FORM 10-QSB

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
--------------------------------------------------------------------------------


          [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                    For the Quarter ended September 30, 1999

                                       AND

          [ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934



                         Commission File Number: 0-26699

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


                         Reliant Interactive Media Corp.

                          formerly Reliant Corporation

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



  Nevada                                                              87-0411941
(Jurisdiction of Incorporation)             (I.R.S. Employer Identification No.)


13535 Feather Sound Drive -Suite 220, Clearwater, Florida                  33762
(Address of principal executive offices)                              (Zip Code)


Registrant's telephone number, including area code:       (727) 299-0020


Securities registered pursuant to Section 12(b) of the Act:     None


Securities registered pursuant to Section 12(g) of the Act:     5,885,271

Yes [X] No [ ] (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.)

As of September 30, 1999 the number of shares  outstanding  of the  Registrant's
Common Stock was 5,885,271.


<PAGE>



                          PART I: FINANCIAL INFORMATION

--------------------------------------------------------------------------------
                          Item 1. Financial Statements.
--------------------------------------------------------------------------------

     Attached hereto and incorporated  herein by this reference are consolidated
unaudited financial statements (under cover of Exhibit F3Q) for the three months
and nine months ended  September 30, 1999, and the year ended December 31, 1998.
These financial reports are supplemented by unaudited  financial  statements for
the three and six months ended June 30, 1999 (under cover of Exhibit  F2Q),  and
for the three months ended March 31, 1999 (under cover of Exhibit F1Q).

--------------------------------------------------------------------------------
       Item 2. Management's Discussion and Analysis or Plan of Operation.
--------------------------------------------------------------------------------

(a) Plan of Operation.

     (1) Plan of Operation for the next twelve months.

          (i) Cash Requirements and of Need for additional funds, twelve months.

     This Company has been a "a  development  stage  company"  with only limited
capital  resources,  and  is now  in  transition  as an  operating  entity  with
substantial  revenues.  It may be necessary  for the Company to seek  additional
capital over time to optimize the  accomplishment  its business  plan. It is the
judgment of Management  that  increasing  revenues from operations will maintain
this Company in a position of  substantial  liquidity;  however it is forseeable
that the Company will seek additional  capital in order to accelerate its growth
and realize its  potential  more  rapidly.  This Company is expected to generate
enough  sales  revenues  to satisfy  its cash  requirements  for the next twelve
months,  although there is no assurance  that this can be achieved.  In the last
three quarters,  revenues have  increased,  relieving the urgency for additional
capital from necessary to desirable.  It remains desirable for the simple reason
that the more  money  the  company  has  available,  the  more  projects  it can
undertake and the more media and inventory it can buy.

     The fact remains that, in all likelihood,  unless the Company is successful
in  generating   continuing  investor  interest,   and  in  securing  additional
investment,  or  possibly  debt-financing  arrangements,  the  business  of  the
Company, however promising, cannot expand toward its full potential, and may not
achieve the optimum  profitability  expected.  The  Company's  business  plan is
ambitious,  and although its products and services enjoy a certain  synergy with
each other, the sheer number of projects,  each with its own focus and potential
market,  will require that Company grow and expand its operations over time. Its
failure to grow in a timely manner would be expected to leave incentive openings
for other  competitors  to fill.  For that  reason,  the need to grow and expand
operations, it is likely that this Company will pursue additional capital in the
year 2000,  notwithstanding that its present capital resources including growing
revenues  are  sufficient  for  current   operations  and  modest  growth  at  a
respectable level of profitability.

          (ii) Summary of Product Research and Development.

     The Company's  product  development/marketing  department is the most vital
component  of the  Company.  Kevin and Tim  Harrington,  along with Mel  Arthur,
actively  participate  on a daily  basis in the ongoing  effort to research  and
develop new products that may be suited for direct response television marketing
and subsequent marketing through  non-infomercial  distribution  channels.  This
group develops new product ideas from a variety of sources, including inventors,
suppliers,   trade  shows,  industry   conferences,   strategic  alliances  with
manufacturing and consumer product companies and the Company's ongoing review of
new  developments  within  its  targeted  product  categories.  As a  result  of
management's  prominence in the infomercial and retail television  industry,  it
also receives

                                        2

<PAGE>



unsolicited new product  proposals from  independent  third parties.  During the
evaluation phase of product  development,  the Company evaluates the suitability
of the product  for  television  demonstration  and  explanation  as well as the
anticipated  perceived value of the product to consumers,  determines whether an
adequate and timely  supply of the product can be obtained and analyzes  whether
the estimated profitability of the product satisfies the Company's criteria.

     The  Company  is  devoting   attention  to  the  development  and  products
specifically  targeted at markets  outside of North  America.  The Company  will
review its  infomercial  library on an ongoing  basis to select  those  products
which it  believes  will be  successful  in Europe  and/or Asia and/or its other
international  markets.  When a product which was initially sold domestically is
selected for international  distribution,  the infomercial is dubbed and product
literature  is created in the  appropriate  foreign  languages.  In addition,  a
review of the product's and the infomercial's  compliance with the local laws is
completed. The Company's licensed distributor then begins airing the infomercial
internationally.  The Company also airs shows and distributes  products of other
independent domestic infomercial companies.

     The Company  obtains the rights to new  products  created by third  parties
through various licensing  arrangements generally involving royalties related to
sales of the  product.  The amount of the royalty is  negotiated  and  generally
depends upon the level of involvement of the third party in the  development and
marketing of the product.  The Company  generally pays the smallest royalty to a
third party that only provides a product concept. A somewhat higher royalty to a
third party that has fully  developed and  manufactured  a product.  The Company
also obtains the rights to sell  products  which have  already  been  developed,
manufactured and marketed through infomercials  produced by other companies.  In
such cases, the Company  generally pays a higher royalty rate to the third party
because of the relatively  small amount of the Company's  resources  required to
develop the product.  The Company generally seeks exclusive  worldwide rights to
all products in all means of  distribution.  In some cases, the Company does not
obtain all marketing and distribution  rights, but seeks to receive a royalty on
sales made by the licensor pursuant to the rights retained by the licensor.

          (iii) Expected  purchase or sale of plant and  significant  equipment.
     None.

          (iv)  Expected  significant  change in the  number of  employees.  Not
     known.

(b) Discussion and Analysis of Financial Condition and Results of Operations.

     In 1998, the company closed the year with a loss, with minimal revenues, in
pre-launch  development  mode,  but these results are not deemed to reflect true
business operations. In 1998, the company had significant expenses that resulted
in a loss for the year.  Management  believes  that  revenues  will  continue to
increase in fourth quarter of 1999,  but to achieve the continued  growth of the
Company's business, advertising, promotional and production expenses will remain
significant. While the upside potential from successful infomercial marketing is
tremendous,  the risk of failure is always  present.  Some of the  projects  may
fail, or all may fail. If some are successful, the success may offset the losses
from others  significantly  or may not.  Accordingly,  there can be no assurance
that substantial profitability will be sustained in the next twelve months.

