     5,130
  INTEREST EXPENSE                                   52,718      23,543      25,713    11,224
  LICENSES  & FEES                                    1,305       1,108         980       873
  OFFICE EXPENSE                                      7,745       4,797       3,203     3,366
  POSTAGE/FREIGHT                                     9,948       6,267       5,817     4,074
  PROFESSIONAL FEES                                  36,730      10,477      16,238     5,485
  RENT                                               11,888      10,300       6,075     6,680
  SHOP EXPENSE                                       15,887       6,508       3,621     3,828
  TAXES - OTHER                                       4,456       2,724       2,115     1,715
  TELEPHONE & UTILITIES                              32,918      12,203      18,281     7,078
  TRAILER EXPENSE                                     1,187         930         603       558
  TRAINING                                              533       1,147         150       972
  TRAVEL                                             18,772      21,853      10,173    11,955
                                                 ----------  ----------  ----------  --------

    TOTAL GENERAL AND ADMINISTRATIVE EXPENSES       643,124     450,600     309,589   234,181
                                                 ----------  ----------  ----------  --------

NET LOSS FROM OPERATIONS                           -134,742      -7,480     -56,572     1,492

OTHER INCOME/EXPENSE:
  MISCELLANEOUS INCOME - NET                          1,373       3,889         884     1,922
  GAIN ON SALES OF ASSET                              4,429           0       2,779         0
                                                 ----------  ----------  ----------  --------

    TOTAL OTHER INCOME                                5,802       3,889       3,663     1,922
                                                 ----------  ----------  ----------  --------

NET LOSS BEFORE INCOME TAXES                       -128,940      -3,591     -52,909     3,414

  PROVISION FOR INCOME TAXES                              0           0           0         0
                                                 ----------  ----------  ----------  --------

NET LOSS                                           -128,940      -3,591     -52,909     3,414
RETAINED EARNINGS/(DEFICIT) BEGINNING OF PERIOD    -377,332      16,435    -453,363     9,430
                                                 ----------  ----------  ----------  --------

RETAINED EARNINGS/(DEFICIT) END OF PERIOD         -$506,272  $   12,844   -$506,272  $ 12,844
                                                 ==========  ==========  ==========  ========

    NET LOSS PER COMMON SHARE
      BASIC                                          -$0.01      -$0.01      -$0.01    -$0.01
      DILUTED                                        -$0.01      -$0.01      -$0.01    -$0.01
</TABLE>


                                       4
<PAGE>
<TABLE>
<CAPTION>
                                         FLEETCLEAN SYSTEMS INC.
                                    STATEMENT OF STOCKHOLDERS' EQUITY


         DECEMBER 31, 1998 TO                                            ADDITIONAL             TOTAL STOCK-
           TO MARCH 31, 2000                      COMMON STOCK            PAID IN     RETAINED    HOLDERS'
                                               SHARES         VALUE       CAPITAL     EARNINGS    EQUITY
------------------------------------------  ------------  -------------  ----------  ----------  --------
<S>                                         <C>           <C>            <C>         <C>         <C>
TOTAL STOCKHOLDERS' EQUITY
AS OF DECEMBER 31, 1998`                       4,736,758  $      47,367  $  368,091  $   16,435  $431,893

SALE OF COMMON STOCK (FEB. 1999)                 200,000          2,000      48,000                50,000

STOCK ISSUED FOR ACQUISITION OF TRI-STATE        300,000          3,000     147,000               150,000

SALE OF COMMON STOCK (MARCH 1999)                200,000          2,000      48,000                50,000

CONVERSION OF DEBT ( MARCH 1999)                  42,668            427       9,573                10,000

SYNDICATION COSTS                                                           -39,300               -39,300

NET LOSS JANUARY-MARCH 1999                                                              -7,005    -7,005
                                            ------------  -------------  ----------  ----------  --------
TOTAL STOCKHOLDERS' EQUITY
AS OF MARCH, 1999                              5,479,426         54,794     581,364       9,430   645,588

NET LOSS APRIL-JUNE 1999                                                                  3,414     3,414
                                            ------------  -------------  ----------  ----------  --------
TOTAL STOCKHOLDERS' EQUITY                     5,479,426         54,794     581,364      12,844   649,002
AS OF JUNE, 1999

