SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549

                           FORM 10-QSB AMENDMENT NO. 1

          {X} QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                       SECURITIES AND EXCHANGE ACT OF 1934

                    For Nine Months Ended September 30, 1999
                          Commission File Number 0-3296


                               ETHIKA CORPORATION
             (Exact name of registrant as specified in its charter)



          MISSISSIPPI                                       64-0440887
   (State of other jurisdiction of                     (Identification No.)
IRS Employer incorporation or organization)


                              11249 W. 103rd Drive
                           Westminster, Colorado 80021
                     (Address of Principal Executive Office)

        Registrant's telephone number including area code: (303) 637 2351

Former name,  former  address,  and former  fiscal year,  if changed  since last
report: NONE.

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 such  filing
requirements for the past 90 days. Yes [ X ] No [ ]

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock as of the latest practicable date.

          CLASS                             Outstanding at November 10, 1999
Common Stock, $1.00 par value                        28,360,346


<PAGE>




                               ETHIKA CORPORATION

                                      INDEX

PART I:  FINANCIAL INFORMATION


Item 1. Financial Statements

   Consolidated balance sheets - September 30, 1999 and December 31, 1998......3

   Consolidated statements of operations for the three and nine months
   ended September 30, 1999 and  1998..........................................4

   Consolidated statements of cash flows for the nine months
   ended September 30, 1999 and  1998..........................................5

   Notes to consolidated financial statements..................................6

Item 2. Management's  Discussion and Analysis of Financial Condition
        and Results of Operations..............................................7


PART II. OTHER INFORMATION

Item 6. Exhibits and Reports of Form 8-K.......................................8

Signatures.....................................................................8



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<PAGE>

PART I:  FINANCIAL INFORMATION


Item 1 - Financial Statements
-----------------------------

<TABLE>



                      Ethika Corporation and Subsidiaries
         Consolidated Balance Sheet Sept 30, 1999 and December 31, 1998

<CAPTION>


(Unaudited)                                                 Sept 30, 1999       Dec. 31, 1998
                                                            --------------      -------------
<S>                                                         <C>                 <C>
ASSETS
Current Assets:
  Cash and cash equivalents                                 $      11,895       $     48,318
  Accounts receivable, net of allowance
     for doubtful accounts                                         14,701              7,457
  Investment securities- Trading
  Note Receivable                                                  84,482            135,000
                                                                   91,724             74,683
                                                            --------------      -------------
Total Current Assets
                                                                  202,802            265,458
Note Receivable - Non current                                           -             69,515
                                                            --------------      -------------

Total Assets                                                $     202,802       $    334,973
                                                            ==============      =============

LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities:
  Accounts payable and accrued expenses                     $     222,344       $    233,343
                                                            --------------      -------------

Total Current Liabilities                                         222,344            233,343
                                                            --------------      -------------


Stockholders' Equity
Common Stock, $1 par value authorized 50,000,000 shares;
  issued 28,387,658 shares and 20,387,658;
  outstanding 28,360,346 shares and 20,387,658 shares;         25,361,458         20,361,458
Discount on Common Stock                                      (13,023,528)        (8,123,528)
Accumulated Deficit                                           (12,356,359)       (12,135,188)
Less: 27,312 shares of Treasury stock at cost                      (1,112)            (1,112)
                                                            --------------      -------------
Total Stockholders' Equity                                        (19,541)           101,630
                                                            --------------      -------------
Total Liabilities and Stockholders' Equity                  $     202,803       $    334,973
                                                            ==============      =============

</TABLE>



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<PAGE>


<TABLE>


                      Ethika Corporation and Subsidiaries
                      Consolidated Statement of Operations
               For the nine months ended Sept. 30, 1999 and 1998
                                  (Unaudited)


<CAPTION>
                                                        Three  Months      Three  Months       Nine Months     Nine Months
                                                        ended Sept 30,     ended Sept 30,      ended Sept 30,  ended Sept 30,
                                                           1999               1998                1999            1998
                                                        ---------------------------------------------------------------------
<S>                                                     <C>                <C>                 <C>             <C>
General and administrative expenses                     $    20,572        $    53,410         $   65,461      $   382,508

Lawsuit Settlement                                              -                  -              200,000              -