     Development  Stage/Going Concern.  There are two material thresholds in the
transition of this Company,  from Development Stage to Going Concern.  The first
is the commencement of limited operations, during 1998, and the first quarter of
1999.  The second is the  achievement  of  substantial  revenues and the dawn of
profitability,   corresponding   to  the  second  quarter  of  1999.  While  the
Harringtons began some limited  operations in 1998, their two companies were not
acquired as  subsidiaries  until August of that year.  The  Harringtons  honored
certain  non-compete  agreements,  with HSN Direct,  a division of Home Shopping
Network,  which  expired in December of 1998.  During the  interim  period,  the
Harringtons  located,  developed  and  prepared  for  production  and rollout of
various

                                        3

<PAGE>



products. For that reason, full-fledged operations were not launched until April
of 1999. While the affairs of the Company improved consistently,  from 1998, the
second  quarter  of 1999 was the  first  profitable  quarter,  and is the  first
quarter of unlimited  operations.  For these reasons,  management refers to this
Company as in its Development Stage for 1998, and for the first quarter of 1999,
and as an operating  company and a going  concern  during the second  quarter of
1999.

     Revenues are Increasing. There were no revenues in 1997. Sales in 1998 were
$120,234,  which was  $60,118 for the first half,  and  $60,116,  for the second
half.  Corresponding amounts for the first quarter, second and third quarters of
1999, were $352,483, $3,135,013 and $5,918,342,  respectively.  The significance
of these figures is not only that revenues have increased exponentially,  due to
operations,  but that the Company has achieved  profitability  during the second
quarter,  the three  months ended June 30,  1999,  and has  sustained it for the
three months ended September 30, 1999.

     1998 operations have been  characterized as limited.  They consisted of the
sale  of  cigarette  lighters  and the  marketing  of a  single  non-infomercial
television show. In 1998, Gross Margins, after cost of goods sold, was only 45%;
whereas,that  margin has been stable between 85% to 86% of Gross Sales,  for the
first half of 1999.  This  improvement is largely due to the difference  between
limited  operations,  and the economy and  efficiency  of unlimited  operations,
beginning  in  April  of  1999.  It is also  attributable  to the  marketing  of
different products from those currently offered by the Company.

     Interest Income and Expense reflected on the Company's financial statements
refer to the company's ownership of a certificate of deposit,  pledged against a
loan.  The interest  income from the CD is shown.  The interest  expense for the
loan is shown.

     Loss on  Impairment  of goodwill,  of  $750,000,  refers to the issuance of
1,500,000  shares of common stock during the first quarter of 1999, at $0.50 per
share,  below market  value.  This  treatment was  recommended  by the Company's
Independent  Auditor.  While this item  increases  the loss for the nine  months
ended  September  30, 1999,  it has no effect upon the second and third  quarter
profitable results from operations.

     Operating   Expenses   would  be  expected  to  increase  with   increasing
operations.  Expenses in 1998 were  attributable  to the  marketing of different
products than those which form the core of the Company's  current  business.  In
general, expenses have decreased as a percentage of sales.


<TABLE>
<CAPTION>
========================================================================================================
General and Administrative Expenses            $                         Sales               % of Sales
--------------------------------------------------------------- -----------------------------------------
<S>                                         <C>                         <C>                    <C>
all of 1998                                   792,533                     120,234              659.16
--------------------------------------------------------------------------------------------------------
first quarter 1999                            337,843                     352,483              95.85
--------------------------------------------------------------------------------------------------------
first half 1999                             1,347,827                   3,487,490              38.65
--------------------------------------------------------------------------------------------------------
second quarter 1999                         1,010,984                   3,135,013              32.25
--------------------------------------------------------------------------------------------------------
third quarter 1999                          1,299,014                   5,918,342              21.95
========================================================================================================
</TABLE>

     These figures reflect a continuing improvement in this relationship, due to
expanding operations, additional products and customers.



             THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK


                                        4

<PAGE>




================================================================================
Research and Development                $              Sales        % of Sales
--------------------------------------------------------------------------------
all of 1998                        41,449            120,234             34.47
--------------------------------------------------------------------------------
first quarter 1999                  4,754            352,483              1.35
--------------------------------------------------------------------------------
first half 1999                    30,155          3,487,490              0.86
--------------------------------------------------------------------------------
second quarter 1999                25,401          3,135,013              0.81
--------------------------------------------------------------------------------
third quarter 1999                 10,465          5,918,342              0.18
================================================================================

     These figures reflect that Research and Development is trending downward as
a decreasing percentage of sales.


================================================================================
Production and Media Costs              $              Sales         % of Sales
--------------------------------------------------------------------------------
all of 1998                           -0-            120,234               0.00
--------------------------------------------------------------------------------
first quarter 1999                355,279            352,483             100.79
--------------------------------------------------------------------------------
second quarter 1999             1,168,432          3,135,013              37.27
--------------------------------------------------------------------------------
third quarter 1999              2,778,243          5,918,342              46.94
================================================================================

     These  expenses were not a factor in 1998,  due to the differing  nature of
the products marketed. These figures for 1999 reflect an appropriate improvement
in the ratio of these  expenses  to sales,  even as total  costs  increase  with
expanding  operations.  In the first quarter,  production costs were incurred in
advance of sales. The benefit was reflected in the second quarter.  The increase
in production and media costs in the third  quarter,  is modest in comparison to
the  increase in sales,  and  suggests a potential  for further  improvement  in
revenued in the fourth quarter. Of course, there is never any guaranty of future
profitability,  as unforeseen  events may produce  different  results from those
reasonably expected.


================================================================================
Marketing                               $              Sales          % of Sales
--------------------------------------------------------------------------------
all of 1998                       339,877            120,234            282.68
--------------------------------------------------------------------------------
first quarter 1999                202,596            352,483             57.48
--------------------------------------------------------------------------------
first half 1999                   274,995          3,487,490              7.89
--------------------------------------------------------------------------------
second quarter 1999                72,399          3,135,013              2.31
--------------------------------------------------------------------------------
third quarter 1999                585,515          5,918,342              9.89
================================================================================

     These figures reflect a general  overall  improvement in the ratio of these
expenses to sales, even as total costs increase with expanding  operations.  The
increase in marketing  expenses,  like  production and media costs, in the third
quarter, is modest in comparison to the increase in sales, and suggests a


                                        5

<PAGE>



potential for further improvement in fourth quarter revenue. Of course, there is
never any guaranty of future  profitability,  as  unforeseen  events may produce
different results from those reasonably expected.


================================================================================
Total Operating Expenses                $              Sales         % of Sales
--------------------------------------------------------------------------------
all of 1998                     1,228,714            120,234           1,021.94
--------------------------------------------------------------------------------
first quarter 1999                915,099            352,483             259.62
--------------------------------------------------------------------------------
first half 1999                 3,229,402          3,487,490              92.60
--------------------------------------------------------------------------------
second quarter 1999             2,314,303          3,135,013              73.82
--------------------------------------------------------------------------------
third quarter 1999              4,692,066          5,918,342              79.28
================================================================================

     This comparison shows that total operating  expenses  declined sharply from
the  first to the  second  quarter  and  increased  only  slightly  in the third
quarter,  as a percentage of sales,  even as total expenses are increasing  with
expanded operations. These tables also illustrate the significance of the second
and third profitable operating quarters of 1999.

     Profitability,  as indicated previously,  appeared in the second quarter of
1999.

