U.S. SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 10-QSB

[]  Quarterly Report Under Section 13 or 15(d) of the Securities Exchange
    Act of 1934
    For the quarterly period ended September 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 September 30, 2000

                  Common Stock, No Par Value                344,523
                  --------------------------            ----------------
                           (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 September 30, 2000 and December 31, 1999                    3

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

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

Statements of Cash Flows - Six Months Ended
              September 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)

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

         CURRENT ASSETS

Cash                                         $  229,540        $  145,521
Trade Receivables, Net of Allowance
         for Doubtful Accounts                1,144,105           467,320
Inventories                                     804,652           429,848
Prepaid Inventory                                   -0-           110,590
Prepaid Expenses and Other                       70,393            59,666
                                             ----------        ----------

         TOTAL CURRENT ASSETS                 2,248,690         1,212,945


Property and Equipment (net of
         accumulated depreciation and
         amortization)                          163,648           156,194
Other                                            51,082            28,360
                                             ----------        ----------

         TOTAL NON-CURRENT ASSETS               214,730           184,554


         TOTAL ASSETS                        $2,463,420        $1,397,499
                                             ----------        ----------



<PAGE>

                                ZEON Corporation
                           BALANCE SHEETS (Continued)
                                   (UNAUDITED)

                                           Sept.30,2000       Dec.31,1999
                                           ------------       -----------
CURRENT LIABILITIES
Accounts Payable                           $   874,643        $   160,708
Accrued Expenses                                93,081             69,683
Customer Deposits                              321,933             20,694
Line of Credit                                  45,768            220,811
Current Portion of Long-Term Debt                7,695              6,528
                                           -----------        -----------
         TOTAL CURRENT LIABILITIES           1,343,120            478,424

Long-Term Debt (net of current
         portion)                               82,545             18,069
                                           -----------        -----------

         TOTAL LIABILITIES                   1,425,665            496,493
                                           -----------        -----------

Shareholders Equity:
Common stock, no par, $.10 stated
value; authorized 100,000,000;
issued 344,523 and 344,717
Sept.30, 2000 and December 31, 1999             34,448             34,471

Capital in Excess of Stated Value              925,751            926,310
Retained Earnings (Deficit)                     77,556            (59,775)
                                           -----------        -----------

         TOTAL SHAREHOLDERS EQUITY           1,037,755            901,006
                                           -----------        -----------

TOTAL LIABILITIES AND
         SHAREHOLDERS EQUITY               $ 2,463,420        $ 1,397,499
                                           -----------        -----------


<PAGE>



                                ZEON Corporation
                             STATEMENT OF OPERATIONS
                                   (UNAUDITED)

                                    Three Months Ended    Three Months Ended
                                    September 30, 2000    September 30, 1999
                                    ------------------    ------------------
Net Sales                               $ 1,898,631         $   791,243
Cost of Sales                             1,336,644             570,516
                                         ----------         -----------

Gross Profit                                561,987             220,727

Operating Expenses:
         Selling                            171,768              91,631
         General                            147,616             115,702
         Research & Development              64,931              37,477
                                         ----------         -----------


                                            384,315             244,810
                                         ----------         -----------

Income (Loss) From Operations               177,672             (24,083)


Other Income (Expenses):
         Interest Expense                   (17,564)             (1,673)
     Interest Income                            646                 724
         Other Income (Expenses)             10,223               8,672
                                         ----------         -----------
                                             (6,695)              7,723

Income Taxes                                 75,306                  92
                                         ----------         -----------

Net Income (Loss)                       $    95,671         $   (16,452)
                                         ----------         -----------


Earning per share:
  Net Income (Loss)                     $       .28         $      (.05)
                                         -----------        -----------
Weighted Average Common
  Shares Outstanding                        344,969             348,901





                                       5
<PAGE>


                                ZEON Corporation
                             STATEMENT OF OPERATIONS
                                   (UNAUDITED)

                                       Nine Months Ended      Nine Months Ended
                                       September 30, 2000    September 30, 1999
                                       ------------------    ------------------
Net Sales                                 $ 4,422,869           $ 2,200,843
Cost of Sales                               3,184,517             1,549,416
                                           ----------           -----------

Gross Profit                                1,238,352               651,427

Operating Expenses:
         Selling                              410,380               245,056
           General                            442,943               336,515
         Research & Development               171,116               109,794
                                            ---------           -----------


                                             1,024,439              691,365
                                             ---------          -----------

Income (Loss) From Operations                 213,913               (39,938)


Other Income (Expenses):
         Interest Expense                     (33,369)               (3,207)
         Interest Income                        1,589                 3,031
         Other Income (Expenses)               30,504                27,313
                                             ---------          -----------
                                                (1,276)              27,137

Income Taxes                                    75,306                  712
                                             ---------          -----------

Net Income                                 $   137,331          $   (13,513)
                                             ---------          -----------


Earning per share:
  Net Income                                $       .40          $      (.04)
                                              ---------          -----------
Weighted Average Common
  Shares Outstanding                          344,969               348,901