Royalty Income                                                7,244                -                7,244              -
Interest income                                               2,275              7,872              7,562           36,030
Gain (loss) on disposal of fixed Assets                         -                  -                  -            (35,987)
Gain (loss) from investment securities                          -              (46,266)            29,484         (326,205)

Income tax benefit                                              -                  -                  -                -
                                                        --------------     --------------      --------------  --------------

Net loss                                                $   (11,056)       $  (541,804)        $ (221,117)     $(1,158,740)
                                                        ==============     ==============      ==============  ==============

Basic and diluted net loss per share                    $      (.01)       $     (.023)        $     (.01)     $     (0.04)
                                                        ==============     ==============      ==============  ==============

</TABLE>

                 The Accompanying notes are an integral part of
                    these Consolidated Financial Statements


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<PAGE>



<TABLE>



                Ethika Corporation and Subsidiaries Consolidated
                   Statement of Cash Flows For the nine months
                          ended Sept 30, 1999 and 1998

<CAPTION>

                                                                Sept 30, 1999           Sept 30, 1998
                                                                ---------------------------------------
<S>                                                             <C>                     <C>
Cash Flows from Operating Activities:

Net loss                                                        $    (221,117)          $  (1,165,714)

Adjustments to reconcile net (loss)
to net cash provided by operating activities
   Settlement of legal action by issuance of common stock             100,000                     -
   Loss on Disposal of Fixed Assets                                      -                     35,397
   Realized and unrealized (gain)loss on
   investment securities                                              (29,484)                326,127
Changes in balance sheet accounts:
   Increase in accounts receivable                                     (7,244)                    -
   Decrease in Assets held for sale                                      -                    739,545
   Increase ( decrease) in accounts payable                           (10,999)               (208,863)
   and other liabilities

Sales of investment securities B trading                                80,000                206,616
                                                                ---------------         ---------------
Net cash provided by (used from)
Operating activities                                                  (88,844)                383,698
                                                                ---------------         ---------------

Cash flows from investing activities:
  Payments received from leases                                          -                     84,165
  Disposal of fixed assets                                               -                      9,109
  Proceeds from sale of CDS                                              -                   (479,522)
Note Receivable                                                        52,421                (450,000)
                                                                ---------------         ---------------
Net cash (used from) provided by                                       52,421                (836,248)
                                                                ---------------         ---------------
Investing activities

Cash flows from financing activities:
Net cash used from financing activities                                     0                       0
                                                                ---------------         ---------------

Net increase (decrease) in cash and cash
Equivalents                                                           (36,423)               (452,550)
Cash and cash equivalents B beginning of
Period                                                                 48,318                 535,651
                                                                ---------------         ---------------

Cash and cash equivalents B end of period                       $      11,895           $      83,101
                                                                ===============         ===============

Supplemental Cash Flow Information:
  Cash payments for interest                                                0                       0
                                                                ===============         ===============
   Cash payment for income taxes:                                           0                       0
                                                                ===============         ===============
</TABLE>


                 The Accompanying notes are an integral part of
                    these Consolidated Financial Statements


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<PAGE>



                               ETHIKA CORPORATION
                    Notes to Unaudited Consolidated Financial
                      Statements For the nine months ended
                               September 30, 1999.

NATURE OF OPERATIONS
--------------------
Ethika Corporation (the  "Corporation") has no present operations other than the
holding of certain assets.  The Corporation is seeking a privately held business
with whom it can reorganize so as to take advantage of the Corporation's  status
as publicly held corporation.


BASIS OF PRESENTATION
---------------------
The un-audited financial statements contain all adjustments considered necessary
by Management to make the financial statements not misleading.


NOTE RECEIVABLE
---------------
During 1995, the Corporation  entered into leasing  activities  which consist of
the leasing of fry cook units to be placed in various  locations and operated by
the lessee.  On March 12, 1999, the  Corporation  entered into an agreement with
the Parent  Corporation  of the lessee,  whereby the  Corporation  assigned  its
leases to the Parent  Corporation for a non interest bearing  promissory note in
the amount of  $128,000  plus a $12,000  cash  payment.  The note  provides  for
sixteen  monthly  installments  of  $8,000  beginning  on April  15,  1999.  The
Corporation  recorded the note at present value of $144,198 imputing interest at
8.00%. The Corporation recognized a loss of $27,292 on this transaction.


