U. S. SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 10-KSB

(MARK ONE)
[x]      Annual  Report  Pursuant  to  Section  13 or  15(d)  of the  Securities
         Exchange  Act of 1934 [Fee  Required]  For the fiscal year ended August
         31, 1999

[ ]      Transition Report Under Section 13 or 15(d) of the  Securities Exchange
         Act  of  1934  [No  Fee  Required]  For  the   transition   period from
         __________ to __________.

                         Commission File Number 0-10093
                                                -------

                              GOLF ROUNDS.COM, INC.
          -------------------------------------------------------------
              (Exact name of small business issuer in its charter)

            Delaware                                        22-3664872
-------------------------------                         -------------------
(State or other jurisdiction of                         (I.R.S. Employer
 incorporation or organization)                         Identification No.)

           376 Main Street, P. O. Box 74, Bedminster, New Jersey 07921
     ---------------------------------------------------------------------
                    (Address of principal executive offices)

                    Issuer's telephone number: (908) 901-9250
                                               --------------

         Securities registered under Section 12(b) of the Exchange Act:

                                      NONE

         Securities registered under Section 12(g) of the Exchange Act:

                          Common Stock, $.01 par value
                       ----------------------------------
                                (Title of class)

Check whether issuer (1) filed all reports required to be filed by Section 13 or
15(d) of the Exchange Act during the past 12 months (or for such shorter  period
that the  registrant was required to file such reports) and (2) has been subject
to such filing requirements for the past 90 days.

                             YES   X      NO
                                 -----       -----

Check if there is no disclosure of delinquent  filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure  will be contained,  to
the  best  of  registrant's   knowledge,  in  definitive  proxy  or  information
statements  incorporated  by  reference  in Part III of this Form  10-KSB or any
amendment to this Form 10-KSB.

                             YES   X      NO
                                 -----       ------

Issuer's  revenues for the fiscal year ended August 31, 1999 were  approximately
$94,000.


As of November 26, 1999, there were 2,099,496 shares of the registrant's  common
stock, $.01 par value, issued and outstanding.

The  aggregate  market  value of the voting stock held by  nonaffiliates  of the
registrant as of November 26, 1999, was approximately $1,600,000.

Transitional Small Business Disclosure Format        Yes       No    X
                                                        -----     ------

                      DOCUMENTS INCORPORATED BY REFERENCE:
                                      NONE

<PAGE>



                                     PART I



Item 1.   DESCRIPTION OF BUSINESS
------    -----------------------

General
-------

     Until the fourth  quarter of fiscal  1992,  the  Company was engaged in the
wholesale distribution of aluminum alloys, steel and other specialty metals. The
Company  liquidated the assets of its former business and in May 1999,  acquired
the  assets  of PKG  Design,  Inc.,  the  developer  of two  Internet  websites:
golfrounds.com and skiingusa.com.  The Company is in the publishing  business of
Internet  websites  through  this  acquisition.  The  Company  has an  exclusive
arrangement with Lycos, Inc. ("Lycos"),  a major Internet guide, to provide golf
content  through its  golfrounds.com  website.  Currently the Company's  primary
revenue source is the sale of advertising through Lycos. To date the Company has
not generated significant revenues from its websites.

     The Company's business is characterized by rapid technological  change, new
product development and evolving industry  standards.  Inherent in the Company's
business are various risks and  uncertainties,  including its limited  operating
history,  unproven  business  model and the  limited  history of commerce on the
Internet.

     The Company's success may depend in part upon the emergence of the Internet
as  a  communications  medium,   prospective  product  development  efforts  and
acceptance of the Company's brand name and products in the marketplace.


     The  Company  was  incorporated  in 1968  under  the  laws of the  State of
Florida.  Its executive  offices were located in Miami,  Florida until September
1992 when such offices were  relocated to  Bedminster,  New Jersey.  During June
1999  stockholders  approved  an  amendment  to  reincorporate  in the  state of
Delaware.


Asset Value Holdings, Inc. ("AVH")
----------------------------------

     AVH, a Delaware  corporation,  is  wholly-owned by Asset Value Fund Limited
Partnership,  a New Jersey limited partnership ("Asset Value"), which is engaged
in investing  in  securities.  The sole general  partner of Asset Value is Asset
Value  Management,  Inc.,  a  Delaware  corporation,  which  is  a  wholly-owned
subsidiary of Kent Financial Services,  Inc., a Delaware  corporation  ("Kent").
Kent's principal business is the operation of its wholly-owned subsidiary, T. R.
Winston & Company, Inc. ("Winston"),  a securities broker-dealer registered with
the National  Association  of  Securities  Dealer,  Inc. and Asset Value.  Until
December 1994,  the Company was a  majority-owned  subsidiary of AVH.  Through a
series  of  upstream  transactions,  AVH  distributed  approximately  88% of its
ownership  interest in the Company to Kent,  which,  in turn,  distributed  such
shares to its stockholders  (the  "Distribution").  At October 31, 1999, AVH and
certain  affiliates own  approximately 44% of the Company's  outstanding  common
stock.