CONVERSION OF DEBT                             2,741,467         27,414     162,586               190,000

STOCK ISSUED FOR SERVICES RENDERED             2,369,121         23,692     126,255               149,947

SYNDICATION COSTS                                                           -52,887               -52,887

NET LOSS MARCH-DECEMBER 1999                                                           -390,176  -390,176
                                            ------------  -------------  ----------  ----------  --------
TOTAL STOCKHOLDERS' EQUITY
AS OF DECEMBER 31, 1999                       10,590,014        105,900     817,318    -377,332   545,886

SALE OF COMMON STOCK (MARCH 2000)              1,450,000         14,500     275,500               290,000

STOCK ISSUED FOR SERVICES RENDERED               100,000          1,000      19,000                20,000

NET LOSS MARCH 2000                                                                     -76,031   -76,031
                                            ------------  -------------  ----------  ----------  --------
TOTAL STOCKHOLDERS' EQUITY
AS OF MARCH 31, 2000                          12,140,014  $     121,400  $1,111,818   -$453,363  $779,855
                                            ------------  -------------  ----------  ----------  --------

NET LOSS JUNE 2000                                                                     -$52,909  -$52,909
                                            ------------  -------------  ----------  ----------  --------

TOTAL STOCKHOLDERS' EQUITY
AS OF JUNE 30, 2000                           12,140,014        121,400   1,111,818    -506,272   726,946
                                            ============  =============  ==========  ==========  ========
</TABLE>


                                       5
<PAGE>
<TABLE>
<CAPTION>
                             FLEETCLEAN SYSTEMS INC.
                            STATEMENTS OF CASH FLOWS
                        FOR THE SIX MONTHS ENDED JUNE 30


                                                       2000       1999
                                                    ----------  ---------
                                                     UNAUDITED  UNAUDITED
<S>                                                 <C>         <C>
OPERATING ACTIVITIES:
     NET LOSS                                        -$128,940    -$3,541
  ADJUSTMENTS TO RECONCILE NET LOSS TO NET
  CASH USED BY OPERATING ACTIVITIES:
    STOCK ISSUED FOR CONVERSION OF DEBT                      0
    STOCK ISSUED FOR SERVICES RENDERED                  20,000          0
    DEPRECIATION AND AMORTIZATION                       83,787     72,636
    (INCREASE)/DECREASE IN ACCOUNTS RECEIVABLE         -31,839     -3,801
    (INCREASE)/DECREASE IN EMPLOYEE ADVANCES            -2,380    -19,514
    (INCREASE)/DECREASE IN INVENTORIES                  -7,918    -61,556
    (INCREASE)/DECREASE IN PREPAID EXPENSES            -40,058    -15,671
    (INCREASE)/DECREASE IN OTHER ASSETS                 -5,675     -1,870
    INCREASE/(DECREASE) IN ACCOUNTS PAYABLE            -51,430     10,213
    INCREASE/(DECREASE) IN PAYROLL TAXES PAYABLE        -2,488        250
    INCREASE/(DECREASE) IN INSURANCE PAYABLE            29,226
    INCREASE/(DECREASE) IN SALES TAX PAYABLE            -3,886      2,366
    INCREASE/(DECREASE) IN ACCRUED EXPENSES            -39,896     -9,064
                                                    ----------  ---------

     NET CASH USED FOR OPERATING ACTIVITIES           -181,497    -29,552

INVESTING ACTIVITIES:
  PURCHASE OF PROPERTY, PLANT, AND EQUIPMENT          -100,624   -479,517
  ACQUISITION OF TRI STATE CHEMEX                                -100,000
                                                    ----------  ---------

     NET CASH USED FOR INVESTING ACTIVITIES           -100,624   -579,517

FINANCING ACTIVITIES:
    INCREASE/(DECREASE) IN NOTES PAYABLE                 8,585    512,994
    INCREASE/(DECREASE) IN ADVANCE FROM OFFICER          9,140
    ISSUANCE OF COMMON STOCK - NET                     290,000     60,700
                                                    ----------  ---------

      NET CASH PROVIDED BY FINANCING ACTIVITIES        307,725    573,694

  NET INCREASE/(DECREASE) IN CASH                       25,604    -35,375

CASH AT BEGINNING OF PERIOD                              1,404     54,383
                                                    ----------  ---------