LAWSUIT SETTLEMENT
------------------
On  September  20,  1998,  the  Registrant  was  served  with the Third  Amended
Complaint in an action entitled  Jeffrey Allard,  et al v. Kidztime TV, Inc., et
al in Colorado District Court, Jefferson County,  Colorado. On July 6, 1999, the
Registrant  entered  into and closed a settlement  agreement  on its  previously
disclosed Legal Proceedings of Jeffrey Allard, et al v. Kidztime TV, Inc., et al
in Colorado District Court, Jefferson County,  Colorado. The settlement releases
all of the plaintiffs  claims  against the  Registrant and any potential  claims
against the Registrant=s management.  The terms of the offer were the payment of
$100,000 and the issuance of 5,000,000  shares of restricted  common stock.  The
legal proceedings are to be dismissed with prejudice.


GOING CONCERN
-------------

The  accompanying  financial  statements  have been  prepared  assuming that the
Company  will  continue as a going  concern.  For the twelve  month period ended
December 31, 1998, the Company incurred a loss from operations of $1,599,461 and
had an accumulated deficit of $12,135,188 that raise substantial doubt about its
ability to continue as a going concern.


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<PAGE>



Item 2 - Management's Plan of Operations
----------------------------------------

The Registrant did not have any revenue from  operations  during the fiscal year
ended  December 31, 1998 nor during the current  fiscal year.  The  accompanying
financial  statements have been prepared assuming that the Company will continue
as a going  concern.  Having  investment  income as its only  source of  income,
raises substantial doubt about the ability of the Company to continue as a going
concern.

The Registrant's plan of operations for the remainder of the fiscal year is seek
out a privately  held business with whom the  Registrant can reorganize so as to
take advantage of the  Registrant's  status as a publicly held  corporation.  In
order to facilitate this  objective,  the Registrant has settled the Kidztime TV
legal proceeding  described below and held a Shareholder=s  Meeting in June 1999
and adopted  certain  measures to  facilitate  a  reorganization.  The  measures
approved  by the  Shareholders  authorized  the Board of  Directors  to take the
following actions pursuant to a reorganization of the Registrant:

1.   Increase the size of the Board of  Directors to seven  members
2.   Amend the Articles of  Incorporation  to Change the Name of the Corporation
3.   Declare a reverse split of up to 50 to 1.

As of the  date of this  report,  Management  has  evaluated  several  potential
reorganizations.  However  as of the  date of this  report,  there  has  been no
decision to proceed on any  reorganization nor has any agreement been reached on
even principal terms of such a reorganization.


Liquidity and Capital Resources
--------------------------------

The Registrant  has reduced its overhead  expenses to  approximately  $6,000 per
month and is paying $1,000 per month  against its account  payable to its former
auditor.  The  Registrant  receives  $8,000  per  month in  payment  of its note
receivable from Alanco Environmental  Resources Corporation and from these funds
the  Registrant  expects  to have  sufficient  cash  resources  for its  reduced
operations.

In order to fund the settlement of the legal  proceeding  described  below,  the
Registrant  sold 820,513  shares of its Ben Ezra  Weinstein  and Company,  Inc.,
common  stock for $80,000 in cash.  The  Registrant  paid a total of $100,000 to
settle  the  action.  The  Registrant  retains  866,487  shares  of its Ben Ezra
Weinstein and Company,  Inc., common stock and expects to continue to hold these
shares as a reserve against future needs.

In September, 1999 the Registrant received a royalty payment of $7,244 from Text
Retrieval Systems, Inc., pursuant to the Registrant=s February, 1998 sale of its
former subsidiary. The royalty payment is on each subscription of Text Retrieval
Systems,  Inc.'s HR Comply  product and will  continue  until such time that the
Registrant has been paid a total of $1,500,000.



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<PAGE>




Part II - OTHER INFORMATION


Item 6 - Exhibits and Reports on 8K
-----------------------------------

(a)  Exhibits: (27) Financial Data Schedule

(b)  none


SIGNATURES

Pursuant to the  requirements  of the  Securities  and Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.


                                             Ethika Corporation
                                             (Registrant)

Date:  November 10, 1999                     /s/Dennis Brovarone
                                             -------------------
                                             President




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