<PAGE>

Employees
---------

     On August 31, 1999, the Company had one employee,  the Company's president.
(See Note 8 of Notes to Financial Statements).  Certain administrative functions
for the Company are performed by Kent personnel.


Item 2.      DESCRIPTION OF PROPERTY
------       -----------------------

             None.


Item 3.      LEGAL PROCEEDINGS
------       -----------------

             None.


Item 4.      SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
------       ---------------------------------------------------

             None.





<PAGE>


                                     PART II


Item 5.      MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
------       --------------------------------------------------------

     The common  stock of the Company is traded on the OTC Bulletin  Board,  and
quotations are available through the National Quotation Bureau.

     The table below  lists the high and low bid prices for the common  stock as
reported in the  National  Quotation  Bureau for the  Company's  last two fiscal
years.  Bid prices represent  prices between  broker-dealers  and do not include
retail mark-ups and mark-downs or any commission to broker-dealers. In addition,
these prices do not necessarily reflect actual transactions.

                                 Fiscal Year Ended
                                  August 31, 1999
                               ---------------------
            Quarter            High Bid      Low Bid
            -------            --------      -------

            First               $1.02         $1.00
            Second               1.44           .88
            Third                2.69           .90
            Fourth               3.13          1.50


                                 Fiscal Year Ended
                                  August 31, 1998
                               ---------------------
            Quarter            High Bid      Low Bid
            -------            --------      -------

            First               $1.03         $ .80
            Second               1.06          1.03
            Third                1.06          1.00
            Fourth               1.05          1.00

     As of September  30,1999,  there were  approximately  4,600 shareholders of
record.

     The Company has not paid any cash  dividends  on the common stock since its
organization.  The Board of  Directors  has no present  plans for the payment of
dividends.


<PAGE>



Item 6.      MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
------       ---------------------------------------------------------

     This Form  10-KSB  contains  forward-looking  statements  which may involve
known and unknown  risks,  uncertainties  and other  factors  that may cause the
Company's  actual  results and  performance  in future  periods to be materially
different from any performance suggested by these statements.

Overview
--------

     Until the fourth  quarter of fiscal  1992,  the  Company was engaged in the
wholesale distribution of aluminum alloys, steel and other specialty metals. The
Company  liquidated the assets of its former business and in May 1999,  acquired
the  assets  of PKG  Design,  Inc.,  the  developer  of two  Internet  websites:
golfrounds.com and skiingusa.com.  The Company is in the publishing  business of
Internet  websites  through  this  acquisition.  The  Company  has an  exclusive
arrangement with Lycos, Inc. ("Lycos"),  a major Internet guide, to provide golf
content through its  golfrounds.com  website.  Currently,  the Company's primary
revenue source is the sale of advertising through Lycos. To date the Company has
not generated significant revenues from its websites.

     The Company's business is characterized by rapid technological  change, new
product development and evolving industry  standards.  Inherent in the Company's
business are various risks and  uncertainties,  including its limited  operating
history,  unproven  business  model and the  limited  history of commerce on the
Internet.

     The Company's success may depend in part upon the emergence of the Internet
as  a  communications  medium,   prospective  product  development  efforts  and
acceptance of the Company's brand name and products in the marketplace.

Results of Operations
---------------------

     Available cash is being invested in  interest-bearing  deposits and in U.S.
Treasury  securities.  Cash  and  cash  equivalents  at  August  31,  1999  were
approximately  $2,036,000  and the Company has no funded debt.  Included in cash
and  cash  equivalents  were  $1,959,000  of  U.S.  Treasury  bills  which  have
maturities  through November 12,1999 and yields ranging between 4.59% and 4.93%.
For the years  ended  August 31, 1999 and 1998,  interest  income of $88,000 and
$104,000 was earned on U.S. Treasury securities. The decrease in interest income
was due to lower interest rates. Other income of $6,000 in the year ended August
31, 1999  consisted of $1,000 from Internet  advertising  income and $5,000 from
the payment of a previously reserved accounts receivable.