CASH AT END OF PERIOD                               $   27,008  $  19,008
                                                    ==========  =========



SUPPLEMENTAL DISCLOSURES OF  CASH FLOW INFORMATION
     CASH PAID DURING THE PERIODS ENDED, JUNE 30          2000       1999
                                                    ----------  ---------

          INTEREST EXPENSE                          $   52,718  $  23,543
          INCOME TAX                                         0          0
     ACQUISITION OF TRI-STATE CHEMEX:
          ASSETS ACQUIRED                                       $  46,638
</TABLE>


                                       6
<PAGE>
                            FLEETCLEAN SYSTEMS, INC.
                        NOTES TO THE FINANCIAL STATEMENTS

                                  JUNE 30, 2000

                             FLEETCLEAN SYSTEMS INC


NOTE  1  -  BASIS  OF  PRESENTATION:

     The  accompanying  unaudited  financial  statements  have  been prepared by
Fleetclean  Systems  Inc.  (the "Company") in accordance with generally accepted
accounting principles for interim financial statements and with the instructions
to Form 10-QSB and Item 310 of Regulation S-B.  Accordingly, they do not include
all of the information and disclosures required by generally accepted accounting
principles  for  complete financial statements.  In the opinion of the Company's
management,  all adjustments (consisting of normal recurring accruals) necessary
for  a  fair  presentation  have  been  included.  Results of operations for the
six-month  period  ended  June 30, 2000 are not necessarily indicative of future
financial  results.  For  further information, refer to the financial statements
and footnotes thereto for the fiscal year ended December 31, 1999, included with
the Company's Form 10-KSB, as filed with the Securities and Exchange Commission.

NOTE  2  -  EMPLOYEE  STOCK  OPTION  PLAN:

     At  the annual meeting of shareholders in May 2000 the shareholders adopted
the  "2000  Stock Option Plan" which had previously been adopted by the Board of
Directors in March 2000.  The plan has 5,000,000 shares of Common Stock reserved
for issuance.  As of June 30, 2000, no options have been granted pursuant to the
plan.

NOTE  3  -  COMMITMENTS  AND  CONTINGENT  LIABILITIES:

     On  February  10,  2000,  the  Company  entered  into a one-year consulting
agreement  with  OTC  Financial  Network ( OTC).  OTC is to provide consultation
with,  but not limited to, the development, implementation and maintenance of an
ongoing  program  to  increase  the  investment  community's  awareness  of  the
Company's activities and to stimulate the investment community's interest in the
Company.  As  compensation  for  this  agreement,  the Company has issued to OTC
100,000  shares of restricted common stock and 1,400,000 warrants exercisable at
$0.10 each (see Note 4).  This agreement is terminable by either party on thirty
days  notice  beginning  May  11,  2000.

     On  May  15,  2000 the Company entered into a one year consulting agreement
with  Scott  Sellers.  Sellers  is  to  provide  additional  consultation  for
development,  implementation,  and maintenance of an ongoing program to increase
the  investment  community's  interest in the Company.  As compensation for this
agreement, the Company has issued Seller's 250,000 warrants exercisable at $0.10
each  (see  Note  4).  This  agreement  expires  May  15,  2001.

NOTE  4  -  ISSUANCE  OF  WARRANTS:

     In  connection  with  the  aforementioned  contract  with OTC Financial the
following  warrants  have  been  issued  as  part  of  compensation:

     700,000 stock purchase  warrants expiring February 10, 2001. These warrants
     are subject to the future  marketability  of the common stock. The warrants
     are to purchase fully paid and non- assessable  shares of the common stock,
     par  value  $.01 per  share at a  purchase  price of $.10 per  share.  Such
     transactions  may occur in whole or in part,  but must never amount to less
     than 100 shares.  These warrants,  however,  are not exercisable  until and
     unless the shares of the Company's  Common Stock trade at a minimum of $.50
     per  share as  quoted  by the OTC  Electronic  Bulletin  Board or any other
     nationally  recognized exchange for a minimum of twenty consecutive trading
     days.


