SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON D.C. 20549

                                    FORM 10-Q

                   Quarterly Report Under Section 13 or 15 (d)
                     of the Securities Exchange Act of 1934

For the Quarter Ended September 30, 2000       Commission File Number 0 - 18064

                                YES CLOTHING CO.
             (Exact name of registrant as specified in its charter)

                                   California
         (State or other jurisdiction of incorporation or organization)

                                   95-376867
                           (I.R.S. Employer I.D. No.)

       4695 MacArthur Court, Suite 1450, Newport Beach, California 92660
          (Address of principal executive offices, including zip code)

                                 (949) 833-2094
              (Registrant's telephone number, including area code)

        4695 MacArthur Court, Suite 530, Newport Beach, California 92660
                 (Former Address, if changed since last report)

                                       N/A
             (Former telephone number, if changed since last report)

     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 shorter period that the Company was
required to file such reports), and [2] has been subject to such filing
requirements for the past 90 days.

                   NO___                   YES   X

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

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

           Class                                Outstanding at October 31, 2000
  Common Stock, $.01 par value                             127,865


<PAGE>


                                YES CLOTHING CO.
                                      INDEX

                                                                          Page

                                     PART I

Item 1.    Financial Information

           Balance Sheet..................................................... 3

           Statements of Operations.......................................... 4

           Statements of Cash Flows.......................................... 5

           Notes to Financial Statements..................................... 6

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

Item 3.   Quantitative and Qualitative Disclosures
                 about Market Risk........................................... 7


                           PART II. OTHER INFORMATION


Item 1.   Legal Proceedings.................................................. 8

Item 2.   Changes in Securities.............................................. 8

Item 3.   Defaults Upon Senior Securities.................................... 8

Item 4.   Submission of Matters to a Vote of
                 Security Holders............................................ 8

Item 5.   Other Information.................................................. 8

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

          Signatures......................................................... 9





                                        2
<PAGE>


                                YES CLOTHING CO.
                      CONSOLIDATED CONDENSED BALANCE SHEET
                      As of September 30, 2000 (Unaudited)


<TABLE>
<S>                                                             <C>


ASSETS
  Prepaid Taxes                                                 $         1,600
  Current Assets                                                $         1,600

LIABILITIES AND SHAREHOLDERS' DEFICIT
  Accounts payable                                              $     1,215,877
  Accrued expenses                                                      482,785
  Due to affiliate                                                      282,120

       Total current liabilities                                      1,980,782

Shareholder's Deficit:
  Series A convertible preferred stock, no par;
   2,000,000 shares authorized; 1,277,005 shares
   issued and outstanding; convertible into
   416,942 shares of common stock                                     1,409,000
  Common stock, no par; 20,000,000 shares
   authorized; 127,865 issued and outstanding                        11,949,000
  Accumulated deficit                                               (15,337,182)

         Total shareholders' deficit                                 (1,979,182)

                                                                $         1,600
</TABLE>










         See accompanying notes to these condensed financial statements.


                                        3
<PAGE>


                                YES CLOTHING CO.

                       CONDENSED STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>




                         For the Six Months Ended    For the Three Months Ended
                              September 30,               September 30,
                            2000           1999        2000              1999
                               (Unaudited)                 (Unaudited)
<S>                      <C>           <C>           <C>          <C>

Net sales                $          -  $         -   $         -  $          -

Expenses:
  Selling, general and
  administrative               57,327      101,000        37,327        53,000
  Loss from operations        (57,327)    (101,000)      (37,327)      (53,000)
Other income (expense):
Loss before income taxes      (57,327)    (101,000)      (37,327)      (53,000)
Income tax expense                855            -           855             -

Loss before
  extraordinary items         (58,182)    (101,000)      (38,182)      (53,000)

Extraordinary gain from
  forgiveness of debt,
  net of income taxes
  of $0                       971,000            -       971,000             -

Net income (loss)        $    912,818  $  (101,000)  $   932,818  $    (53,000)

Basic and diluted
  income (loss) per
  share:
   Loss from continuing
     operations          $      (0.46) $     (0.79)  $     (0.30) $      (0.41)
   Extraordinary gain            7.59            -          7.59             -
   Net income (loss)     $       7.14  $     (0.79)  $      7.30  $      (0.41)

Weighted average number
   of shares
   outstanding                127,865      127,865       127,865       127,865



</TABLE>

         See accompanying notes to these condensed financial statements.



