UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                              Washington, D.C.  20549


                                    FORM 10-QSB




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

For the quarterly period ended September 30, 2000

                                        OR

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

For the transition period from _______________  to _________________

Commission file number:   2 - 87052 - D
                          -------------

                            Cogenco International, Inc.
--------------------------------------------------------------------------------
              (Exact name of Registrant as specified in its charter)

         Colorado                                             84-0914754
--------------------------------------------------------------------------------
(State or other jurisdiction of                    (IRS Employer Identification
 incorporation or organization)                     Number)

             Suite 1001, 1775 Sherman Street, Denver, Colorado  80203
--------------------------------------------------------------------------------
               (Address of principal executive offices and Zip Code)

                                  (303) 894-0234
--------------------------------------------------------------------------------
                          (Registrant's telephone number)

                                      N/A
               (Former name, former address and former fiscal year,
                           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 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

                       APPLICABLE ONLY TO CORPORATE ISSUERS:

The number of shares  outstanding of the issuer's classes of common stock, as of
October 25, 2000 is 1,788,756 shares, $.01 par value.



<PAGE>


                            COGENCO INTERNATIONAL, INC.
                           (A Development Stage Company)


                                       INDEX
                                       -----


                                                                        Page No.
                                                                        --------

   PART I. FINANCIAL INFORMATION
   -----------------------------

   Balance Sheet - March 31, 2000 and September 30, 2000 (unaudited)         1

   Statement of Operations - For the Three Months Ended September 30,
   1999 and 2000 (Unaudited)                                                 2

   Statement of Operations - For the Six Months Ended September 30,
   1999 and 2000 and Cumulative Amounts from Inception of the
   Development Stage (July 26, 1990) through September 30, 2000
   (unaudited)                                                               3

   Statement of Stockholders' Equity - For the Six Months Ended
   September 30, 2000 (unaudited)                                            4

   Statement of Cash Flows - For the Six Months Ended September 30,
   1999 and 2000 and Cumulative Amounts from Inception of the
   Development Stage (July 26, 1990) through September 30, 2000
   (unaudited)                                                               5

   Notes to Unaudited Financial Statements                                   6

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

   PART II. OTHER INFORMATION                                                7
   --------------------------

<PAGE>



                          COGENCO INTERNATIONAL, INC.
                         (A Development Stage Company)
                                 BALANCE SHEET
                     March 31, 2000 and September 30, 2000
                                  (Unaudited)

                                     ASSETS
                                     ------

                                                      March 31,    September 30,
                                                        2000           2000
                                                        ----           ----
Current asset:
   Cash, in interest bearing accounts                $    87,058    $    77,486

Computer equipment, at cost, net of accumulated
   depreciation of $3,069 (March)
   and $3,319 (September)                                    503            253
                                                     -----------    -----------

                                                     $    87,561    $    77,739
                                                     ===========    ===========


                              STOCKHOLDERS' EQUITY
                              --------------------

Stockholders' equity:
   Preferred stock, $.01 par value;
    10,000,000 shares authorized,
    no shares issued and outstanding                 $      --      $      --
   Common stock, $.01 par value;
    50,000,000 shares authorized,
    1,788,756 shares issued and outstanding               17,888         17,888
   Additional paid-in capital                          2,054,400      2,054,400
   Accumulated deficit (including
    $625,088 deficit accumulated during
    the development stage at
    September 30, 2000)                               (1,984,727)    (1,994,549)
                                                     -----------    -----------

    Total stockholders' equity                       $    87,561    $    77,739
                                                     ===========    ===========

                            See accompanying notes.

                                       1

<PAGE>


                          COGENCO INTERNATIONAL, INC.
                         (A Development Stage Company)
                            STATEMENT OF OPERATIONS
             For the Three Months Ended September 30, 1999 and 2000
                                  (Unaudited)

                                                       1999            2000
                                                       ----            ----
Revenues:
   Interest income                                 $     1,027      $       905

Costs and expenses:
   Legal fees - related party (Note 3)                     774              785
   General and administration                            1,167            1,278
   Depreciation                                            125              125
                                                   -----------      -----------

    Total costs and expenses                             2,066            2,188
                                                   -----------      -----------

      Net loss (Note 2)                            $    (1,039)     $    (1,283)
                                                   ===========      ===========

Basic and diluted loss per common share            $         *      $         *
                                                   ===========      ===========

Weighted average number of common
   shares outstanding                                1,788,756        1,788,756
                                                   ===========      ===========

    *    Less than $.01 per share

                            See accompanying notes.