     700,000 stock purchase  warrants expiring February 10, 2001. These warrants
     are subject to the future  marketability  of the common stock. The warrants
     are to purchase fully paid and  non-assessable  shares of the common stock,
     par  value  $.01 per  share at a  purchase  price of $.10 per  share.  Such
     transactions  may occur in whole or in part,  but must never amount to less
     than 100 shares.  These warrants,  however,  are not exercisable  until and
     unless the shares of the Company's Common Stock trade at a minimum of $1.00
     per  share as  quoted  by the OTC  Electronic  Bulletin  Board or any other
     nationally  recognized exchange for a minimum of twenty consecutive trading
     days.


                                       7
<PAGE>
     In  connection  with  the  aforementioned  contract with Scott Sellers, the
following  warrants  have  been  issued  as  compensation.

     125,000 stock purchase  warrants  expiring May 15, 2001. These warrants are
     subject to the future  marketability  of the common stock. The warrants are
     to purchase fully paid and  non-assessable  shares of the common stock, par
     value  $.01  per  share  at a  purchase  price  of  $.10  per  share.  Such
     transactions  may occur in whole or in part,  but must never amount to less
     than 100 shares.  These warrants,  however,  are not exercisable  until and
     unless the shares of the Company's  Common Stock trade at a minimum of $.50
     per  share as  quoted  by the OTC  Electronic  Bulletin  Board or any other
     nationally  recognized exchange for a minimum of twenty consecutive trading
     days

     125,000 stock purchase  warrants  expiring May 15, 2001. These warrants are
     subject to the future  marketability  of the common stock. The warrants are
     to purchase fully paid and  non-assessable  shares of the common stock, par
     value  $.01  per  share  at a  purchase  price  of  $.10  per  share.  Such
     transactions  may occur in whole or in part,  but must never amount to less
     than 100 shares.  These warrants,  however,  are not exercisable  until and
     unless the shares of the Company's  Common Stock trade at a minimum of $.75
     per  share as  quoted  by the OTC  Electronic  Bulletin  Board or any other
     nationally  recognized exchange for a minimum of twenty consecutive trading
     days.

     On April 20, 2000 the Company  entered into an  advertising  agreement with
     Multi-Media Group, Inc. (MMG). MMG will create a commercial relating to the
     Company's  business to be aired in the near future.  Compensation  for this
     agreement  includes  125,000  warrants  to purchase  125,000  shares of the
     Company's common stock at a purchase price of $0.10 per share. The warrants
     expire April 20, 2001.


NOTE  5  -  SUBSEQUENT  EVENTS:

     Subsequent  to  June  30,  2000,  the  Company's president Kenneth Phillips
exercised  outstanding  warrants  and  purchased  for  cash  249,999  shares  of
restricted  common  stock  at  an  exercise  price  of  $.05  per  share.

     Subsequent  to  June  30,  2000,  the  Company's president Kenneth Phillips
converted  $176,998.69  owed  to  him  by  the  Company to common stock, thereby
canceling  the  debt.  The  Company issued 3,539,974 shares of restricted common
stock.

     Subsequent  to  June  30,  2000  the  Company issued 200,000 stock purchase
warrants  to  Eugene  Snowden.  The  warrants  are  to  purchase  fully paid and
non-assessable  shares  of  the  common  stock,  par  value  $.10 per share at a
purchase  price of $.05.  The warrants expire as follows:  one-third on December
15,  2001;  one-third  on December 15, 2002; and one-third on December 15, 2003.
The warrants were issued as consideration for Mr. Snowden extending the due date
of  a  $35,000  note  payable  by  the  Company.

ITEM  2.       MANAGEMENT'S  DISCUSSION  AND  ANALYSIS

     This  Management's  Discussion and Analysis as of June 30, 2000 and for the
three-month  period  ended  June 30, 2000 and 1999 should be read in conjunction
with the unaudited condensed consolidated financial statements and notes thereto
set  forth  in  Item  1  of  this  report.

