U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

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

            For the quarterly period ended June 30, 2000

                        Commission File Number 33-6859-D

                                ZEON Corporation
                            ------------------------
             (Exact name of registrant as specified in its charter)


         Colorado                                    84-0827610
--------------------------------               ----------------------
(State or other jurisdiction of                   (I.R.S. Employer
 incorporation or organization)                Identification Number)

         1500 Cherry Street           Louisville, CO      80027
        -------------------------------------------------------
        (Address of principal executive offices)      (Zip Code)

                                 (303) 666-9400
              ---------------------------------------------------
              (Registrant's telephone number including area code)


             ------------------------------------------------------
             (Former name, former address and former fiscal year if
                          changed since last reported)


Check  whether the issuer (1) filed all reports  required to be filed by Section
12, 13 or 15(d) of the Securities 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.
                                                             [X] Yes      [ ] No

Number of shares of Common Stock Outstanding at June 30, 2000

                  Common Stock, No Par Value          344,583
                  --------------------------    ------------------
                           (Class)              (Number of Shares)

Transitional Small Business Disclosure Format (check one):
[ ]Yes      [X] No

<PAGE>


                                                  ZEON Corporation

                                                        INDEX

                                                                       Page

Part I - Financial Information

Balance Sheet June 30, 2000 and December 31, 1999                        3

Statement of Operations - Three Months Ended
                  June 30, 2000 and 1999                                 5

Statement of Operations - Six Months Ended
                  June 30, 2000 and 1999                                 6

Statements of Cash Flows - Six Months Ended
              June 30, 2000 and 1999                                     7

Notes to Financial Statements                                            8

Management's Discussion and Analysis of Financial
         Condition and Results of Operations                            10

Part II - Other Information                                             13

Signature Page                                                          14





                                       2
<PAGE>




                                ZEON Corporation
                                 BALANCE SHEETS
                                   (UNAUDITED)

                                                    June 30, 2000   Dec.31,1999
                                                    -------------   -----------

CURRENT ASSETS

Cash                                                  $ 616,721       $ 145,521
Trade Receivables, Net of Allowance
         for Doubtful Accounts                          856,449         467,320
Inventories                                             793,015         429,848
Prepaid Inventory                                           -0-         110,590
Prepaid Expenses and Other                               68,407          59,666
                                                      ---------       ---------

         TOTAL CURRENT ASSETS                         2,334,592       1,212,945


Property and Equipment (net of
         accumulated depreciation and
         amortization)                                  164,502         156,194
Other                                                    43,840          28,360
                                                      ---------       ---------

         TOTAL NON-CURRENT ASSETS                       208,342         184,554


         TOTAL ASSETS                                $2,542,934      $1,397,499
                                                      =========       =========



                                       3
<PAGE>


                                ZEON Corporation
                           BALANCE SHEETS (Continued)
                                   (UNAUDITED)

                                                    June 30, 2000    Dec.31,1999
                                                    -------------    -----------

CURRENT LIABILITIES
Accounts Payable                                     $ 116,608        $ 160,708
Accrued Expenses                                        24,227           69,683
Customer Deposits                                      545,769           20,694
Line of Credit                                         818,965          220,811
Current Portion of Long-Term Debt                        6,528            6,528
                                                     ---------        ---------
         TOTAL CURRENT LIABILITIES                   1,512,097          478,424

Long-Term Debt (net of current
         portion)                                       88,573           18,069
                                                     ---------        ---------

         TOTAL LIABILITIES                           1,600,670          496,493
                                                     ---------        ---------

Shareholders Equity:
Common stock, no par, $.10 stated
value; authorized 100,000,000;
issued 344,583 and 344,717
June 30, 2000 and December 31, 1999                     34,454           34,471

Capital in Excess of Stated Value                      925,925          926,310
Deficit                                                (18,115)         (59,775)
                                                     ---------        ---------

         TOTAL SHAREHOLDERS EQUITY                     942,264          901,006
                                                     ---------        ---------

TOTAL LIABILITIES AND
         SHAREHOLDERS EQUITY                        $2,542,934       $1,397,499
                                                     =========        =========



                                       4
<PAGE>

                                ZEON Corporation
                             STATEMENT OF OPERATIONS
                                   (UNAUDITED)