     General,  administrative and other expense was $137,000 and $75,000 for the
fiscal years ended August 31, 1999 and 1998,  respectively.  Included in general
and  administrative  expense is a management  fee of $50,000 that was charged to
the Company by Kent in each of the fiscal  years ended August 31, 1999 and 1998.
This fee was for corporate  governance,  financial  management,  and  accounting
services and was based on Kent's estimated costs.  Management  believes the cost
allocation  is  reasonable.  General,  administrative  and  other  expense  also
includes  insurance  expense of $21,000,  legal expense of $17,000,  salaries of
$31,000,  and other  expenses of $18,000  for the fiscal  year ended  August 31,
1999,  compared to insurance  expense of  $1,000,advertising  expense of $6,000,
consulting  fees of $6,000,  and other  expenses  of $12,000 for the fiscal year
ended August 31, 1998. The Company also incurred amortization expense of $65,000
for the year ended August 31, 1999, which was in connection with the acquisition
of PKG  Design,  Inc.  (For more  information  see Note 3 of Notes to  Financial
Statements.)


<PAGE>



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

     As of August  31,  1999,  the  Company  had cash and cash  equivalents  and
working capital of approximately $2,036,000 and $2,034,000, respectively. During
the fiscal year ended August 31, 1999 the Company  repurchased  20,000 shares of
its common  stock for an aggregate  cost of $21,000.  All shares  acquired  were
purchased at market  prices and have been  returned to the status of  authorized
and unissued  shares.  In addition, during the fiscal year ended August 31, 1999
the Company issued  150,000 shares of common stock in connection  with the asset
purchase of PKG Design,  Inc.  Capitalized  costs related to the asset  purchase
amounted to $45,000.

     The Company  believes its cash and cash  equivalents are sufficient for its
current business activities.

Year 2000 Matters
-----------------

     The Year 2000 Issue is the result of computer  programs being written using
two digits rather than four to define the applicable  year. Any of the Company's
computer programs that have  time-sensitive  software may recognize a date using
"00"  as the  year.  Miscalculations  could  cause  disruptions  of  operations,
including,  among other things, a temporary inability to process transactions or
engage in similar normal business activities.

     The company uses computer  hardware,  software,  and a third party Internet
service  provider in its business.  We have  contacted our principal  vendors of
hardware and software.  All vendors contacted have notified us that the hardware
and software we use is year 2000 compliant.

     Management  has  determined   that  the  Year  2000  Issue  will  not  pose
significant  operational problems for its internal computer systems. The Company
uses "off the shelf" accounting  software to maintain its accounting system. All
of these  software  applications  are already Year 2000  compliant.  The cost of
being Year 2000 compliant was nominal. All costs associated with this conversion
have been expensed as incurred.


<PAGE>



Item 7.      FINANCIAL STATEMENTS:
------       --------------------

             Independent Auditors' Report

             Balance Sheet at August 31, 1999

             Statements of Operations
                   for the years ended August 31, 1999 and 1998

             Statements of Stockholders' Equity for the
                   years ended August 31, 1999 and 1998

             Statements of Cash Flows for the years ended
                   August 31, 1999 and 1998

             Notes to Financial Statements



<PAGE>



                          INDEPENDENT AUDITORS' REPORT



To the Board of Directors and Stockholders
Golf Rounds.com, Inc.


We have audited the accompanying  balance sheet of Golf Rounds.com,  Inc., as of
August 31, 1999 and the related statements of operations,  stockholders'  equity
and cash flows for the years  ended  August 31, 1999 and 1998.  These  financial
statements   are  the   responsibility   of  the   Company's   management.   Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects,  the financial  position of Golf Rounds.com,  Inc., as of
August 31, 1999 and the results of its  operations  and cash flows for the years
ended August 31, 1999 and 1998 in conformity with generally accepted  accounting
principles.










/s/ Bederson & Company LLP

Bederson & Company LLP
West Orange, New Jersey
November 3, 1999



<PAGE>



                               GOLF ROUNDS.COM, INC.
                                  BALANCE SHEET
                                 ($000 Omitted)




                                                                  August 31,
                                                                     1999
                                                                  ----------

ASSETS
------

  Current assets:
     Cash and cash equivalents                                     $ 2,036
     Prepaid expenses                                                    8
                                                                   -------
           Total current assets                                      2,044
  Intangible assets, net of accumulated
    amortization of $65                                                132
  Equipment, net of accumulated
    depreciation of $1                                                   5
                                                                   -------
           Total assets                                            $ 2,181
                                                                   =======


LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------

  Current liabilities:
     Accrued liabilities                                           $    10
                                                                   -------
           Total current liabilities                                    10
                                                                   -------

  Stockholders' equity:
     Common stock, $.01 par value, 12,000,000
        shares authorized, 2,099,497
        outstanding                                                     21
     Additional capital in excess of par value                       3,200
     Accumulated deficit                                          (  1,050)
                                                                   -------

           Total stockholders' equity                                2,171
                                                                   -------

           Total liabilities and stockholders'
             equity                                                $ 2,181
                                                                   =======




                 See accompanying notes to financial statements.