     The  information  in  this  discussion  contains 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.  Such statements
are  based  upon current expectations that involve risks and uncertainties.  Any
statements  contained  herein that are not statements of historical facts may be
deemed  to  be  forward-looking  statements.  For example, words such as, "may,"
"will,"  "should," "estimates," "predicts," "potential," "continue," "strategy,"
"believes,"  "anticipates,"  "plans,"  "expects,"  "intends,"  and  similar
expressions  are  intended  to  identify forward-looking statements.  Our actual
results  and  the  timing  of  certain  events may differ significantly from the
results discussed in the forward-looking statement.  Factors that might cause or
contribute  to  such  a  discrepancy  include,  but are not limited to the risks
discussed in our other SEC filings, including those in our annual report on Form
10-KSB  for  the year ended December 31, 1999.  These forward-looking statements
speak  only  as  of  the  date  hereof.  We expressly disclaim any obligation or
undertaking  to release publicly any updates or revisions to any forward-looking
statements  contained  herein  to  reflect  any  change in our expectations with
regard thereto or any change in events, conditions or circumstances on which any
such  statement  is  based.


                                     8
<PAGE>
     We  are  a  national  retail  distributor  of  truck  washing equipment and
chemicals  to  operators  of  large  trucking  fleets.  In 1994, we acquired the
assets  and  business  accounts  of  Chemex  Southwestern  Inc.  and  began  to
manufacture  equipment  and  chemicals for retail distribution.  During 1994, we
opened  a  distribution  warehouse  in  Statesville, North Carolina.  In January
1996,  we  acquired  the Kentucky operations, including a distribution warehouse
and  customer accounts, of Fleetcleaning Supply Company, Inc.  In February 1999,
we acquired the assets and ongoing business accounts of Tri-State Chemex Corp of
Providence, Rhode Island.  All equipment is manufactured in Texas, with chemical
mixing  facilities  operating  in  Texas  and  Rhode  Island.  Distribution  and
customer  service  is  by our employees who service specific geographic regions.

     In  March 1999 we acquired an internal tank cleaning  facility in Hahnville
Louisiana, which open for business August 21, 1999 after substantial remodeling.

     We  generate  revenues  from:  (a)  the sales of chemicals for use with our
hand-held  truck  washing  equipment,  (b) sales of our drive-thru truck washing
system,  and  (c)  from  our  internal  tank  cleaning operations.  We recognize
revenues  at  the  point  of  sale.

QUARTER  AND  SIX  MONTHS  ENDED  MARCH 31, 2000 COMPARED TO THE QUARTER AND SIX
MONTHS  ENDED  MARCH  31,  1999

     Revenues

     Total  revenues  increased  to $350,496 for the quarter ended June 30, 2000
compared  with  $287,935  for  the quarter ended June 30, 1999.  The increase of
21.7%  was  attributable  to increased  internal tank cleaning revenues from the
Hahnville  facility  during the second quarter.  Year to date revenues increased
to $702,585 for the six month  period ended June 30, 2000 compared with $542,076
for  the  six  month  period  ended June 30, 1999. The increase of 29.6% was due
primarily  to increased revenue from the Hahnville facility during the first and
second  quarters.

     Cost  of  goods  sold

     For  the  quarter  ended  June  30  , 2000, cost of goods sold increased to
$97,479  from  $52,262  during  the quarter ended June 30,1999.  The increase of
86.5%  was  attributable  to  increased direct labor and associated costs at the
Hahnville  facility.  Our gross margin as a percent of revenue decreased for the
quarter  ended June 30, 2000 to 72% from 82% for the quarter ended June 30,1999.
The  decline  in  gross  margin percentage was due to the lower margins received
from our internal tank washing revenues in the Hahnville facility.  Year to date
cost of sales increased to $194,203 for the six month period ended June 30, 2000
compared  with  $98,956  for  the  six  month  period  ended June 30, 1999.  The
increase  of  96%  was  due to the lower margins received from the internal tank
washing  revenues  in  the  Hahnville  facility.  Gross  margin  as a percent of
revenue  decreased  for the six month period ended June 30, 2000 to 72% from 82%
for  the  six  month  period  ended  June 30, 1999.  The decline in gross margin
percentage  was due to the lower margins received from our internal tank washing
revenues  in  the  Hahnville  facility.