                                     Three Months Ended   Three Months Ended
                                       June 30, 2000         June 30, 1999
                                     ------------------   ------------------
Net Sales                               $ 1,468,174          $ 798,276
Cost of Sales                             1,137,126            568,737
                                          ---------            -------

Gross Profit                                331,048            229,539

Operating Expenses:
         Selling                            145,856             85,888
         General                            169,088            108,476

         Research & Development              57,755             35,735
                                          ---------            -------


                                            372,699            230,099
                                          ---------            -------

Income (Loss) From Operations               (41,651)              (560)


Other Income (Expenses):
         Interest Expense                   (10,541)            (1,104)
     Interest Income                            905              1,085
         Other Income (Expenses)             10,081              8,199
                                          ---------            -------
                                                445              8,180

Income Taxes                                    -0-                620
                                          ---------            -------

Net Income (Loss)                        $  (41,206)          $  7,000
                                          =========            =======

Earning per share:
  Net Income (Loss)                      $     (.12)          $    .02
                                          =========            =======
Weighted Average Common
  Shares Outstanding                        346,000            348,841





                                       5
<PAGE>




                                ZEON Corporation
                             STATEMENT OF OPERATIONS
                                   (UNAUDITED)

                                           Six Months Ended    Six Months Ended
                                            June 30, 2000        June 30, 1999
                                           ----------------    ----------------
Net Sales                                    $ 2,524,238          $ 1,409,600

Cost of Sales                                  1,847,873              978,900
                                              ----------           ----------

Gross Profit                                     676,365              430,700

Operating Expenses:
         Selling                                 238,612              153,425
         General                                 295,327              220,813
         Research & Development                  106,185               72,317
                                              ----------           ----------


                                                 640,124              446,555
                                              ----------           ----------

Income (Loss) From Operations                     36,241              (15,855)


Other Income (Expenses):
         Interest Expense                        (15,805)              (1,534)
         Interest Income                             943                2,307
         Other Income (Expenses)                  20,281               18,642
                                              ----------           ----------
                                                   5,419               19,415

Income Taxes                                         -0-                  620
                                              ----------           ----------

Net Income                                   $    41,660          $     2,940
                                              ==========           ==========

Earning per share:
  Net Income                                 $       .12          $       .01
                                              ==========           ==========

Weighted Average Common
  Shares Outstanding                             346,000              348,841




                                       6
<PAGE>

                                ZEON Corporation
                            STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

                                               Six Months Ended Six Months Ended
                                                 June 30, 2000    June 30, 1999
                                               ---------------- ----------------
Cash Flows From Operating Activities:
   Net Income (Loss)                               $  41,660       $   2,940
   Adjustments to Reconcile Net Income
   to Net Cash Provided By (Used
   In) Operating Activities:
      Depreciation & Amortization                     12,630          19,845
      Provisions for Losses on
        Accounts Receivable                            6,500           4,500
   Change in Operating Assets & Liabilities:
      Decrease (Increase) in Accts Receivable       (395,629)        (43,369)
      Decrease (Increase) in Inventory              (363,167)        (91,041)
      Decrease (Increase) in Prepaid Assets          101,849          19,561
      Increase (Decrease) in Accts Payable           (44,100)         43,489
      Increase (Decrease) in Customer Deposits       525,075             -0-
      Increase (Decrease) in Accrued Expenses        (45,455)        (19,129)
                                                   ---------       ---------
TOTAL ADJUSTMENTS:                                  (202,297)        (66,144)

Net Cash Provided By (Used In) Operating
  Activity:                                         (160,637)        (63,204)

Cash Flows From Investing Activities:
   Proceeds from sale of Fixed Assets                -0-               1,300
   Purchase of Capital Assets                        (36,418)        (26,253)
                                                   ---------       ---------

Net Cash Provided by (Used In) Investing
  Activities:                                        (36,418)        (24,953)

Cash Flows From Financing Activities:
      Purchase of Common Stock                          (402)         (1,476)
      Proceeds from Equipment Loan                    76,790             -0-
         Loan Payments                                (6,286)         (3,395)
     Proceeds from Line of Credit                  1,202,039          72,000
         Line of Credit Payments                    (603,886)            -0-
                                                   ---------       ---------

Net Cash Provided By (Used In) Financing
  Activities:                                        668,255          67,129