<PAGE>



                               GOLF ROUNDS.COM, INC.
                            STATEMENTS OF OPERATIONS
                      ($000 Omitted, except per share data)




                                                        Year Ended August 31,
                                                       -----------------------
                                                        1999             1998
                                                       ------          -------


Revenues:
  Interest                                             $   88           $  104
  Other                                                     6                -
                                                       ------           ------
      Total revenue                                        94              104
                                                       ------           ------

Expenses:
  General, administrative and other                       137               75
  Amortization                                             65                -
                                                       ------           ------
      Total expenses                                      202               75
                                                       ------           ------

Net income (loss)                                     ($  108)          $   29
                                                       ======           ======

Basic and diluted net income
    (loss) per share                                  ($  .05)          $  .02
                                                       ======           ======

Weighted average number of
    shares outstanding (in 000's)                       2,000            1,963
                                                       ======           ======




                 See accompanying notes to financial statements.

<PAGE>


<TABLE>
<CAPTION>


                                                             GOLF ROUNDS.COM, INC.
                                                     STATEMENTS OF STOCKHOLDERS' EQUITY
                                                               (000 Omitted)


                                                                  Accumulated
                                      Common Stock                Capital in                              Total
                              ------------------------------       Excess of          Accumulated      Stockholders'
                                Shares           Par Value         Par Value            Deficit           Equity
                              ----------        ------------     ------------         -----------      -------------
<S>                           <C>                <C>              <C>                 <C>               <C>
Balance at
August 31,
1997                            1,951            $   20            $3,054             ($  971)           $2,103

Repurchase and
cancellation of
common stock                  (     1)                -           (     1)                  -           (     1)

Issuance of
common stock upon
exercise of stock
options                            20                 -                17                   -                17

Net income                          -                 -                 -                  29                29

Balance at
August 31,                     ------            ------            ------              ------            ------
1998                            1,970                20             3,070             (   942)            2,148
                               ------            ------            ------              ------            ------

Repurchase and
cancellation of
common stock                  (    20)                -           (    21)                  -           (    21)

Issuance of
common stock                      150                 1               151                   -               152

Net loss                            -                 -                 -             (   108)          (   108)

Balance at
August 31,                     ------            ------            ------              ------            ------
1999                            2,100            $   21            $3,200             ($1,050)           $2,171
                               ------            ------            ------              ------            ------

                                          See accompanying notes to financial statements.

</TABLE>

<PAGE>



                              GOLF ROUNDS.COM, INC.
                            STATEMENTS OF CASH FLOWS
                                 ($000 Omitted)




                                                  For the year ended August 31,
                                                 ------------------------------
                                                   1999                  1998
                                                 --------              --------

Cash flows from operating activities:
   Net income (loss)                            ($   108)               $   29
   Adjustments:
     Increase in prepaid expenses               (      8)                    -
     Increase (decrease) in
       accrued liabilities                             7               (     5)
     Amortization of intangible assets                65                     -
                                                 -------                ------
       Net cash provided by (used in)
        operating activities                    (     44)                   24
                                                 -------                ------

Cash flows from investing activities -
   Purchase of equipment                        (      5)                    -
                                                 -------                ------
       Net cash used in investing activities    (      5)                    -
                                                 -------                ------
Cash flows from financing activities:
   Issuance of common stock upon exercise
     of stock options                                  -                    17
   Capitalized costs in connection
     with the asset purchase of PKG Design      (     45)                    -
   Repurchase of common stock                   (     21)              (     1)
                                                 -------                ------
       Net cash provided by (used in)
        financing activities                    (     66)                   16
                                                 -------                ------

Net increase (decrease) in cash and cash
   equivalents                                  (    115)                   40

Cash and cash equivalents at beginning
   of period                                       2,151                 2,111
                                                 -------                ------

Cash and cash equivalents at end of period       $ 2,036                $2,151
                                                 =======                ======

Non-cash investing and financing activities:

     In May,  1999  the  Company  issued  150,000  shares  of  common  stock  in
     connection with the asset purchase of PKG Design, Inc.



                 See accompanying notes to financial statements.

<PAGE>



                              GOLF ROUNDS.COM, INC.
                          NOTES TO FINANCIAL STATEMENTS

                      YEARS ENDED AUGUST 31, 1999 AND 1998

NOTE 1 - CORPORATE OPERATIONS
-----------------------------

     Until the  fourth  quarter  of fiscal  1992,  Golf  Rounds.com,  Inc.  (the
Company) was engaged in the wholesale distribution of aluminum alloys, steel and
other  specialty  metals.  The  Company  liquidated  the  assets  of its  former
business, and in May, 1999, the Company acquired the assets of PKG Design, Inc.,
the developer of two Internet websites:  golfrounds.com  and  skiingusa.com.(the
"Acquisition").