                                        4
<PAGE>


                                YES CLOTHING CO.
                       CONDENSED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>



                                                           Six Months Ended
                                                             September 30,
                                                          2000           1999
                                                       (Unaudited)   (Unaudited)
<S>                                                    <C>          <C>

Cash Flows from Operating Activities:
   Net Income (loss)                                   $  912,818   $  (101,000)
   Reconciliation of  net income
     (loss) to net cash used by
     operating activities:

   Gain on extinguishment of debt                        (971,000)            -
   Increase (decrease) in cash
     due to changes in operating
     assets and liabilities:
       Prepaid expenses                                    (1,600)            -
       Accounts payable                                    35,887             -
       Accrued expenses                                    (2,225)        5,000
   Net cash used by operating activities                  (26,120)      (96,000)

Cash Flows from Financing Activities:
   Increase in due to affiliate                            26,120        96,000
   Net cash provided by financing activities               26,120        96,000
   Net change  in cash                                          -             -
   Cash, at beginning of period                                 -             -

   Cash, at end of period                              $        -   $         -

</TABLE>











         See accompanying notes to these condensed financial statements


                                        5
<PAGE>

                                YES CLOTHING CO.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                  June 30, 2000




Note 1.  Organization

Yes Clothing Co. (the "Company") was incorporated on July 1, 1982, in the State
of California. Through July 1997, the Company designed, manufactured and
marketed a diversified line of apparel primarily for women and young men. The
Company sold its garments throughout the United States and Canada to retail
department stores, specialty chains and specialty stores.

In June 1996, the Company's principal shareholder sold approximately 50% of the
Company's outstanding shares to an individual who assumed the position of
Chairman and Chief Executive Officer of the Company. In July 1997, due to a lack
of trade credit and working capital, the Company temporarily suspended its
operations pending receipt of additional capital or third party credit. In
December 1997, the Company filed for protection from its creditors pursuant to
Chapter 11 of the United States Bankruptcy Code. In March 1998, the Bankruptcy
Court dismissed the Company's bankruptcy proceedings.

In April 1998, the Company relinquished its rights to the YES(R) trademarks in
connection with a purchase and sale agreement whereby an affiliate of the
Company satisfied certain senior secured debt on behalf of the Company (see Note
7).

On October 9, 2000, the Company was merged into Yes Clothing Company, Inc., a
Nevada corporation formed by it on July 31, 2000, and changed its name from Yes,
Clothing Co. At that time, the newly formed Nevada corporation exchanged one (1)
share for every one hundred (100) shares of YES Clothing Co. The merger was
recorded at historical costs since the companies were under common control, and
all amounts, including share information, have been retroactively restated for
the years presented.

Note 2.  Summary of Significant Accounting Policies

Going Concern

The accompanying financial statements have been prepared in conformity with
generally accepted accounting principles, which contemplates continuation of the
Company as a going concern. The Company has experienced recurring losses since
1992. At September 30, 2000, the Company has liabilities in excess of assets
totaling approximately $2.0 million. These factors raise substantial doubt about
the Company's ability to continue as a going concern. Management intends to
execute a plan of reorganization, which contemplates that the Company will
satisfy substantially all its obligations through the issuance of common stock,
among other things. Once the liabilities can be satisfied, the Company can seek
capital through a private or public of equity securities. There are no
assurances that a plan of reorganization can be completed or that funds will be
available to the Company to effect its business plan.


                                        6
<PAGE>

                                YES CLOTHING CO.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                  June 30, 2000

Unaudited Interim Financial Statements

In the opinion of management, the unaudited financial statements include all
adjustments (consisting of normal recurring accruals) necessary to present
fairly the Company's results of operation for the three and six months ended
September 30, 2000 and 1999 and cash flows for the six months ended September
30, 1999 and 2000. These results are not necessarily indicative of the results
expected for the year ending March 31, 2001.