                                       6
<PAGE>


                                ZEON Corporation
                            STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                           Nine Months Ended
                                                                    Sept.30,2000        Sept.30,1999
                                                                    ------------        ------------
<S>                                                                 <C>                  <C>
  Cash Flows From Operating Activities:
     Net Income (Loss)                                              $   137,331          $   (13,513
             Adjustments to Reconcile Net Income
     to Net Cash Provided By (Used In) Operating Activities:
           Depreciation & Amortization                                   21,495               27,136
  Provisions for Losses on
             Accounts Receivable                                         11,000                6,750
       Change in Operating Assets & Liabilities:
           Decrease (Increase) in Accts Receivable                     (687,785)             (56,667)
           Decrease (Increase) in Inventory                            (374,804)             (37,101)
           Decrease (Increase) in Prepaid Assets                         99,863               35,748
       Increase (Decrease) in Accts Payable                             713,935               (3,994)
       Increase (Decrease) in Customer Deposits301,239                                            -0-
       Increase (Decrease) in Accrued Expenses                           23,398               17,169
                                                                     ----------           ----------
  TOTAL ADJUSTMENTS:                                                    108,341              (10,959)

  Net Cash Provided By (Used In) Operating
    Activity:                                                           245,672              (24,472)

  Cash Flows From Investing Activities:
     Proceeds from sale of Fixed Assets                                      -0-               1,300
     Purchase of Capital Assets
                                                                        (51,671)             (27,122)
                                                                     ----------           ----------

  Net Cash Provided by (Used In) Investing
    Activities:                                                         (51,671)             (25,822)

  Cash Flows From Financing Activities:
        Purchase of Common Stock                                           (582)              (1,572)
        Proceeds from Equipment Loan                                     76,790                   -0-
           Loan Payments                                                (11,147)              (4,291)
       Proceeds from Line of Credit                                   1,335,300               72,000
           Line of Credit Payments                                   (1,510,343)             (50,300)
                                                                     ----------           ----------

  Net Cash Provided By (Used In) Financing
    Activities:                                                        (109,982)              15,837

  Net Increase (Decrease) In Cash:                                       84,019              (34,457)

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

  Cash At End of Period:                                            $   229,540          $   135,434
                                                                     ----------           ----------
</TABLE>



                                       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:

                                      September 30,   December 31,
                                         2000            1999
                                       ---------       -------
                  Finished Goods      $ 634,783       $ 204,411
                  Work-in-process        10,521          40,925
                  Raw Materials         159,348         184,512
                                       --------        --------
                                      $ 804,652       $ 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 September  30, 2000 and  December  31, 1999,  $45,768 and
         $220,811  were  outstanding  under  the  line  of  credit   agreements,
         respectively.

                                       8
<PAGE>

                                ZEON Corporation
                          NOTES TO FINANCIAL STATEMENTS

         The  Company  has a  letter-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.  This  borrowing
         instrument is used to secure  payments to our  international  suppliers
         for supply shipments.  Any exercised  borrowings are  collateralized by
         Company assets. As of September 30, 2000, no amounts were outstanding.

         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 1.7
to 1 as of  September  30, 2000,  and 2.5 to 1 as of December  31, 1999.  With a
sales increase of 100% over last year's first nine months, trade receivables and
inventory  have  increased  by $688,000 and  $375,000  respectively.  Additional
building  space was rented to accommodate  the growing  business and its related
inventory.  Capital  expenditures of $51,700 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 September 30, 2000 and 1999
-----------------------------------------------------------------------------

                                         THREE MONTHS ENDED SEPTEMBER 30,
                                       ----------------------------------
                                         2000                       1999
                                       --------                   -------
                  Sales:             $ 1,898,631                $ 791,243
                  Income (Loss):          95,671                  (16,452)


Sales increased 140% over 1999's third quarter with the additional  beverage and
non-beverage shipments. The margin on these additional shipments increased gross
profit  percentage  by 1.7  points to 29.6%.  Operating  expenses  increased  by
$139,000 over last year's third quarter.

                                       10
<PAGE>


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

Selling Expense  increased from $91,600 to $171,800 from 1999's third quarter to
2000's third quarter.  All of this increase  resulted from sales  commissions on
the additional business.

Current third  quarter  General and  Administrative  Expenses rose by $32,000 to
$147,000 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 $37,500 last year's third quarter to
$64,900 for third  quarter  2000.  Additional  space costs and hiring of graphic
designer were primary contributors.

Results of  operations  for the Nine months  ending  September 30, 2000 and 1999


                                 NINE MONTHS ENDED SEPTEMBER 30,
                               -----------------------------------
                                 2000                        1999
                               --------                    -------
                  Sales:       $4,422,869                $2,200,843
                  Income:         137,331                   (13,513)

Sales for 2000 first nine months rose 100% from 1999's  first nine  months.  New
beverage  business  throughout  the year and a  significant  non-beverage  order
shipped in the third quarter contributed to this sales increase.

Gross profit margin,  as a percentage of sales in the first nine months of 2000,
was 28.0% or down 1.6 points from 1999's first nine months.  This point drop was
due to product mix favoring  lowered margined  beverage  business and additional
production  occupancy  costs.  Third quarter 2000  shipments  contributed to the
majority of the year-to-date income.

Selling  expenses  increased by 67% percent over first nine months of 1999.  The
$165,300 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 $106,400 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  consultant  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  increased audit and accounting expenses due to the
change of our auditors from BDO Seidman, LLP to Hein+ Associates.

Research  and  development  increased  by  $61,000  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

         The Company had its annual shareholders' meeting on September 18, 2000.
         The following sets forth the matters acted upon at such meeting and the
         voting results with respect to each matter:

                                                          For        Withheld
                    1.)      Election of Directors
                                    T. Bryan Alu         279,466       172
                                    Alan M. Bloom        279,466       172
                                    Jay R. Beyer         279,466       172

Item 5.  Other information

         None.

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
September 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:       November 8, 2000                /s/ T. Bryan Alu
            ----------------                ---------------------
                                            T. Bryan Alu
                                            President

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














                                       14