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
---------------------------------------------------

Cash Equivalents
----------------

     The  Company  considers  all U.S.  Treasury  securities  purchased  with an
original maturity of three months or less to be cash equivalents.

Equipment
---------

     The Company records  equipment at cost.  Depreciation is computed using the
straight-line  method over the related estimated useful life of the asset, which
is a two-year period.

     The Company  evaluates the carrying value of its long-lived assets whenever
there is a  significant  change in the use of an asset and adjusts the  carrying
value,  if  necessary,   to  reflect  the  amount  recoverable   through  future
operations.

Intangible Assets
-----------------

     A value for intangible  assets had been  established in connection with the
acquisition  of PKG Design,  Inc.(described  in Note 3).  Intangible  assets are
being amortized using the straight-line method over one year.

Income Taxes
------------

     Statement of Financial  Accounting Standards No. 109 "Accounting For Income
Taxes" ("SFAS 109") requires use of the asset and liability method of accounting
for income taxes.  Under the asset and liability  method,  deferred income taxes
are recognized for the tax  consequences of "temporary  differences" by applying
enacted  statutory tax rates  applicable to future years to differences  between
the financial  statement  carrying  amounts and the tax basis of existing assets
and liabilities.

Net Income Per Common Share
---------------------------

     Net  income  per share is based on the  weighted  average  number of shares
outstanding.  Excluded from the income per share  calculation  are  contingently
issuable shares which, if included, would have an antidilutive effect.

Basis of Presentation
---------------------

     The  preparation  of financial  statements  in  conformity  with  generally
accepted  accounting  principles  requires  management  to  make  estimates  and
assumptions  that  affect  the  reported  amount of assets and  liabilities  and
disclosure  of  contingent  liabilities  and assets at the date of the financial
statements  and the  reported  amounts  of  revenues  and  expenses  during  the
reporting period. Actual results could differ from these estimates. Prior years'
financial  statements  have been  reclassified  to conform to the current year's
presentation.



<PAGE>




NOTE 3 - ACQUISITIONS
---------------------

     In connection with the Acquisition, the Company issued to the seller of PKG
Design,  Inc.  100,000  newly  issued  shares of common stock of the Company and
reserved another 280,000 shares, of which 100,000 will be issued if revenues for
the first year after the acquisition exceed $200,000 and the balance if revenues
for the period  exceed  $350,000.  Additionally,  50,000 newly issued  shares of
common stock were issued to the finder of the Acquisition for services rendered.
The cost  associated  with the  issuance  of the shares to the seller and to the
finder comprise the cost of the Acquisition.

     The  Acquisition is being accounted for by the purchase  method.  The total
purchase price for this transaction of approximately $197,000 has been allocated
to intangible  assets,  representing the value assigned to the websites acquired
in the Acquisition. The intangibles are being amortized on a straight-line basis
over a one-year  period.  The  Company  will not  receive a tax  benefit for the
amortization.  Had the Acquisition  been effective on September 1, 1997, the net
loss for the year ended August 31, 1998 would have been  approximately  $258,000
or $.12 per share.  For the year ended August 31, 1999,  the net loss would have
been  approximately  $175,000  or $.08 per  share.  These  proforma  net  losses
resulted  principally  from recording the expense of the  employment  agreement,
amortization of intangible  assets,  salary, and other  miscellaneous  expenses,
from September 1, 1997. This proforma  financial  information is not intended to
reflect  results of  operations  which would have  actually  resulted  had these
transactions  been  effected on the dates  indicated.  Moreover,  this  proforma
financial  data is not intended to be indicative of results of operations  which
may be attained in the future.

NOTE 4 - INCOME TAXES
---------------------

     At August 31,  1999,  the  Company  had net  operating  loss  carryforwards
("NOLs") of  approximately  $227,000 for Federal income tax reporting  purposes,
and $177,000 for state income tax reporting purposes.

     The  federal  NOLs  expire  beginning  in the year 2011 and the state  NOLs
expire beginning in the year 2003.

     The tax effects of significant  items  composing the Company's net deferred
tax asset as of August 31, 1999 are as follows (in $000's):

      Deferred tax asset:
        Federal NOLs                             $ 46
        State NOLs                                 12
        AMT credit carryforward                     6
                                                 ----
                                                   64

      Valuation allowance                       (  64)
                                                 ====
      Net deferred tax asset                     $  -
                                                 ====


     Due to the uncertainty of realizing these deferred tax assets,  a valuation
allowance  of an equal  amount is  maintained,  resulting  in a net deferred tax
asset of zero.