================================================================================
Operating Income (Loss)                 $              Sales         % of Sales
--------------------------------------------------------------------------------
all of 1998                    (1,134,913)           120,234            (943.92)
--------------------------------------------------------------------------------
first quarter 1999               (631,147)           352,483            (179.06)
--------------------------------------------------------------------------------
first half 1999                  (256,317)         3,487,490              (7.35)
--------------------------------------------------------------------------------
second quarter 1999               374,830          3,135,013              11.96
--------------------------------------------------------------------------------
third quarter 1999                409,004          5,918,342               6.91
================================================================================

     The achievement of profitability,  in the second quarter, does not guaranty
that the trend to increasing  profitability will follow.  However, it appears to
management that operations are expanding in an orderly and promising manner, and
that expenses are being managed appropriately.  This Company has not yet reached
its full  potential,  in the opinion of  management.  It is growing,  and growth
involves substantial risks. It must be managed so that the expenses of increased
production do not outpace liquidity.

     In this  connection it may be useful to maintain a watchful eye on Accounts
Receivable and Inventory, as a percentage of sales:

================================================================================
Accounts Receivable (Net)               $              Sales        % of Sales
--------------------------------------------------------------------------------
December 31, 1998                  27,342            120,234             22.74
--------------------------------------------------------------------------------
March 31, 1999                     21,448            352,483              6.08
--------------------------------------------------------------------------------
June 30, 1999                      74,313          3,135,013              2.37
--------------------------------------------------------------------------------
September 30, 1999                104,459          5,918,342              1.77
================================================================================


                                        6

<PAGE>


================================================================================
Inventory                               $            Sales           % of Sales
--------------------------------------------------------------------------------
December 31, 1998                       0            120,234               0.00
--------------------------------------------------------------------------------
March 31, 1999                    265,230            352,483              75.25
--------------------------------------------------------------------------------
June 30, 1999                   1,047,675          3,135,013              33.42
--------------------------------------------------------------------------------
September 30, 1999                797,686          5,918,342              13.48
================================================================================


     While  this  Company  is  presently  able to manage  its  present  phase of
development,  for a indefinite interim, it cannot regard its financial condition
as optimal.  Unless events in the future are favorable,  both in terms of profit
from operations now being undertaken,  and also favorable in attracting investor
interest,  the Company may not be able to sustain a stable growth pattern. These
remarks should be understood in context,  discussed  elsewhere,  that increasing
revenues  are  expected to provide  substantially  all of the  requirements  for
continued  operations  at present  levels  and for some  possible  growth.  This
company must grow to reach its full potential. For this reason, stability at its
present levels is not considered optimal for long-term growth.


                           PART II: OTHER INFORMATION

                            Item 1. Legal Proceedings

                                      None

                          Item 2. Change in Securities

                                      None

                     Item 3. Defaults Upon Senior Securities

                                      None

            Item 4. Submission of Matters to Vote of Security Holders

                                      None

                            Item 5. Other Information

     This Issuer has filed to Register  its common  stock under  ss.12(g) of the
Securities  Exchange  Act of 1934.  While  its  Registration  is  effective  for
purposes of invoking its reporting requirements,  its Form 10-SB has not cleared
final comments by the Staff of the Securities  and Exchange  Commission,  and is
not yet in its final form.  Persons accessing this Company's Form 10-SB filings,
on EDGAR or otherwise, should exercise caution and be aware that certain changes
in the final form may occur.


                    Item 6. Exhibits and Reports on Form 8-K

                                      None



                                        7

<PAGE>



                                  Exhibit Index

                       Financial Statements and Documents
               Furnished as a part of this Registration Statement

     Attached hereto and incorporated  herein by this reference are consolidated
unaudited financial statements (under cover of Exhibit F3Q) for the three months
and nine months ended  September 30, 1999, and the year ended December 31, 1998.
These financial reports are supplemented by unaudited  financial  statements for
the three and six months ended June 30, 1999 (under cover of Exhibit  F2Q),  and
for the three months ended March 31, 1999 (under cover of Exhibit F1Q).


                                   SIGNATURES


     Pursuant to the  requirements of the Securities  Exchange Act of 1934, this
Form 10-Q Report for the Quarter ended  September 30, 1999 has been signed below
by the following  person on behalf of the  Registrant and in the capacity and on
the date indicated.


Dated: September 30, 1999.


                         Reliant Interactive Media Corp

                          formerly Reliant Corporation

                                       by







/s/                                                                          /s/
---------------------------------              ---------------------------------
Kevin Harrington                                                  Tim Harrington
CHAIRMAN AND CEO/DIRECTOR                             PRESIDENT AND COO/DIRECTOR






/s/                                                                          /s/
---------------------------------              ---------------------------------
Mel Arthur                                                     Karl E. Rodriguez
EXECUTIVE VICE                                                SECRETARY/DIRECTOR
PRESIDENT/DIRECTOR





                                        8

<PAGE>



                                   Exhibit F3Q

                         UN-AUDITED FINANCIAL STATEMENTS

          for the three months and nine months ended September 30, 1999



                                        9

<PAGE>







                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES

                        CONSOLIDATED FINANCIAL STATEMENTS

                    September 30, 1999 and December 31, 1998



<PAGE>



                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                           Consolidated Balance Sheets


                                     ASSETS

                                                 September 30,      December 31,
                                                     1999               1998
                                                  -----------       -----------
                                                  (Unaudited)

CURRENT ASSETS

   Cash                                           $   189,025       $   122,257
   Accounts receivable, net                           797,686              --
   Inventory                                          104,459            27,342
   Prepaids                                           100,000              --
   Employee advances                                    9,610              --
                                                  -----------       -----------

     Total Current Assets                           1,200,780           149,599
                                                  -----------       -----------

PROPERTY AND EQUIPMENT

   Machinery and equipment                             25,925            25,925
   Office furniture and equipment                      45,292            45,292
                                                  -----------       -----------

     Total Property and Equipment                      71,217            71,217

      Less Accumulated depreciation                   (18,286)          (10,258)
                                                  -----------       -----------

     Net Property and Equipment                        52,931            60,959
                                                  -----------       -----------

OTHER ASSETS

   Deposits                                              --              12,773
   Other assets                                        20,000              --
   Prepaid advertising                              1,537,387            85,302
   Patent and trademark costs                          26,668            26,668
                                                  -----------       -----------

     Total Other Assets                             1,584,055           124,743
                                                  -----------       -----------

     TOTAL ASSETS                                 $ 2,837,766       $   335,301
                                                  ===========       ===========






The  accompanying  notes are an integral  part of these  consolidated  financial
statements.



<PAGE>



                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                           Consolidated Balance Sheets


                      LIABILITIES AND STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>
                                                         September 30,   December 31,
                                                             1999            1998
                                                          -----------    -----------
                                                          (Unaudited)
<S>                                                       <C>            <C>
CURRENT LIABILITIES

   Accounts payable                                       $ 1,019,575    $    73,192
   Accrued expenses                                            43,516          5,418
   Payable - related parties                                   96,952           --
   Notes payable - related parties, current portion           500,000           --
   Notes payable, current portion                              40,000         40,000
                                                          -----------    -----------

     Total Current Liabilities                              1,700,043        118,610
                                                          -----------    -----------

LONG-TERM DEBT

   Notes payable - related parties                             87,500         87,500
                                                          -----------    -----------

     Total Long-Term Debt                                      87,500         87,500
                                                          -----------    -----------

     TOTAL LIABILITIES                                      1,787,543        206,110
                                                          -----------    -----------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY

   Common stock: 50,000,000 shares authorized of $0.001
    par value, 5,885,440 and 3,373,570 shares issued
    and outstanding, respectively                               5,885          3,374
   Additional paid-in capital                               2,907,974      1,359,985
   Accumulated deficit                                     (1,863,636)    (1,234,168)
                                                          -----------    -----------

     Total Stockholders' Equity                             1,050,223        129,191
                                                          -----------    -----------

     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY           $ 2,837,766    $   335,301
                                                          ===========    ===========
</TABLE>



The  accompanying  notes are an integral  part of these  consolidated  financial
statements.