Net Increase (Decrease) In Cash:                     471,200         (21,028)

Cash At Beginning of Period:                         145,521         169,891

Cash At End of Period:                            $  616,721      $  148,863
                                                   =========       =========




                                       7
<PAGE>

                              ZEON Corporation
                          NOTES TO FINANCIAL STATEMENTS

1.       Summary of significant accounting policies:

         The financial  statements  included  herein are presented in accordance
         with the  requirements  of Form 10-QSB and  consequently do not include
         all of the disclosures  normally made in the  registrant's  annual Form
         10-KSB filing. These financial statements should be read in conjunction
         with the  financial  statements  and  notes  thereto  included  in ZEON
         Corporation's Annual Report and Form 10-KSB filed on March 28, 2000 for
         the fiscal year 1999.

         In the  opinion  of  management,  the  unaudited  financial  statements
         reflect all  adjustments  of a normal  recurring  nature  necessary  to
         present  a  fair  statement  of  the  results  of  operations  for  the
         respective interim periods. The year-end balance sheet data was derived
         from audited financial statements, but does not include all disclosures
         required by generally accepted accounting principles.

2.       Inventories:

         Inventories consist of the following:

                                        June 30,     December 31,
                                          2000          1999
                                       ---------       -------
                  Finished Goods       $ 608,286     $ 204,411
                  Work-in-process         20,425        40,925
                  Raw Materials          164,304       184,512
                                       ---------     ---------
                                       $ 793,015     $ 429,848
                                       =========     =========

3.       Notes payable and long-term debt:

         The  Company  has  a  line-of-credit   commitment  from  its  bank  for
         borrowings  of up to  $1,000,000,  with interest on any borrowing at 1%
         above  the  bank's  reference  rate  to  be  paid  monthly.   The  loan
         commitment,  if  exercised,  is  collateralized  by trade  receivables,
         inventories, property and equipment and intangibles. Under the terms of
         the agreement,  the Company is subject to certain  restrictions,  which
         include,  among other things,  restrictions  on borrowings and dividend
         payments. At June 30, 2000 and December 31, 1999, $818,965 and $220,811
         were outstanding under the line of credit agreements, respectively.

                                       8
<PAGE>

                                ZEON Corporation
                          NOTES TO FINANCIAL STATEMENTS

         A Company vehicle was purchased and financed with a $36,000 loan. Terms
         of the debt are five years and an 8 1/4% interest rate.

         Newly  acquired  equipment  was  financed  in March 2000 with a $76,790
         loan.  Terms of the debt are five  years  and an  interest  rate at the
         bank's reference rate plus 1%.

4.       Commitments and related party transactions:

         The Company  leases its  primary  manufacturing  and office  facilities
         through January 2003 from an entity in which the Company's president is
         a 50% partner.  The lease requires  monthly  payments of  approximately
         $8,200. The Company is responsible for maintenance and operating costs.

         In  April  2000,  the  Company  expanded  into an  additional  facility
         adjacent to the existing  manufacturing  and office  facilities.  These
         facilities  are also  leased  from an  entity  in which  the  Company's
         president is a 50% partner. The existing lease has been superceded by a
         new lease for current and  additional  space,  which  requires  monthly
         payments of approximately $21,000 and expires March 2010 with an option
         for one five-year  extension  period.  The Company is  responsible  for
         maintenance and operating costs.

         The Company has an operating  lease  agreement with an unrelated  party
         for additional manufacturing facilities which requires monthly payments
         of  approximately  $6,200 through  December 31, 2000 including  renewal
         options.  The Company entered into a sublease  agreement for this space
         with an  unrelated  party  through  December  31,  2000 for an  initial
         monthly rent of $10,700 and increasing at 5% per year.

                                       9
<PAGE>

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS:

Factors That May Affect Operating Results

The statements  contained in this Form 10-QSB that are not purely historical are
forward  looking  statements  within the  meaning of  federal  securities  laws,
including statements regarding the Company's expectations,  hopes, intentions or
strategies regarding the future. All forward looking statements included in this
document are based on  information  available to the Company on the date hereof,
and the  Company  assumes  no  obligation  to update  any such  forward  looking
statements.  It is important to note that the  Company's  actual  results  could
differ materially from those in such forward-looking statements.