<PAGE>




NOTE 5 - CAPITAL STOCK
----------------------

     From time to time since October 1996, the Company's  Board of Directors has
authorized the repurchase of the Company's common stock in the open market or in
privately negotiated transactions.  During the fiscal year ended August 31, 1999
and 1998, the Company  repurchased  20,520 and 533 shares, for an aggregate cost
of  approximately  $21,000 and $600,  respectively.  All shares acquired through
August 31, 1999 have been canceled and returned to the status of authorized  but
unissued.  On June 12, 1999,  the  stockholders  authorized  an  increase in the
authorized number of shares from 6,000,000 to 12,000,000.

NOTE 6 - STOCK OPTION PLANS
---------------------------

     In August 1983, the Company adopted an incentive stock option plan covering
100,000  shares  exercisable  for a period of ten years  from the date of grant.
There were no options granted, or canceled under the incentive stock option plan
in the fiscal years ended August 31, 1999 and 1998. One hundred  thousand shares
were available for grant at August 31, 1999. During the fiscal year ended August
31, 1998 the Company issued 20,000 shares of common stock due to the exercise of
stock  options by a then current  director of the Company for total  proceeds of
$17,000.

NOTE 7 - RELATED PARTY TRANSACTIONS
-----------------------------------

     The  Company  retains  the firm of Rosenman & Colin LLP ("R&C") for certain
legal services.  The wife of the Chairman of the Board is of counsel to R&C. R&C
has billed the Company $31,000 for the fiscal year ended August 31, 1999.  These
billings were for services related to the acquisition of PKG Design,  Inc. There
were no billings to the  Company  from R&C for the fiscal year ended  August 31,
1998.

     The Company paid a management fee to Kent Financial Services, Inc. ("Kent")
of $50,000 in 1999 and 1998 for management services performed for the Company by
Kent  personnel.   These  services  included  corporate  governance,   financial
management,  and accounting services. Kent is the indirect parent of Asset Value
Holdings,  Inc.,  which was the beneficial  owner of 19% of the Company's common
stock at August 31, 1999.  The  management  fees were based on Kent's  estimated
costs, and management believes the cost allocation is reasonable.

NOTE 8 - COMPENSATION AGREEMENTS
--------------------------------

     In connection with the Acquisition,  the Company entered into an employment
agreement with Thomas K. Van Herwarde,  the Company's President,  for an initial
term of one-year  at an annual  salary of $90,000  commencing  May 17, 1999 (the
"Agreement").  Mr. Van Herwarde was the sole stockholder of PKG Design,  Inc. On
the  expiration  of  the  one-year  period,   and  on  each  yearly  anniversary
thereafter,  unless  otherwise  terminated by either party,  the Agreement  will
automatically renew for an additional one-year period.


<PAGE>




                                    PART III

Item 8.      CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
             ---------------------------------------------------------------
             FINANCIAL DISCLOSURE
             --------------------


          None
          ----


Item 9.      DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
             -------------------------------------------------------------
             COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT
             -------------------------------------------------

     The following table provides  information with respect to current Directors
and executive officers of the Company:

                                       Position and Office            Director
       Name               Age      Presently Held with Company          Since
---------------------     ---      ---------------------------        --------
Paul O. Koether            63      Chairman and Director                 1992

Thomas K. Van Herwarde     41      President and Director                1999

John W. Galuchie, Jr.      46      Vice President, Treasurer             1992
                                     and Director


     Paul O. Koether is principally engaged in the following businesses:  (i) as
Chairman and director  since July 1987 and President  since October 1990 of Kent
Financial Services, Inc. ("Kent") and the general partner since 1990 of Shamrock
Associates, an investment partnership which is the principal stockholder of Kent
and (ii) various  positions with  affiliates of Kent,  including  Chairman since
1990 and a registered representative since 1989 of T. R. Winston & Company, Inc.
("Winston"),  a securities  broker-dealer,  and since July 1992 as Chairman  and
director  of the  Company  and from  July  1992 to May  1999,  President  of the
Company.  Mr.  Koether also has been Chairman  since April 1988,  President from
April 1989 to February 1997 and a director since March 1988 of Pure World,  Inc.
("Pure World"),  and for more than five years, the Chairman and President of Sun
Equities Corporation ("Sun"), a private,  closely-held corporation which is Pure
World's  principal  stockholder.  Until August  1994,  when it sold its majority
ownership to an unaffiliated  party,  Pure World operated as a real estate asset
manager through its wholly-owned  subsidiary,  NorthCorp  Realty Advisors,  Inc.
("NorthCorp").  Prior to its sale,  Mr.  Koether  also served as Chairman  and a
director of NorthCorp.  Since  December 1994, Mr. Koether has been a director of
Pure World Botanicals,  Inc. ("PWBI"), a wholly-owned  subsidiary of Pure World,
and  since  January  1995,  its  Chairman.  PWBI is a  manufacturer  of  natural
products.  In September  1998 Mr. Koether was elected a director and Chairman of
Cortech, Inc.("Cortech") a biopharmaceutical company.