                                     9
<PAGE>
     General  and  Administrative  Expenses

     For  the three month period ended June 30, 2000, general and administrative
expenses  increased  to $309,589 from $234,181 during the quarter ended June 30,
1999.  For  the six month period ended June 30, 2000, general and administrative
expenses increased to $643,124 from $450,600 for the six month period ended June
30, 1999.  The three month increase of 32% and the six month increase of 42% was
primarily  due  to:

     -    an  increase  in  professional  fees  primarily  attributable  to  our
          preparation  and filing of our Form 10-KSB for December  31,1999,  and
          our Form 10-QSB, for March 31,2000,  including audit costs, plus legal
          and  other  professional  fees  resulting  from  the  preparation  and
          distribution of proxy materials for our annual meeting of shareholders
          which was held May 31, 2000;

     -    the costs associated with the start-up of the Hahnville facility which
          include increased  depreciation expense,  increased insurance expense,
          and increased telephone and utility expenses;

     -    added interest expense from our increased debt;

     -    an increase in investor  relations  expense  resulting from a contract
          for public relations services; and

     -    an increase in the number of  personnel  employed  due to adding seven
          additional hires from the Hahnville facility.

     Net  Loss

     For  the  three month period  ended June 30, 2000, our net loss was $52,909
compared  to  a  net  profit of $3,414 for the three month period ended June 30,
1999.  For  the  six month period ended June 30, 2000, our net loss was $128,940
compared  to  a net loss of $3,591 for the six month period ended June 30, 1999.
The  loss  was  primarily  attributable  to  the  increase  in  general  and
administrative  expenses  as  described above, which was not offset by increased
revenues  for  the  period.

     Cash  Flows

     Our  operating activities used net cash of $181,497 in the six month period
ended  June  30, 2000 compared to $29,552 in the six month period ended June 30,
1999.  Net  cash used by operating activities in the six month period ended June
30,  2000 resulted primarily from net operating losses for the period, which was
offset  by  a $290,000 increase in cash resulting from issuance of common stock.

     Our  investing activities used net cash of $100,624 in the six month period
ended  June 30, 2000 compared to $579,517 in the six month period ended June 30,
1999.  The  decrease in our investing activities in the first six months of 2000
when  compared  with  the  first  six  months of 1999 results from fewer capital
projects or acquisitions in the first six months of 2000 compared with the first
quarter of 1999 when the acquisition of Tri-State Chemex Corp. occurred, and the
development  of  the Hahnville tank wash facility began. The $100,624 investment
in  the  six  month  period  ended  June  30,  2000  is the purchase of land for
expansion  of  the  Hahnville  facility.

     Our financing activities provided cash of $307,725  in the six month period
ended  June 30, 2000 compared to $573,694 in the six month period ended June 30,
1999.  The  decrease  of  $265,969  in  the six month period ended June 30, 2000
resulted  primarily from no changes in notes payable during the period, combined
with issuances of stock for cash in the amount of $290,000 compared with $60,700
in  the  six  month  period  ended  June  30,  1999.

LIQUIDITY  AND  CAPITAL  RESOURCES

     As of June 30, 2000, we had cash of $27,008 and negative working capital of
$172,224.  We  do expect to receive cash flow from operations during the current
fiscal  year  as  the Hahnville facility begins to generate positive cash flows,
which  began  to  occur in June 2000 and in July 2000.  Revenues are expected to
continue  to  increase  as  a new contract becomes effective in August 2000.  We
have  only  operated  the  Hahnville facility since August 1999, and there is no
assurance that our estimates will prove to be correct, and that we will continue
to  generate  positive  cash  flow  from  the facility.  We estimate our monthly
operating  expenditure  for  the  remainder of fiscal 2000 will be approximately
$125,000,  although  unexpected  expenses  may increase our monthly outlays.  In
addition,  we intend to make additional acquisitions during the year, which will
cause  increased  expenditures.


                                     10
<PAGE>
     As  of June 30,2000, we had notes payable aggregating $934,454 to financial
institutions  and  entities due through September 2008 at interest rates ranging
from  9.0%  to  14.7%.  Of these notes payable, $254,328 are due during the year
ended  December  31,  2000.  In  addition,  we  have  lease  commitments  of
approximately  $3,150 for fiscal 2000 and we are currently leasing several other
properties on a month to month basis with aggregate lease payments of $1,500 per
month.  We  have  also  been  advanced  $176,999  from certain officers that are
payable  on  demand.  As  of the time of this filing, and subsequent to June 30,
2000,  these  advances  have  been  converted  to  equity.

     We  do  not have any significant credit facilities available with financial
institutions  or  other third parties and until we can generate significant cash
flow  from  operations, we will be dependent upon external sources of financing.
In  addition,  although we have received advances from our officers in the past,
we  do  not  expect that we will be able to rely on such advances in the future.