Financial Condition:

The liquidity of ZEON Corporation remains adequate,  with a current ratio of 1.5
to 1 as of June 30, 2000,  and 2.5 to 1 as of December  31,  1999.  With a sales
increase  of 79% over  last  year's  first six  months,  trade  receivables  and
inventory  have  increased  by $389,000 and  $363,000  respectively.  Additional
building  space was rented to accommodate  the growing  business and its related
inventory.  Capital  expenditures of $36,418 were incurred to address  inventory
storage and upgrade assembly production.  Liquidity from on-going operations and
the  Company's  line of  credit is  considered  adequate  to meet the  Company's
immediate cash requirements.

Results of Operations:

Results of operations for the Three months ending June 30, 2000 and 1999
------------------------------------------------------------------------

                                        THREE MONTHS ENDED JUNE 30,

                                         2000                   1999
                                       --------               -------
                  Sales:             $ 1,468,174             $ 798,276
                  Income (Loss):         (41,206)                7,000


Although sales increased 84% over 1999's second quarter, gross profit percentage
fell 6.3 points to 22.5%. Lower non-beverage  business volume,  additional lower
margin beverage  business and additional  building costs accounted for the gross
profit percentage  decrease.  Operating expenses increased by $143,000 over last
year's second quarter.

                                       10
<PAGE>

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS:

Selling Expense increased from $86,000 to $146,000 from 1999's second quarter to
2000's second quarter. All of this increase resulted from customer service costs
(17%) and commissions (83%) on the additional business.

Current second quarter  General and  Administrative  Expenses rose by $61,000 to
$169,000 over same period last year.  Salary  increases and consulting  expenses
accounted  for  the  increase.   Consulting  was  incurred  to  address  special
information and coordination  requirements of the additional  beverage  business
segment.

Research and Development Expense rose from $35,700 last year's second quarter to
$57,800 for second  quarter 2000.  Additional  space costs and hiring of graphic
designer were primary contributors.

Results of operations for the Six months ending June 30, 2000 and 1999
----------------------------------------------------------------------

                                  SIX MONTHS ENDED JUNE 30,

                                2000                  1999
                              --------              -------
                  Sales:      $2,524,238          $1,409,600
                  Income:         41,660               2,940

Sales for 2000 first half rose 79% from 1999's  first  half.  Profit made in the
first quarter was offset by second  quarter's loss,  resulting in a year-to-date
net income of $41,660.  Margin lost from a drop in non-beverage  business volume
of approximately $100,000 and additional building costs depressed second quarter
financial results. The Company has a June 30, 2000 backlog of $1,750,000.

Gross profit  margin,  as a percentage  of sales in the first half of 2000,  was
26.8% or down 3.8 points  from  1999's  first  half.  This point drop was due to
lower non-beverage  volume,  lowered margin on the additional  beverage business
and additional production occupancy costs.

Selling  expenses  increased  by 56% percent  over first half 1999.  The $85,000
increase resulted from commissions on additional  beverage business and customer
service costs.

                                       11
<PAGE>

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS:

General and  Administrative  expenses increased by $74,000 over same period last
year. The additional  expenses were salary changes,  outside consulting and loan
origination fees for the Company's  increased line of credit.  The Company hired
professional  consultants  to assist in  setting up systems  and  procedures  to
accommodate  the increased  volume of beverage and other point of sale business.
The Company also experienced  extraordinary audit and accounting expenses due to
the change of our auditors from BDO Seidman, LLP to Hein+ Associates.

Research  and  development  increased  by  $34,000  with the hiring of a graphic
designer and additional  space occupancy costs  associated with the expansion of
the department.



















                                       12
<PAGE>

                            PART II-OTHER INFORMATION

Item 4.  Submission of matters to a vote of Security-Holders

         None.

Item 5.  Other information

         The Company will have its annual shareholders' meeting on September 18,
2000.

Item 6.  Exhibits and Reports on Form 8-K

         Part A.  None

         Part B. No reports on Form 8-K have been  filed for the  quarter  ended
June 30, 2000.



















                                       13
<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:        August 14, 2000                 /s/ T. Bryan Alu
             ---------------                ------------------
                                            T. Bryan Alu
                                            President

                                            /s/  R.G. Routt
                                            ------------------
                                            R. G. Routt
                                            Corporate Controller





















                                       14