     Thomas K. Van Herwarde. Since May 1999, Mr. Van Herwarde has been President
of the  Company.  From 1995  through May 1999,  he was  President of PKG Design,
Inc., a developer of two internet websites.  In 1994, Mr. Van Herwarde was self-
employed as a consultant to e-marketing, e-commerce and online retail companies.

     John W.  Galuchie,  Jr., a  certified  public  accountant,  is  principally
engaged  in the  following  businesses:  (i)  the  Company  as  Vice  President,
Treasurer  and  a  director  since July 1992; (ii) Pure World, as Executive Vice
President  since April 1988,  director  from January 1990 until October 1994 and
for more than five years as Vice  President and director of Sun;  (iii) Kent, in
various  executive  positions  since  1986 and a  director  from June 1989 until
August

<PAGE>


1993;  (iv) Winston,  as President  since January 1990 and director since
September 1989. Mr. Galuchie served as a director of Crown NorthCorp,  Inc., the
successor  corporation  to NorthCorp from June 1992 to August 1996. In September
1998, Mr. Galuchie was elected a director and President of Cortech. Mr. Galuchie
served as a director of HealthRite,  Inc., a nutritional  product company,  from
December  1998 to June 1999.  Since  September  1999,  Mr.  Galuchie  has been a
director of Gish Biomedical, Inc., a medical device manufacturer.


Item 10.     EXECUTIVE COMPENSATION
-------      ----------------------

     There is shown below  information  concerning the annual  compensation  for
services in all  capacities to the Company for the fiscal years ended August 31,
1999,  1998 and 1997 for those  persons  who were,  at August 31, 1999 the chief
executive officer,  or who was among the four most highly compensated  executive
officers of the Company,  whose annual compensation exceeds $100,000 (the "Named
Officers").

<TABLE>
<CAPTION>



                                     Summary Compensation Table

                                                                   Long-Term
                                   Annual Compensation (1) (2)    Compensation      Other
Name and Principal            --------------------------------    ------------      -----
Officer              Year     Salary     Bonus       Other (3)    Options (#)
<S>                  <C>      <C>        <C>         <C>                   <C>        <C>
Paul O. Koether      1999     $     -    $   -       $      -              -          -
Chairman             1998     $     -    $   -       $      -              -          -
                     1997     $     -    $   -       $      -              -          -

</TABLE>


Employment Arrangements
-----------------------

     In May 1999, the Company  entered into an employment  agreement with Thomas
K. Van Herwarde, the Company's President,  for an initial term of one-year at an
annual  salary of  $90,000  (the  "Agreement").  Mr. Van  Herwarde  was the sole
stockholder of PKG Design, Inc. On the expiration of the one-year period, and on
each yearly anniversary thereafter, unless otherwise terminated by either party,
the Agreement will automatically renew for an additional one-year period.


<PAGE>


Item 11.     SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
-------      --------------------------------------------------------------

     The following table sets forth the beneficial ownership of the Common Stock
of the  Company  as of November 26, 1999,  by each  person  who was known by the
Company to  beneficially  own more than 5% of the common stock, by each director
who owns shares of common stock and by all directors and officers as a group:


                                        Number of Shares         Approximate
Name and Address                         of Common Stock           Percent
of Beneficial Owner                   Beneficially Owned(1)        of Class
-------------------                   ---------------------      -----------

Shamrock Associates
  211 Pennbrook Road
  Far Hills, NJ 07931                      817,470(2)               38.94%


Paul O. Koether
  211 Pennbrook Road
  Far Hills, NJ 07931                      909,690(3)               43.33%


John W. Galuchie, Jr.
  376 Main Street
  Bedminster, NJ 07921                     419,166(4)               19.97%


Asset Value Holdings, Inc.
  376 Main Street
  Bedminster, NJ 07921                     400,000                  19.05%


Thomas K. Van Herwarde
  376 Main Street
  Bedminster, NJ 07921                     100,000                   4.76%


All directors and officers
 as a group (3 persons)                  1,014,690(5)               48.33%

------------------------------
* Represents less than one percent

(1)      The beneficial  owner has both sole voting and sole  investment  powers
         with respect to these shares except as set forth in this footnote or in
         other footnotes below.

