SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                 ---------------

                                    FORM 10-Q

(MARK ONE)

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

For the quarterly period ended October 31, 2000 or

|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

Commission file number 1-10366

                          LASER RECORDING SYSTEMS, INC.
             (Exact name of registrant as specified in its Charter)

                NEW JERSEY                                      22-2582847

      (State or Other Jurisdiction of                        (I.R.S. Employer
      Incorporation or Organization)                        Identification No.)

           1359 New York Avenue
       Huntington Station, New York                                11746
 (Address of Principal Executive Offices)                       (Zip Code)

                                 (800) 786-1352
              (Registrant's Telephone Number, Including Area Code)

Check whether the registrant (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act of 1934 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 |_|

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date: 10,000,000 shares of the
Company's Common Stock, $.001 par value, were outstanding as of November 15,
2000.
<PAGE>

Item 1 Financial Statements

                             LASER RECORDING SYSTEMS, INC.
                                     BALANCE SHEET


ASSETS
                                                    October 31,     January 31,
                                                    2000            2000
CURRENT ASSETS:
Cash and Cash Equivalents                           $     1,121     $    10,494
                                                    -----------     -----------
    Total Current Assets                            $     1,121     $    10,494
                                                    -----------     -----------
        Total Assets                                $     1,121     $    10,494
                                                    -----------     -----------

                      LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Loan Payable -- Officer                             $    10,000              --
                                                    -----------     -----------
    Total Current Liabilities                       $    10,000              --
                                                    -----------     -----------

Stockholders' Equity
Common Stocks - 10,000,000 shares                     7,408,910       7,408,910
authorized,  10,000,000 issued and
outstanding
 Paid-in Capital                                          1,400              --
Retained Earnings                                    (7,419,189)     (7,398,416)
                                                    -----------     -----------
        Total Stockholders' Equity                  $    (8,879)         10,494
                                                    -----------     -----------
Total Liabilities and Stockholders' Equity          $     1,121     $    10,494
                                                    -----------     -----------

    The accompanying notes are an integral part of the financial statements.
<PAGE>

                          LASER RECORDING SYSTEMS, INC.
              STATEMENT OF REVENUES, EXPENSES AND RETAINED EARNINGS

<TABLE>
<CAPTION>
                                                     Nine Months Ended             Three Months Ended
                                                         October 31                    October 31
                                                   2000             1999          2000             1999
                                                   ----             ----          ----             ----
<S>                                           <C>             <C>             <C>             <C>
Revenues:

Interest Income                               $          9    $         88    $         --    $         30
                                              ------------    ------------    ------------    ------------
     Total Revenues                           $          9    $         88    $         --    $         30
                                              ------------    ------------    ------------    ------------

Expenses:

Administrative Expenses                       $      9,903    $      2,339    $      1,226
Directors' Fees                               $      1,400              --                              --
Taxes                                         $      5,469    $      1,110
                                              ------------    ------------    ------------    ------------
Total Expenses                                $     16,772    $      3,449    $      1,226    $      1,600
                                              ------------    ------------    ------------    ------------
Net Loss                                      $    (16,763)   $     (3,361)   $     (1,226)   $     (1,570)
                                              ============    ============    ============    ============
Net loss per share                            $      (0.00)   $      (0.00)   $      (0.00)   $      (0.00)
Shares used in computing net loss per share     10,000,000      10,000,000      10,000,000      10,000,000
</TABLE>

    The accompanying notes are an integral part of the financial statements.
<PAGE>

                             LASER RECORDING SYSTEMS, INC.
                                STATEMENT OF CASH FLOWS
                               For the Nine Months Ended
                                      October 31

                                                        2000           1999
                                                        ----           ----
Cash flows from operating activities:
Net Loss                                            $        --     $        --
                                                    -----------     -----------

Cash flows from financing activities:
Maintaining of the Corporate Entity                 $    16,763     $    (3,361)
Accrued Expenses                                    $      (150)             --
Capital Contribution                                                         --
Loan from Officer                                   $    10,000              --
                                                    -----------     -----------
Net cash provided by (used in) financing activities $    (6,913)    $    (3,361)
                                                    -----------     -----------

Cash flows from investing activities
  Paid in capital                                   $     1,400              --
                                                    -----------     -----------
Net cash provided by investing activities           $     1,400              --
                                                    -----------     -----------