<PAGE>



                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                      Consolidated Statements of Operations
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                    For the                                For the
                                               Three Months Ended                     Nine Months Ended
                                                  September 30,                        September 30,
                                         ------------------------------        ------------------------------
                                             1999               1998               1999               1998
                                         -----------        -----------        -----------        -----------
<S>                                      <C>                <C>                <C>                <C>
NET SALES                                $ 5,918,342        $    31,125        $ 9,405,832        $    91,243

COST OF GOODS SOLD                           817,272             17,223          1,331,677             50,551
                                         -----------        -----------        -----------        -----------

GROSS MARGIN                               5,101,070             13,902          8,074,155             40,692
                                         -----------        -----------        -----------        -----------

OPERATING EXPENSES

   Depreciation                                2,676              1,657              8,028              4,971
   Bad debt expense                              948               --               18,358               --
   General and administrative              1,299,014            176,696          2,646,841            508,088
   Research and development                   10,465              9,621             40,620             30,345
   Production and media costs              2,778,243               --            4,301,954               --
   Marketing                                 585,515            127,211            860,510            203,721
   Rent                                       15,205             10,917             45,157             35,031
                                         -----------        -----------        -----------        -----------

     Total Operating Expenses              4,692,066            326,102          7,921,468            782,156
                                         -----------        -----------        -----------        -----------

OPERATING INCOME (LOSS)                      409,004           (312,200)           152,687           (741,464)
                                         -----------        -----------        -----------        -----------

OTHER INCOME (EXPENSES)

   Loss on impairment of goodwill               --                 --             (750,000)              --
   Interest expense                          (12,450)            (3,159)           (32,511)            (7,675)
   Interest income                               261                102                356                102
                                         -----------        -----------        -----------        -----------

     Total Other Income (Expenses)           (12,189)            (3,057)          (782,155)            (7,573)
                                         -----------        -----------        -----------        -----------

INCOME (LOSS) BEFORE INCOME
 TAXES                                       396,815           (315,257)          (629,468)          (749,037)

INCOME TAXES                                    --                 --                 --                 --
                                         -----------        -----------        -----------        -----------

NET INCOME (LOSS)                        $   396,815        $  (315,257)       $  (629,468)       $  (749,037)
                                         ===========        ===========        ===========        ===========

BASIC INCOME (LOSS) PER SHARE            $      0.07        $     (0.11)       $     (0.12)       $     (0.30)
                                         ===========        ===========        ===========        ===========

WEIGHTED AVERAGE SHARES
 OUTSTANDING                               5,815,222          2,817,235          5,039,963          2,520,451
                                         ===========        ===========        ===========        ===========
</TABLE>


The  accompanying  notes are an integral  part of these  consolidated  financial
statements.



<PAGE>



                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                 Consolidated Statements of Stockholders' Equity


<TABLE>
<CAPTION>
                                                     Common Stock                 Additional
                                              -----------------------------         Paid-in          Accumulated
                                                Shares             Amount           Capital            Deficit
                                              -----------       -----------       -----------        -----------
<S>                                             <C>             <C>               <C>                <C>
Balance, December 31, 1997                      2,369,600       $     2,370       $   377,719        $   (99,255)

Capital contributions, 1998                          --                --             340,020               --

Common stock issued in recapitalization
 of Reliant Corporation and Cigar
 Television Network, Inc.                         570,400               570              (570)              --

Common stock issued for cash at an
 average price of $1.56 per share                 329,770               330           513,170               --

Common stock issued for services
 valued at $1.25 per share                        103,800               104           129,646               --

Net loss for the year ended
 December 31, 1998                                   --                --                --           (1,134,913)
                                              -----------       -----------       -----------        -----------

Balance, December 31, 1998                      3,373,570             3,374         1,359,985         (1,234,168)

Common stock issued for cash at an
 average price of $0.81 per share
 (unaudited)                                      848,000               848           689,152               --

Common stock issued for services
 valued at $1.15 per share (unaudited)             43,700                43            50,457               --

Fractional shares issued in the reverse
 stock split (unaudited)                              170              --                --                 --

Common stock issued for services
 valued at $0.50 per share (unaudited)            100,000               100            49,900               --

Common stock issued for investment
 in Tony Little Website at $0.50 per
 share (unaudited)                                 20,000                20             9,980               --

Common stock issued for acquisition
 of TPH Marketing, Inc. valued at
 $0.50 per share (unaudited)                    1,500,000             1,500           748,500               --

Net loss for the nine months ended
  September 30, 1999 (unaudited)                     --                --                --             (629,468)
                                              -----------       -----------       -----------        -----------

Balance, September 30, 1999
 (unaudited)                                    5,885,440       $     5,885       $ 2,907,974        $(1,863,636)
                                              ===========       ===========       ===========        ===========
</TABLE>


The  accompanying  notes are an integral  part of these  consolidated  financial
statements.



<PAGE>



                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                      Consolidated Statements of Cash Flows
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                              For the                                For the
                                                         Three Months Ended                     Nine Months Ended
                                                            September 30,                         September 30,
                                                    ------------------------------        ------------------------------
                                                       1999               1998               1999               1998
                                                    -----------        -----------        -----------        -----------
<S>                                                 <C>                <C>                <C>                <C>
CASH FLOWS FROM OPERATING
 ACTIVITIES

   Net income (loss)                                $   396,815        $  (315,257)       $  (629,468)       $  (749,037)
   Adjustments to reconcile net income (loss)
    to net cash used in operating activities:
     Depreciation                                         2,676              1,657              8,028              4,971
     Bad debt                                               948               --               18,358               --
     Loss on impairment                                    --                 --              750,000               --
     Common stock issued for services                    50,000               --              100,500               --
   Changes in assets and liabilities:
     Accounts receivable                                249,041               --             (816,044)              --
     Prepaids and advances                             (108,560)              --             (109,610)              --
     Inventory                                          (30,146)              --              (77,117)              --
     Deposits                                              --                2,909             12,773             12,773
     Prepaid expenses                                (1,085,375)              --           (1,452,085)              --
     Other assets                                       (10,000)              --              (10,000)              --
     Cash overdraft                                     (91,647)              --                 --                 --
     Accounts payable                                   457,600             18,520            946,383             55,100
     Accrued expenses                                      (381)              --               38,098               --
                                                    -----------        -----------        -----------        -----------

       Net Cash Used in Operating
         Activities                                    (169,029)          (292,171)        (1,220,184)          (676,193)
                                                    -----------        -----------        -----------        -----------

CASH FLOWS FROM INVESTING
 ACTIVITIES

   Patent and trademark costs                              --                 --                 --              (26,668)
                                                    -----------        -----------        -----------        -----------

       Net Cash Used in Investing Activities               --                 --                 --              (26,668)
                                                    -----------        -----------        -----------        -----------

CASH FLOWS FROM FINANCING ACTIVITIES

   Proceeds (payments) from notes payable               358,054               --              596,952               --
   Proceeds from issuance of common
     stock                                                 --               95,000            690,000            195,000
   Proceeds from additional capital
     contribution                                          --               89,140               --              340,020
                                                    -----------        -----------        -----------        -----------

       Net Cash Provided by Financing
        Activities                                  $   358,054        $   184,140        $ 1,286,952        $   535,020
                                                    -----------        -----------        -----------        -----------
</TABLE>


The  accompanying  notes are an integral  part of these  consolidated  financial
statements.