(2)      Includes  400,000  shares  of  common  stock  held  by  AVH.   Shamrock
         Associates,  as  the  ultimate  parent  of  AVH,  disclaims  beneficial
         ownership of these shares.

(3)      Includes 417,470 shares  beneficially  owned  by  Shamrock  Associates.
         As the general partner  of  Shamrock,  Mr. Koether may be deemed to own
         these shares beneficially.  Includes 400,000 shares held by  AVH.   Mr.
         Koether may  be  deemed  to  be  the  beneficial  owner  of the  shares
         owned by AVH. Includes 14,166 shares owned by Sun Equities Corporation,
         a private corporation of which  Mr. Koether is Chairman and a principal
         stockholder.  Includes  1,666  shares held by Mr. Koether's Keogh Plan.
         Includes 20,000 shares  owned  by  Mr. Koether's wife and 15,000 shares


<PAGE>


         held in discretionary accounts for his brokerage customers. Mr. Koether
         is  also  a  limited  partner  of  Shamrock  and  may  be deemed to own
         beneficially  that   percentage  of  the   shares  owned   by  Shamrock
         represented   by  his   partnership  percentage.  Mr. Koether disclaims
         beneficial ownership of such shares.

(4)      Reflects  400,000 shares of common stock held by AVH. Mr.  Galuchie may
         be deemed to be the  beneficial  owner of the shares  owned by AVH. Mr.
         Galuchie disclaims beneficial ownership of the shares.  Includes 14,166
         shares owned by Sun, a private  corporation of which Mr.  Galuchie is a
         director and officer.  Mr. Galuchie disclaims  beneficial  ownership of
         such shares.

(5)      Reflects 1,014,690 shares of common stock held by Shamrock and AVH, and
         beneficially owned by Messrs.  Koether and Galuchie (see Notes 2, 3 and
         4).

<PAGE>



Item 12.     CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
-------      ----------------------------------------------

         No information is required to be reported under this item.


Item 13.     EXHIBITS AND REPORTS ON FORM 8-K
-------      --------------------------------

(a)      Exhibits
         --------

         (1)             Agreement and  Plan  of  Merger, incorporated herein by
                         reference  to  the  Company's  Quarterly Report on Form
                         10-QSB for  the  quarter ended May 31, 1999, Commission
                         File 0-10093.

         (3) (i) .1      Articles  of  Incorporation,   incorporated  herein  by
                         reference  to  the  Company's  Quarterly Report on Form
                         10-QSB for the quarter  ended  May 31, 1999, Commission
                         File 0-10093.

         (3) (ii) .1     By-laws,  incorporated  herein  by   reference  to  the
                         Company's  Quarterly  Report  on  Form  10-QSB  for the
                         quarter ended May 31, 1999, Commission File 0-10093.

         (10)            Employment  agreement  with   Thomas  K.  Van  Herwarde
                         dated May 17, 1999, incorporated herein by reference to
                         the Company's Quarterly  Report  on Form 10-QSB for the
                         quarter ended May 31, 1999, Commission File 0-10093.

         (27)            Financial Data Schedule



(b)      Reports on form 8-K
         --------------------
                  None





<PAGE>




                                   SIGNATURES


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


                                                   GOLF ROUNDS.COM, INC.




Dated: November 26, 1999                           By:/s/ Paul O. Koether
                                                   ---------------------------
                                                   Paul O. Koether
                                                   Chairman of the Board
                                                   (Principal Executive Officer)


Dated: November 26, 1999                           /s/ John W. Galuchie, Jr.
                                                   ---------------------------
                                                   John W. Galuchie, Jr.
                                                   Vice President, Treasurer
                                                   and Director
                                                   (Principal Accounting
                                                   and Financial Officer)



     In  accordance  with the Exchange Act, this report has been signed below by
the following  persons on behalf of the  registrant and in the capacities and on
the dates indicated.



Dated: November 26, 1999                           /s/ Paul O. Koether
                                                   ---------------------------
                                                   Paul O. Koether
                                                   Chairman of the Board,
                                                   and Director
                                                   (Principal Executive Officer)


Dated: November 26, 1999                           /s/ Thomas K. Van Herwarde
                                                   ---------------------------
                                                   Thomas K. Van Herwarde
                                                   President and Director


Dated: November 26, 1999                           /s/ John W. Galuchie, Jr.
                                                   ---------------------------
                                                   John W. Galuchie, Jr.
                                                   Vice President, Treasurer
                                                   and Director
                                                   (Principal Accounting
                                                   and Financial Officer)