Restatement of Shares Outstanding

All historical share and per share amounts have been restated to reflect the one
for one hundred exchange of shares resulting from the Company reincorporating in
Nevada and effecting the merger on October 9, 2000 (Note 1).

Note 3.  Extraordinary Item

In fiscal 1997, the Company filed a carryback claim for a refund of certain
taxes paid in prior periods totaling approximately $971,000. The Company was
notified in fiscal 1998 that the carryback claim was invalid and that the
Company is obligated to repay such monies. Accordingly, the Company recorded a
liability for the $971,000. The Company appealed the audit assessment and in the
second quarter of fiscal 2001, entered into a settlement agreement with the IRS,
whereby the assessment was reversed.

As a result of the agreement, the Company recognized extraordinary income of
$971,000 in the second quarter of fiscal 2001.

Note 4.  Subsequent Event

In September 2000, the Company was notified by Newbridge Capital, Inc. ("NBRG")
of its intention to convert 177,005 shares of the Company's Series A Preferred
into common stock. Upon issuance of the common shares, NBRG will own
approximately 49% of the outstanding common shares of the Company.


                                        7
<PAGE>


Item 2:  Management's  Discussion  and  Analysis of Financial Condition
         And Results of Operations

Results of Operations

Quarter Ended September 30, 2000 versus September 30 1999

In July 1997, due to a lack of trade credit and working capital, we temporarily
suspended our operations pending receipt of additional capital or third party
credit. We began liquidating our inventory and other assets at below cost. On
December 17, 1997, we filed for protection from our creditors pursuant to
Chapter 11 of the United States Bankruptcy Code. In March 1998, we were
dismissed from our bankruptcy proceedings.

There were no operations during second quarter of fiscal 2001, and 2000. As a
result, there were no revenues or cost of revenues were incurred.

Total selling, general and administrative ("SG&A") expenses for the second
quarter were $37,000 in fiscal 2001 as compared to $53,000 in fiscal 2000. The
expenses were primarily attributed to accrued expenses for services that began
in the second quarter of fiscal 1999 and the fluctuation is not considered
significant.

Extraordinary Item

As noted in Note 3, as a result of settlement agreement with the IRS, the
Company recognized extraordinary income of $971,000 in the second quarter of
fiscal 2001.

Capital Resources and Liquidity

We have incurred net losses and negative cash flows from operating activities
since inception. At September 30, 2000, through the date of this filing, our
liabilities exceed our assets by approximately $2.0 million. These factors
discussed above raise substantial doubt about our ability to continue as a going
concern. We currently receive financial support from NuVen. Our future depends
on our ability to execute a plan of reorganization which consists of the
satisfaction of our obligations primarily through the issuance of shares of
common stock. Upon the completion of our plan of reorganization, if successful,
we intend to reacquire the Yes Clothing Co. trademarks. This will pave the way
for us to raise capital through a private or public offering of securities;
however, there are no assurances that we will be successful in raising such
capital. Upon completing a raise of capital, we plan to secure licenses for
rights to manufacture, distribute and sell clothing and accessories containing
the Yes trademark. These contracts will, if successful, generate license
acquisition fees to provide working capital. We do not intend to operate in the
day-to-day operations of manufacturing, distributing and marketing products
containing the Yes brand.

Item 3.  Quantitative and Qualitative Disclosures about Market Risk

         N/A


                                        8
<PAGE>


PART II. OTHER INFORMATION

Item 1.  Legal Proceedings

         No change from that which was reported in the Form 10K for the year
         ended March 31, 2000.

Item 2.  Changes in Securities

         None.

Item 3.  Defaults Upon Senior Securities

         None.

Item 4.  Submission of Matters to a Vote of Security Holders

         None.

Item 5.  Other Information

         None.

Item 6.  Exhibits and Reports on Form 8-K

         None.


                                        9
<PAGE>


                                   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.

                                            YES CLOTHING CO.

Dated:    November 20, 2000         By:  /s/   Jon L. Lawver
                                               Jon L. Lawver
                                               Treasurer, Secretary and Director