<PAGE>



                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                Consolidated Statements of Cash Flows (Continued)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                       For the                           For the
                                                  Three Months Ended                Nine Months Ended
                                                     September 30,                    September 30,
                                              -------------------------        -------------------------
                                                 1999            1998             1999            1998
                                              ---------       ---------        ---------       ---------
<S>                                           <C>             <C>              <C>             <C>
NET INCREASE (DECREASE) IN
 CASH AND CASH EQUIVALENTS                    $ 189,025       $(108,031)       $  66,768       $(167,841)

CASH AND CASH EQUIVALENTS,
 BEGINNING OF PERIOD                               --           150,195          122,257         210,005
                                              ---------       ---------        ---------       ---------

CASH AND CASH EQUIVALENTS,
 END OF PERIOD                                $ 189,025       $  42,164        $ 189,025       $  42,164
                                              =========       =========        =========       =========

Cash Payments For:

   Income taxes                               $    --         $    --          $    --         $    --
   Interest                                   $  12,450       $    --          $  32,511       $    --

Non-Cash Financing Activities:

   Common stock issued for services           $  50,000       $    --          $ 100,500       $    --
   Common stock issued for other assets       $  10,000       $    --          $  10,000       $    --
   Common stock issued for subsidiary         $    --         $    --          $ 750,000       $    --
</TABLE>



The  accompanying  notes are an integral  part of these  consolidated  financial
statements.



<PAGE>


                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                 Notes to the Consolidated Financial Statements
                    September 30, 1999 and December 31, 1998


NOTE 1 -  CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

          The accompanying  consolidated financial statements have been prepared
          by the  Company  without  audit.  In the  opinion of  management,  all
          adjustments   (which  include  only  normal   recurring   adjustments)
          necessary  to  present  fairly  the  financial  position,  results  of
          operations  and cash flows at September  30, 1999 and 1998 and for all
          periods presented have been made.

          Certain  information  and footnote  disclosures  normally  included in
          consolidated   financial   statements   prepared  in  accordance  with
          generally  accepted  accounting  principles  have  been  condensed  or
          omitted. It is suggested that these condensed  consolidated  financial
          statements be read in  conjunction  with the financial  statements and
          notes  thereto  included in the  Company's  December  31, 1998 audited
          consolidated  financial  statements.  The  results of  operations  for
          periods  ended  September  30,  1999  and  1998  are  not  necessarily
          indicative of the operating results for the full years.


<PAGE>




                                   Exhibit F2Q

                         UN-AUDITED FINANCIAL STATEMENTS

                for the three and six months ended June 30, 1999.


                                       18

<PAGE>






                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES

                        CONSOLIDATED FINANCIAL STATEMENTS

                       June 30, 1999 and December 31, 1998



<PAGE>



                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                           Consolidated Balance Sheets


                                     ASSETS

                                                  June 30,          December 31,
                                                    1999                1998
                                                 -----------        -----------
                                                 (Unaudited)

CURRENT ASSETS

   Cash                                          $      --          $   122,257
   Accounts receivable, net                        1,047,675               --
   Inventory                                          74,313             27,342
                                                 -----------        -----------

     Total Current Assets                          1,121,988            149,599
                                                 -----------        -----------

PROPERTY AND EQUIPMENT

   Machinery and equipment                            25,925             25,925
   Office furniture and equipment                     45,292             45,292
                                                 -----------        -----------

     Total Property and Equipment                     71,217             71,217

      Less Accumulated depreciation                  (15,610)           (10,258)
                                                 -----------        -----------

     Net Property and Equipment                       55,607             60,959
                                                 -----------        -----------

OTHER ASSETS

   Deposits                                            1,050             12,773
   Prepaid advertising                               452,012             85,302
   Patent and trademark costs                         26,668             26,668
                                                 -----------        -----------

     Total Other Assets                              479,730            124,743
                                                 -----------        -----------

     TOTAL ASSETS                                $ 1,657,325        $   335,301
                                                 ===========        ===========






              The accompanying  notes are an integral part of these consolidated
financial statements.



<PAGE>



                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                           Consolidated Balance Sheets


                      LIABILITIES AND STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>
                                                             June 30,        December 31,
                                                               1999              1998
                                                            -----------      -----------
                                                            (Unaudited)
<S>                                                         <C>              <C>
CURRENT LIABILITIES

   Cash overdraft                                           $    91,647      $      --
   Accounts payable                                             561,975           73,192
   Accrued expenses                                              43,897            5,418
   Payable - related party                                       38,898             --
   Notes payable - related parties, current portion             200,000             --
   Notes payable, current portion                                40,000           40,000
                                                            -----------      -----------

     Total Current Liabilities                                  976,417          118,610
                                                            -----------      -----------

LONG-TERM DEBT

   Notes payable - related parties                               87,500           87,500
                                                            -----------      -----------

     Total Long-Term Debt                                        87,500           87,500
                                                            -----------      -----------

     TOTAL LIABILITIES                                        1,063,917          206,110
                                                            -----------      -----------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY

   Common stock: 50,000,000 shares authorized of $0.001
    par value, 5,765,440 and 3,373,570 shares issued
    and outstanding, respectively                                 5,765            3,374
   Additional paid-in capital                                 2,848,094        1,359,985
   Accumulated deficit                                       (2,260,451)      (1,234,168)
                                                            -----------      -----------

     Total Stockholders' Equity                                 593,408          129,191
                                                            -----------      -----------

     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY             $ 1,657,325      $   335,301
                                                            ===========      ===========
</TABLE>


The  accompanying  notes are an integral  part of these  consolidated  financial
statements.



<PAGE>



                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                      Consolidated Statements of Operations
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                 For the                           For the
                                            Three Months Ended                 Six Months Ended
                                                 June 30,                         June 30,
                                        ---------------------------      ----------------------------
                                          1999             1998             1999             1998
                                       -----------      -----------      -----------      -----------
<S>                                    <C>              <C>              <C>              <C>
SALES                                  $ 3,135,013      $    30,059      $ 3,487,490      $    60,118

COST OF GOODS SOLD                         445,880           16,664          514,405           33,328
                                       -----------      -----------      -----------      -----------

GROSS MARGIN                             2,689,133           13,395        2,973,085           26,790
                                       -----------      -----------      -----------      -----------

OPERATING EXPENSES

   Depreciation                              2,676            1,657            5,352            3,314
   Bad debt expense                         17,410             --             17,410             --
   General and administrative            1,010,984          165,696        1,347,827          331,392
   Research and development                 25,401           10,362           30,155           20,724
   Production and media costs            1,168,432             --          1,523,711             --
   Marketing                                72,399           38,255          274,995           76,510
   Rent                                     17,001           12,057           29,952           24,114
                                       -----------      -----------      -----------      -----------

     Total Operating Expenses            2,314,303          228,027        3,229,402          456,054
                                       -----------      -----------      -----------      -----------

OPERATING INCOME (LOSS)                    374,830         (214,632)        (256,317)        (429,264)
                                       -----------      -----------      -----------      -----------

OTHER INCOME (EXPENSES)

   Loss on impairment of goodwill             --               --           (750,000)            --
   Interest expense                        (14,941)          (2,258)         (20,061)          (4,516)
   Interest income                              95             --                 95             --
                                       -----------      -----------      -----------      -----------

     Total Other Income (Expenses)         (14,846)          (2,258)        (769,966)          (4,516)
                                       -----------      -----------      -----------      -----------

INCOME (LOSS) BEFORE
 INCOME TAXES                              359,984         (216,890)      (1,026,283)        (433,780)

INCOME TAXES                                  --               --               --               --
                                       -----------      -----------      -----------      -----------

NET INCOME (LOSS)                      $   359,984      $  (216,890)     $(1,026,283)     $  (433,780)
                                       ===========      ===========      ===========      ===========

BASIC INCOME (LOSS) PER SHARE          $      0.06      $     (0.08)     $     (0.23)     $     (0.15)
                                       ===========      ===========      ===========      ===========
</TABLE>


The  accompanying  notes are an integral  part of these  consolidated  financial
statements.