Increase (Decrease) in Cash                         $    (5,313)    $    (3,361)
Cash -- Beginning of Period                               6,634          10,498
                                                    -----------     -----------
Cash -- End of Period                               $     1,121     $     7,137
                                                    ===========     ===========

    The accompanying notes are an integral part of the financial statements.
<PAGE>

                          LASER RECORDING SYSTEMS INC.
                        NOTES TO THE FINANCIAL STATEMENTS
                             AS OF OCTOBER 31, 2000

GENERAL

Laser Recording Systems, Inc. (the Company) was organized in 1985 as the
successor to several other businesses by the original founder. In 1988, Poly
Ventures, Limited Partnership held approximately 70% of the outstanding voting
shares and maintained a controlling interest in the Company until 1998. In 1998
several investors acquired the remaining interest from Poly Ventures.

As reported in form 10-Q, on October 31st 1993, the Company ceased operations
and laid off all its employees on August 16 1993. The Company handed over
projects to their customers on that date.

BASIS OF PRESENTATION

The accompanying financial statements have been prepared in conformity with
generally accepted accounting principles and reflect all adjustments, which in
the opinion of management are necessary for a fair presentation of the results
for the periods shown. The results of operations for such periods are not
necessarily indicative of the results expected for the full fiscal year or for
any future period.

Note 1

In 1998 several investors purchased from Poly Ventures 1,975,408 Common Shares,
2,200,729 Preferred Shares, 225,321 Class B Cumulative Preferred Shares and
1,080,000 Class C Cumulative Preferred Shares. Included in the purchased were
two notes for the total of $190,000.

In 1999 all classes of the preferred shares, accrued dividends and interest,
paid-in capital and loans payable were converted to capital stock. As a result
the Company's board of Directors on January 15, 1999 authorized issuing
3,001,185 Common Shares for all liabilities and preferred stocks. In lieu of
compensation, the Board of Directors authorized issuing additional shares to the
officers of the Company. As a result, the Company recognized $1,400 director
fees and the same amount was credited against Paid In Capital. As of the date of
the financial statements, all 10,000,000 shares of the Company were issued and
outstanding. In addition, the officers received 1,800,000 of warrants for future
services. If the warrants are exercised, the Company will have to buy back its
stock on the open market.

Note 2

The Company discontinued operation on August 16, 1993, however the Company
maintained certain functions to continue the existence of the Corporation.
Stockholders services and maintaining of records were handled on an ongoing
basis. In 1999, the Company filed all necessary tax returns for the years of
February 1, 1993 to January 31, 1999. For financial statement purposes all
revenues and expenses are considered non-operating transactions from February 1,
1994 to the present.
<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS.

Results of Operations

The Company has no sources of revenue. Expenses reflect only the minimum cost of
maintaining the Company's operations and miscellaneous expenses associated with
seeking a merger partner. In view of these limited operations, management does
not believe that a comparison of specific line items from period to period it
would be meaningful.

Liquidity and Capital Resources

The Company's financial statements have been prepared assuming that it will
continue as a going concern. As shown in the financial statements, at October
31, 2000 the Company had total assets of $1,121 and an accumulated deficit of
$7,419,189. The Company obtains its entire financial support from loans from the
Company's majority shareholder. As January 15, 1999 all outstanding shareholder
loans, as well as all outstanding preferred stock, were converted into common
stock, and during the quarter ended July 31, 2000 the majority shareholder lent
the Company an additional $10,000. However, it is likely that additional loans
from that shareholder will be necessary if the Company is to pursue its plans to
merge with an operating enterprise. These factors, among other things, raise
substantial doubt about its ability to continue as a going concern. The
financial statements do not include any adjustments relating to the
recoverability and classification of recorded asset amounts or the amounts or
classification of liabilities that might be necessary should the Company be
unable to continue in operation.
<PAGE>

PART II -- OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K

(a) Exhibits

Exhibit No.
-----------

27  Financial Data Schedule.

                                   SIGNATURES

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


                                  LASER RECORDING SYSTEMS, INC.
                                  (Registrant)

Date: December 15, 2000
                                  /s/ Walter Hinchcliffe
                                  -------------------------------------------
                                  Walter Hinchcliffe
                                  President

Date: December 15, 2000
                                  /s/ Carl Lanzisera
                                  -------------------------------------------
                                  Carl Lanzisera
                                  Chief Financial Officer
                                  (Principal Financial and Accounting Officer)