                                     2

<PAGE>


                          COGENCO INTERNATIONAL, INC.
                         (A Development Stage Company)
                            STATEMENT OF OPERATIONS
       For the Six Months Ended September 30, 1999 and 2000 and Cumulative
         Amounts from Inception of the Development Stage (July 26, 1990)
                           Through September 30, 2000
                                   (Unaudited)
                                                                     Cumulative
                                    Six Months Ended September 30,  amounts from
                                          1999            2000        Inception
                                          ----            ----        ---------

Revenues:
   Interest income                      $    2,081      $    1,876  $    38,982

Costs and expenses:
   Legal fees - related party (Note 3)       2,234           6,163      171,167
   Consulting and travel expenses -
    related party (Note 3)                       -               -      152,380
   Dry hole costs                                -               -      123,086
   General and administration                5,132           5,285      214,118
   Depreciation                                250             250        3,319
                                        ----------      ----------  -----------

    Total costs and expenses                 7,616          11,698      664,070
                                        ----------      ----------  -----------

      Net loss (Note 2)                 $   (5,535)     $   (9,822) $  (625,088)
                                        ==========      ==========  ===========

Basic and diluted loss per common share $        *      $    (0.01) $     (0.46)
                                        ==========      ==========  ===========

Weighted average number of common
   shares outstanding                    1,788,756       1,788,756    1,359,196
                                        ==========      ==========   ==========

    *    Less than $.01 per share

                            See accompanying notes.

                                       3

<PAGE>
<TABLE>


                                               COGENCO INTERNATIONAL, INC.
                                               (A Development Stage Company)
                                             STATEMENT OF STOCKHOLDERS' EQUITY
                                         For the Six Months Ended September 30, 2000
                                                         (Unaudited)
<CAPTION>

                                                                    Additional                   Total
                                                Common stock          paid-in    Accumulated  stockholders'
                                             Shares      Amount      capital      deficit       equity
                                             ------      -------
<S>                                        <C>           <C>        <C>          <C>          <C>

Balance at  March 31, 2000                 1,788,756     $ 17,888   $2,054,400   $(1,984,727)    $ 87,561

   Net loss for the six months ended
    September 30, 2000                             -            -            -        (9,822)      (9,822)
                                           ---------     --------   ----------   -----------     --------

Balance, September 30, 2000                1,788,756     $ 17,888   $2,054,400   $(1,994,549)    $ 77,739
                                           =========     ========   ==========   ===========     ========
</TABLE>


                                                See accompanying notes.

                                                          4

<PAGE>


                          COGENCO INTERNATIONAL, INC.
                         (A Development Stage Company)
                            STATEMENT OF CASH FLOWS
       For the Six Months Ended September 30, 1999 and 2000 and Cumulative
         Amounts from Inception of the Development Stage (July 26, 1990)
                           Through September 30, 2000
                                   (Unaudited)

                                                                     Cumulative
                                     Six Months Ended September 30, amounts from
                                             1999          2000       Inception
                                             ----          ----       ---------
Cash flows from operating activities:
   Net loss                                $ (5,535)    $ (9,822)     $(625,088)
   Adjustment to reconcile net loss to net
    cash used in operating activities:
      Depreciation expense                      250          250          3,319
      Consulting fees paid directly by
       common stock purchasers                    -            -         50,000
      Increase (decrease) in accounts
       payable                                    -            -          4,997
                                           --------     --------      ---------

      Net cash used in operations            (5,285)      (9,572)      (566,772)

Cash flows from investing activities:
   Purchase of computer equipment                 -            -         (3,572)
                                           --------     --------      ---------

      Net cash used in investing activities       -            -         (3,572)

Cash flows from financing activities:
   Proceeds from sale of common stock             -            -        647,800
   Short-term borrowings                          -            -        100,000
   Repayments of short-term borrowings            -            -       (100,000)
                                           --------     --------      ---------

      Net cash provided by financing
       activities                                 -            -        647,800
                                           --------     --------      ---------

Net increase (decrease) in cash             (5,285)       (9,572)        77,456

Cash and cash equivalents at
   beginning of period                      94,735        87,058             30
                                          --------      --------      ---------

Cash and cash equivalents at
   end of period                          $ 89,450      $ 77,486       $ 77,486
                                          ========      ========       ========



                            See accompanying notes.