<PAGE>



                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                 Consolidated Statements of Stockholders' Equity


<TABLE>
<CAPTION>
                                                   Common Stock             Additional
                                            ---------------------------       Paid-in         Accumulated
                                               Shares          Amount         Capital           Deficit
                                            -----------     -----------     -----------      -----------
<S>                                           <C>           <C>             <C>              <C>
Balance, December 31, 1997                    2,369,600     $     2,370     $   377,719      $   (99,255)

Capital contributions, 1998                        --              --           340,020             --

Common stock issued in recapitalization
 of Reliant Corporation and Cigar
 Television Network, Inc.                       570,400             570            (570)            --

Common stock issued for cash at an
 average price of $1.56 per share               329,770             330         513,170             --

Common stock issued for services
 valued at $1.25 per share                      103,800             104         129,646             --

Net loss for the year ended
 December 31, 1998                                 --              --              --         (1,134,913)
                                            -----------     -----------     -----------      -----------

Balance, December 31, 1998                    3,373,570           3,374       1,359,985       (1,234,168)

Common stock issued for cash at an
 average price of $0.81 per share
 (unaudited)                                    848,000             848         689,152             --

Common stock issued for services
 valued at $1.15 per share (unaudited)           43,700              43          50,457             --

Fractional shares issued in the reverse
 stock split (unaudited)                            170            --              --               --

Common stock issued for acquisition
 of TPH Marketing, Inc. valued at
 $0.50 per share (unaudited)                  1,500,000           1,500         748,500             --

Net loss for the six months ended
  June 30, 1999 (unaudited)                        --              --              --         (1,026,283)
                                            -----------     -----------     -----------      -----------

Balance, June 30, 1999 (unaudited)            5,765,440     $     5,765     $ 2,848,094      $(2,260,451)
                                            ===========     ===========     ===========      ===========
</TABLE>


The  accompanying  notes are an integral  part of these  consolidated  financial
statements.



<PAGE>



                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                      Consolidated Statements of Cash Flows
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                             For the                        For the
                                                      Three Months Ended                Six Months Ended
                                                           June 30,                         June 30,
                                                 ----------------------------      ----------------------------
                                                     1999             1998             1999             1998
                                                 -----------      -----------      -----------      -----------
<S>                                              <C>              <C>              <C>              <C>
CASH FLOWS FROM OPERATING
 ACTIVITIES

   Net income (loss)                             $   359,984      $  (216,890)     $(1,026,283)     $  (433,780)
   Adjustments to reconcile net loss to
    net cash used in operating activities:
     Depreciation                                      2,676            1,657            5,352            3,314
     Bad debt                                         17,410             --             17,410             --
     Loss on impairment                                 --               --            750,000             --
     Common stock issued for services                  2,750             --             50,500             --
   Changes in assets and liabilities:
     Accounts receivable                            (799,855)            --         (1,065,085)            --
     Prepaids and advances                            20,396             --             (1,050)            --
     Inventory                                       (74,313)            --            (46,971)            --
     Deposits                                           --              4,932           12,773            9,864
     Prepaid expenses                               (378,647)            --           (366,710)            --
     Cash overdraft                                   91,647             --             91,647             --
     Accounts payable                                410,408           18,290          488,783           36,580
     Accrued expenses                                   (321)            --             38,479             --
                                                 -----------      -----------      -----------      -----------

       Net Cash Used in Operating
         Activities                                 (347,865)        (192,011)      (1,051,155)        (384,022)
                                                 -----------      -----------      -----------      -----------

CASH FLOWS FROM INVESTING
 ACTIVITIES

   Patent and trademark costs                           --             (6,885)            --            (26,668)
                                                 -----------      -----------      -----------      -----------

       Net Cash Used in Investing Activities            --             (6,885)            --            (26,668)
                                                 -----------      -----------      -----------      -----------

CASH FLOWS FROM FINANCING ACTIVITIES

   Proceeds (payments) from notes payable             (8,279)            --            238,898             --
   Proceeds from issuance of common
     stock                                           300,000          100,000          690,000          100,000
   Proceeds from additional capital
     contribution                                       --             68,991             --            250,880
                                                 -----------      -----------      -----------      -----------

       Net Cash Provided by Financing
        Activities                               $   291,721      $   168,991      $   928,898      $   350,880
                                                 -----------      -----------      -----------      -----------
</TABLE>



The  accompanying  notes are an integral  part of these  consolidated  financial
statements.



<PAGE>



                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                Consolidated Statements of Cash Flows (Continued)
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                           For the                          For the
                                                      Three Months Ended                Six Months Ended
                                                           June 30,                         June 30,
                                                 ----------------------------      ----------------------------
                                                     1999             1998             1999             1998
                                                 -----------      -----------      -----------      -----------
<S>                                              <C>              <C>              <C>              <C>
NET INCREASE (DECREASE) IN
 CASH AND CASH EQUIVALENTS                       $   (56,144)     $   (29,905)     $  (122,257)     $   (59,810)

CASH AND CASH EQUIVALENTS,
 BEGINNING OF PERIOD                                  56,144          180,100          122,257          210,005
                                                 -----------      -----------      -----------      -----------

CASH AND CASH EQUIVALENTS,
 END OF PERIOD                                   $      --        $   150,195      $      --        $   150,195
                                                 ===========      ===========      ===========      ===========

Cash Payments For:

   Income taxes                                  $      --        $      --        $      --        $      --
   Interest                                      $    14,941      $      --        $    20,061      $      --

Non-Cash Financing Activities:

   Common stock issued for services              $     2,750      $      --        $    50,500      $      --
   Common stock issued for subsidiary            $      --        $      --        $   750,000      $      --
</TABLE>



The  accompanying  notes are an integral  part of these  consolidated  financial
statements.



<PAGE>


                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                 Notes to the Consolidated Financial Statements
                       June 30, 1999 and December 31, 1998


NOTE 1 -  CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

          The accompanying  consolidated financial statements have been prepared
          by the  Company  without  audit.  In the  opinion of  management,  all
          adjustments   (which  include  only  normal   recurring   adjustments)
          necessary  to  present  fairly  the  financial  position,  results  of
          operations  and  cash  flows  at June  30,  1999  and 1998 and for all
          periods presented have been made.

          Certain  information  and footnote  disclosures  normally  included in
          consolidated   financial   statements   prepared  in  accordance  with
          generally  accepted  accounting  principles  have  been  condensed  or
          omitted. It is suggested that these condensed  consolidated  financial
          statements be read in  conjunction  with the financial  statements and
          notes  thereto  included in the  Company's  December  31, 1998 audited
          consolidated  financial  statements.  The  results of  operations  for
          periods ended June 30, 1999 and 1998 are not necessarily indicative of
          the operating results for the full years.