     We  received  preliminary approval for a $1,050,000 twenty-three year Rural
Development  Loan  in  November  1999  through  Economic  Development  Capital.
Although  we  have  not  received  any  formal  correspondence  from  Economic
Development  Capital  regarding  the  loan, based on conversations with Economic
Development Capital, we do not expect that we will receive this loan.  We are in
the  process  of  determining  the  reasons  for  this  development.

     We have arranged other short term external financing, and are continuing to
seek additional long term financing as we bring cash flows into balance. However
there  is  no  assurance  that we will be able to obtain additional financing on
favorable  terms,  if at all.  We believe our current financial situation is due
to  our  rapid growth, which we believe is important to our ongoing success, but
which we are unable to adequately finance internally.  We believe we can sustain
our current operations if we curtail growth expenditures, and use all cash flows
from  operations  to  fund  our  current  operations.


                                     11
<PAGE>
                                     PART II
                                OTHER INFORMATION

     Pursuant to the Instructions to Part II of the Form 10-QSB, Items 1, 3, and
5  are  omitted.

ITEM  2.     CHANGES  IN  SECURITIES  AND  USE  OF  PROCEEDS

     The following information sets forth certain information for all securities
we issued during the quarter ended June 30, 2000, without registration under the
Act, excluding any information "previously reported" as defined in Rule 12b-2 of
the Securities Exchange Act of 1934.  There were no underwriters in any of these
transactions,  nor  were  any  sales  commissions  paid  thereon.

     From  February  to  May  2000,  we  entered  into  three  agreements  with
consultants  for services, in which we issued 100,000 shares of common stock and
warrants  to purchase an aggregate of 1,775,000 shares of our common stock at an
exercise  price  of $0.10 per share expiring between February and May 2001.  The
Company  believes  these  transactions were exempt from registration pursuant to
Section  4(2)  of  the Act, as the consultants were sophisticated investors with
experience  in  financial  matters.

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

     We  held  our  annual  meeting of shareholders on May 31, 2000 in which we:

     -    re-elected our current directors;

     -    ratified the  appointment  of our auditors  McManus & Co., P.C. by the
          following vote: 6,855,746 for, 124 against, and no abstentions;

     -    adopted our 2000 Stock Option Plan by the  following  vote:  6,780,845
          for, 50,000 against, and 25,025 abstentions; and

     -    voted on amending and restating our articles of  incorporation  by the
          following vote: 6,801,370 for, 44,500 against, and 10,000 abstentions.
          Since  we  needed  a   two-thirds   vote  to  amend  our  articles  of
          incorporation, this matter was not passed.


ITEM  6.      EXHIBITS  AND  REPORTS  ON  FORM  8-K

         (A)  EXHIBITS

EXHIBIT  NO.  IDENTIFICATION  OF  EXHIBIT

Exhibit 3.1   Articles of Incorporation of Fleetclean Systems, Inc.
              (Filed previously on Form 10-SB, dated 9/27/99)
Exhibit 3.2   Amended and Restated Bylaws of Fleetclean Systems, Inc.
              (Filed previously on Form 10-SB, dated 9/27/99)
Exhibit 4.1   Common Stock Certificate of Fleetclean Systems, Inc.
              (Filed previously on Form 10-SB, dated 9/27/99)
Exhibit 10.1  Kenneth A. Phillips Employment Agreement
              (Filed previously on Form 10-SB, dated 9/27/99)
Exhibit 10.2  Addendum to Kenneth A. Phillips Employment Agreement
              (Filed previously on Form 10-SB, dated 11/12/99)
Exhibit 10.3  Lease/Purchase Agreement
              (Filed previously on Form 10-SB, dated 11/24/99)
Exhibit 10.4  Economic Development Capital Letter
              (Filed previously on Form 10-SB, dated 11/24/99)


                                12
<PAGE>
Exhibit 27    Financial Data Schedule

     (B)   REPORTS  ON  FORM  8-K

     None.


                                13
<PAGE>

                                   SIGNATURES

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


                                       Fleetclean  Systems,  Inc.



Date:  August  14,  2000               By:  /S/  Kenneth  A.  Phillips
                                            ---------------------------------
                                            Kenneth  A.  Phillips,  President


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