                                       5

<PAGE>



                           COGENCO INTERNATIONAL, INC.
                           (A Development Stage Company)
                      NOTES TO UNAUDITED FINANCIAL STATEMENTS
                                 September 30, 2000


1. Basis of presentation
   ---------------------

   The  accompanying  financial  statements  have been  prepared by the Company,
   without  audit.  In the opinion of  management,  the  accompanying  unaudited
   financial  statements  contain  all  adjustments  (consisting  of only normal
   recurring  accruals)  necessary  for a fair  presentation  of  the  financial
   position  as of March 31, 2000 and  September  30,  2000,  and the results of
   operations and cash flows for the periods ended September 30, 1999 and 2000.

2. Income taxes
   ------------

   No provision  for income taxes is required at March 31, 2000,  and  September
   30, 2000 because,  in  management's  opinion,  the effective tax rate for the
   years will be zero.

   As of March 31, 2000 and  September 30, 2000,  total  deferred tax assets and
   valuation allowance are as follows:

                                                       March 31,   September 30,
                                                         2000          2000
                                                         ----          ----
     Deferred tax assets resulting from loss
       carryforward                                   $ 240,000     $ 244,000
     Valuation allowance                               (240,000)     (244,000)
                                                       ---------     ---------

                                                      $       -     $       -
                                                      =========     =========

3. Related party transactions
   --------------------------

   For the period of inception of the  development  stage to September 30, 2000,
   the  Company  incurred  legal  costs of  $88,221,  from a law firm  which was
   formerly a principal  stockholder.  A former  principal of that law firm is a
   relative of an officer and director of the Company.

   For the six months ended  September 30, 1999, and 2000, and from inception of
   the development stage, the Company incurred legal costs of $2,234, $6,163 and
   $82,946 respectively.  A former principal of the law firm is a relative of an
   officer and director of the Company.


                                       6

<PAGE>


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

   Material Changes in Financial Condition

   At September 30, 2000, the Company had working capital of $77,486 as compared
   to working capital of $87,058 on March 31, 2000. The decrease is attributable
   primarily to a net  operating  loss for the six month period of $9,822.  This
   was caused  principally  by costs and  expenses  consisting  of legal fees of
   $6,163,  accounting  fees of $3,507,  miscellaneous  expenses  of $2,028 with
   minimal  offsetting  interest and miscellaneous  income of $1,876. No charges
   have been made for  management  of the Company for the six month period ended
   September  30, 2000 since the officers of the Company  waived any  management
   fees payable by the Company. No charge has been made for rent, since the cost
   would be minimal.  The Company  expects to continue  incurring  expenses  for
   seeking and evaluating  business  prospects until it acquires or participates
   in a business opportunity.  Since the Company became inoperative in 1988, its
   management has been seeking an appropriate acquisition candidate to acquire.

   Material Changes in Results of Operations

   The Company is not  operating in any business at this time but is  continuing
   to seek out business opportunities and, if appropriate financing is obtained,
   will operate in the oil and gas business.  It is anticipated that the Company
   will continue to incur losses in the near future.

   The Company's management does not believe that the Company will be materially
   adversely  affected by the computer software Year 2000 issue. The Company has
   not had any problem in  connection  with the Year 2000 issue.  The  Company's
   vendors and suppliers  may have some  exposure to the issue but at this time,
   management does not anticpate any adverse impact on the Company's operations.
   The Company  believes  that some of its software and hardware may not be Year
   2000 compliant and intends to upgrade its hardware and software, as necessary
   to achieve  Year 2000  compliance.  It is believed  that costs to upgrade the
   Company's  hardware and software  will not  materially  effect the results of
   operations.

   PART II

   Item 6.  Exhibits and Reports on Form 8-K

   A. Exhibits

      Exhibit 27 - Financial Data Schedule

   B. Reports on Form 8-K

   During  the  quarter ended  September 30, 2000,  the  Registrant has filed no
   reports on Form 8-K.

                                       7

<PAGE>



                                     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.

Date: November 1, 2000                             /s/ David W. Brenman
                                             ---------------------------------
                                                   David W. Brenman, President

                                       8