NOTE 2 -  GOING CONCERN

          The  Company's  financial  statements  are  prepared  using  generally
          accepted  accounting  principles  applicable  to a going concern which
          contemplates  the relation of assets and liquidation of liabilities in
          the normal course of business.

          The Company has incurred  significant  losses since  inception and has
          had no significant operating revenues until 1999. The Company believes
          it can meet and exceed its operating  expenses through increased sales
          in 1999.



<PAGE>




                                   Exhibit F1Q

                         UN-AUDITED FINANCIAL STATEMENTS

                    for the three months ended March 31, 1999


                                       27

<PAGE>






                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                          (A Development Stage Company)

                        CONSOLIDATED FINANCIAL STATEMENTS

                      March 31, 1999 and December 31, 1998



<PAGE>



                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                          (A Development Stage Company)
                           Consolidated Balance Sheets


                                     ASSETS

                                                   March 31,        December 31,
                                                     1999              1998
                                                   ---------         ---------
                                                  (Unaudited)

CURRENT ASSETS

   Cash                                            $  56,144         $ 122,257
   Accounts receivable                               265,230              --
   Prepaids and advances                              21,446              --
   Inventory                                            --              27,342
                                                   ---------         ---------

     Total Current Assets                            342,820           149,599
                                                   ---------         ---------

PROPERTY AND EQUIPMENT

   Machinery and equipment                            25,925            25,925
   Office furniture and equipment                     45,292            45,292
                                                   ---------         ---------

     Total Property and Equipment                     71,217            71,217

      Less Accumulated depreciation                  (12,934)          (10,258)
                                                   ---------         ---------

     Net Property and Equipment                       58,283            60,959
                                                   ---------         ---------

OTHER ASSETS

   Deposits                                             --              12,773
   Prepaid advertising                                73,365            85,302
   Patent and trademark costs                         26,668            26,668
                                                   ---------         ---------

     Total Other Assets                              100,033           124,743
                                                   ---------         ---------

     TOTAL ASSETS                                  $ 501,136         $ 335,301
                                                   =========         =========






The  accompanying  notes are an integral  part of these  consolidated  financial
statements.



<PAGE>



                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                          (A Development Stage Company)
                           Consolidated Balance Sheets


                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)


<TABLE>
<CAPTION>
                                                              March 31,      December 31,
                                                               1999              1998
                                                            -----------      -----------
                                                            (Unaudited)
<S>                                                         <C>              <C>
CURRENT LIABILITIES

   Accounts payable                                         $   151,567      $    73,192
   Accrued expenses                                              44,218            5,418
   Payable - related party                                      247,177             --
   Notes payable - current portion                               40,000           40,000
                                                            -----------      -----------

     Total Current Liabilities                                  482,962          118,610
                                                            -----------      -----------

LONG-TERM DEBT

   Notes payable - shareholders                                  87,500           87,500
                                                            -----------      -----------

     Total Long-Term Debt                                        87,500           87,500
                                                            -----------      -----------

     TOTAL LIABILITIES                                          570,462          206,110
                                                            -----------      -----------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY (DEFICIT)

   Common stock: 50,000,000 shares authorized of $0.001
    par value, 5,159,940 and 3,373,570 shares issued
    and outstanding, respectively                                 5,160            3,374
   Additional paid-in capital                                 2,545,949        1,359,985
   Deficit accumulated during the development stage          (2,620,435)      (1,234,168)
                                                            -----------      -----------

     Total Stockholders' Equity (Deficit)                       (69,326)         129,191
                                                            -----------      -----------

     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
      (DEFICIT)                                             $   501,136      $   335,301
                                                            ===========      ===========
</TABLE>


The  accompanying  notes are an integral  part of these  consolidated  financial
statements.



<PAGE>



                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                          (A Development Stage Company)
                      Consolidated Statements of Operations
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                   From
                                                                               Inception on
                                           For the Three Months Ended            June 15,
                                                    March 31,                 1995 Through
                                         ------------------------------          March 31,
                                             1999               1998               1999
                                         -----------        -----------        -----------
<S>                                      <C>                <C>                <C>
SALES                                    $   352,477        $    30,059        $   472,711

COST OF GOODS SOLD                            68,525             16,664            135,179
                                         -----------        -----------        -----------

GROSS MARGIN                                 283,952             13,395            337,532
                                         -----------        -----------        -----------

OPERATING EXPENSES

   Depreciation                                2,676              1,657             12,934
   General and administrative                692,122            165,696          1,547,098
   Research and development                    4,754             10,362             46,203
   Marketing                                 202,596             38,255            567,620
   Rent                                       12,951             12,057             69,213
                                         -----------        -----------        -----------

     Total Operating Expenses                915,099            228,027          2,243,068
                                         -----------        -----------        -----------

OPERATING LOSS                              (631,147)          (214,632)        (1,905,536)
                                         -----------        -----------        -----------

OTHER INCOME (EXPENSES)

   Loss on impairment of goodwill           (750,000)              --             (750,000)
   Interest expense                           (5,120)            (2,258)           (14,153)
   Interest income                              --                 --                  296
   Other income                                 --                 --               48,958
                                         -----------        -----------        -----------

     Total Other Income (Expenses)          (755,120)            (2,258)          (714,899)
                                         -----------        -----------        -----------

LOSS BEFORE INCOME TAXES                  (1,386,267)          (216,890)        (2,620,435)

INCOME TAXES                                    --                 --                 --
                                         -----------        -----------        -----------

NET LOSS                                 $(1,386,267)       $  (216,890)       $(2,620,435)
                                         ===========        ===========        ===========

BASIC LOSS PER SHARE                     $     (0.38)       $     (0.38)
                                         ===========        ===========

WEIGHTED AVERAGE NUMBER
 OF SHARES                                 3,625,859            570,400
                                         ===========        ===========
</TABLE>



The  accompanying  notes are an integral  part of these  consolidated  financial
statements.



<PAGE>



                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                          (A Development Stage Company)
            Consolidated Statements of Stockholders' Equity (Deficit)

<TABLE>
<CAPTION>
                                                                                                      Deficit
                                                                                  Additional        Accumulated
                                                       Common Stock                Paid-in          During the
                                              -----------------------------                         Development
                                                  Shares           Amount          Capital             Stage
                                              -----------       -----------       -----------        -----------
<S>                                             <C>             <C>               <C>                <C>
Balance, June 15, 1995                               --         $      --         $      --          $      --

Shares issued to the founders at
 inception at $0.0008 per share                 2,369,600             2,370              (370)              --

Net loss from inception on June 15,
 1995 through December 31, 1995                      --                --                --               (2,000)
                                              -----------       -----------       -----------        -----------

Balance, December 31, 1995                      2,369,600             2,370              (370)            (2,000)

Capital contributions, 1996                          --                --              34,401               --

Net loss for the year ended
 December 31, 1996                                   --                --                --              (32,329)
                                              -----------       -----------       -----------        -----------

Balance, December 31, 1996                      2,369,600             2,370            34,031            (34,329)

Capital contributions, 1997                          --                --             343,688               --

Net loss for the year ended
 December 31, 1997                                   --                --                --              (64,926)
                                              -----------       -----------       -----------        -----------

Balance, December 31, 1997                      2,369,600             2,370           377,719            (99,255)

Capital contributions, 1998                          --                --             340,020               --

Common stock issued in recapitalization
 of Reliant Corporation and Cigar
 Television Network, Inc.                         570,400               570              (570)              --

Common stock issued for cash at an
 average price of $1.56 per share                 329,770               330           513,170               --

Common stock issued for services
 valued at $1.25 per share                        103,800               104           129,646               --

Net loss for the year ended
 December 31, 1998                                   --                --                --           (1,134,913)
                                              -----------       -----------       -----------        -----------

Balance, December 31, 1998                      3,373,570       $     3,374       $ 1,359,985        $(1,234,168)
                                              -----------       -----------       -----------        -----------
</TABLE>



The  accompanying  notes are an integral  part of these  consolidated  financial
statements.



<PAGE>



                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                          (A Development Stage Company)
      Consolidated Statements of Stockholders' Equity (Deficit) (Continued)

<TABLE>
<CAPTION>
                                                                                                      Deficit
                                                                                                    Accumulated
                                                      Common Stock                Additional         During the
                                              -----------------------------         Paid-in         Development
                                                 Shares           Amount            Capital            Stage
                                              -----------       -----------       -----------       -----------
<S>                                             <C>             <C>               <C>               <C>
Balance, December 31, 1998                      3,373,570       $     3,374       $ 1,359,985       $(1,234,168)

Common stock issued for cash at an
 average price of $1.57 per share
 (unaudited)                                      248,000               248           389,752              --

Common stock issued for services
 valued at $1.25 per share (unaudited)             38,200                38            47,712              --

Fractional shares issued in the reverse
 stock split (unaudited)                              170              --                --                --

Common stock issued for acquisition
 of TPH Marketing, Inc. valued at
 $0.50 per share (unaudited)                    1,500,000             1,500           748,500              --

Net loss for the three months ended
 March 31, 1999 (unaudited)                          --                --                --          (1,386,267)
                                              -----------       -----------       -----------       -----------

Balance, March 31, 1999 (unaudited)             5,159,940       $     5,160       $ 2,545,949       $(2,620,435)
                                              ===========       ===========       ===========       ===========
</TABLE>


The  accompanying  notes are an integral  part of these  consolidated  financial
statements.



<PAGE>



                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                          (A Development Stage Company)
                      Consolidated Statements of Cash Flows
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                                From
                                                                 For the                     Inception on
                                                            Three Months Ended                 June 15,
                                                                 March 31,                  1995 Through
                                                       ------------------------------         March 31,
                                                           1999               1998              1999
                                                       -----------        -----------        -----------
<S>                                                    <C>                <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES

   Net loss                                            $(1,386,267)       $  (216,890)       $(2,620,435)
   Adjustments to reconcile net loss to net
    cash used in operating activities:
     Depreciation                                            2,676              1,657             12,934
     Loss on impairment                                    750,000               --              750,000
     Common stock issued for services                       47,750               --              177,500
   Changes in assets and liabilities:
     Accounts receivable                                  (265,230)              --             (265,230)
     Prepaids and advances                                 (21,446)              --              (21,446)
     Inventory                                              27,342               --                 --
     Deposits                                               12,773              4,932               --
     Prepaid expenses                                       11,937               --              (73,365)
     Accounts payable                                       78,375             18,290            151,567
     Accrued expenses                                       38,800               --               44,218
                                                       -----------        -----------        -----------

       Net Cash Used in Operating Activities              (703,290)          (192,011)        (1,844,257)
                                                       -----------        -----------        -----------

CASH FLOWS FROM INVESTING ACTIVITIES

   Acquisition of property and equipment                      --                 --              (71,217)
   Patent and trademark costs                                 --              (19,783)           (26,668)
                                                       -----------        -----------        -----------

       Net Cash Used in Investing Activities                  --              (19,783)           (97,885)
                                                       -----------        -----------        -----------

CASH FLOWS FROM FINANCING ACTIVITIES

   Proceeds from notes payable                             247,177               --              374,677
   Proceeds from issuance of common stock                  390,000               --              905,500
   Proceeds from additional capital contribution              --              181,889            718,109
                                                       -----------        -----------        -----------

       Net Cash Provided by Financing Activities           637,177            181,889          1,998,286
                                                       -----------        -----------        -----------

NET INCREASE (DECREASE) IN CASH AND
 CASH EQUIVALENTS                                          (66,113)           (29,905)            56,144

CASH AND CASH EQUIVALENTS, BEGINNING
 OF PERIOD                                                 122,257            210,005               --
                                                       -----------        -----------        -----------

CASH AND CASH EQUIVALENTS, END
 OF PERIOD                                             $    56,144        $   180,100        $    56,144
                                                       ===========        ===========        ===========
</TABLE>



The  accompanying  notes are an integral  part of these  consolidated  financial
statements.



<PAGE>



                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                          (A Development Stage Company)
                Consolidated Statements of Cash Flows (Continued)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                             From
                                                    For the              Inception on
                                               Three Months Ended          June 15,
                                                   March 31,             1995 Through
                                            ------------------------        March 31,
                                              1999            1998           1999
                                            --------       ---------       --------
<S>                                         <C>            <C>              <C>
Cash Payments For:

   Income taxes                             $   --         $     --         $   --
   Interest                                 $  5,120       $     --         $  8,735

Non-Cash Financing Activities:

   Common stock issued for services         $ 47,750       $     --         $177,500
   Common stock issued for subsidiary       $750,000       $     --         $750,000
</TABLE>




The  accompanying  notes are an integral  part of these  consolidated  financial
statements.



<PAGE>


                      RELIANT INTERACTIVE MEDIA CORPORATION
                                AND SUBSIDIARIES
                          (A Development Stage Company)
                 Notes to the Consolidated Financial Statements
                      March 31, 1999 and December 31, 1998


NOTE 1 -  CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

          The accompanying  consolidated financial statements have been prepared
          by the  Company  without  audit.  In the  opinion of  management,  all
          adjustments   (which  include  only  normal   recurring   adjustments)
          necessary  to  present  fairly  the  financial  position,  results  of
          operations  and  cash  flows at  March  31,  1999 and 1998 and for all
          periods presented have been made.

          Certain  information  and footnote  disclosures  normally  included in
          consolidated   financial   statements   prepared  in  accordance  with
          generally  accepted  accounting  principles  have  been  condensed  or
          omitted. It is suggested that these condensed  consolidated  financial
          statements be read in  conjunction  with the financial  statements and
          notes  thereto  included in the  Company's  December  31, 1998 audited
          consolidated  financial  statements.  The  results of  operations  for
          periods ended March 31, 1999 and 1998 are not  necessarily  indicative
          of the operating results for the full years.

NOTE 2 -  GOING CONCERN

          The  Company's  financial  statements  are  prepared  using  generally
          accepted  accounting  principles  applicable  to a going concern which
          contemplates  the relation of assets and liquidation of liabilities in
          the normal  course of  business.  The Company has  incurred  operating
          losses  from its  inception  through  December  31,  1998.  It has not
          established  revenues  sufficient to cover its operating  costs and to
          allow it to  continue as a going  concern.  Management  believes  that
          revenues  will  continue to increase in 1999  allowing  the Company to
          cover its product  development  and  marketing  costs.  It is also the
          intent of the  Company to  complete a limited  offering  of its common
          stock in 1999 to help cover its  operating  expenses.  In the interim,
          shareholders  of the  Company  have  committed  to meet its  operating
          needs.