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


                                 FORM 10-QSB
                 Quarterly Report Under Section 13 or 15(d)
                   of the Securities Exchange Act of 1934.


For the quarter ended  March 31, 2000     Commission file number 000-25415




                  Twin Faces East Entertainment Corporation
           (Exact name of registrant as specified in its charter)



Nevada                                                 22-3374562
(State or other jurisdiction of                        (I.R.S. Employer
incorporation or organization)                         Identification No.)

1850 E. Flamingo Rd., Suite 111-A
Las Vegas, Nevada                                      89119
(Address of principal executive offices)               (Zip Code)


                               (702) 866-5858
             Registrant's telephone number, including area code


     Indicate by check mark whether the registrant (1) has filed all  reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934  during  the  preceding 12 months (or for such shorter period  that  the
registrant  was required to file such reports), and (2) has been  subject  to
such filing requirements for the past 90 days.

                          Yes               No    X


 As of May 9, 2000, there were 4,484,349 shares of common stock outstanding.

<PAGE>

                                    INDEX

PART I - FINANCIAL INFORMATION                              Page No.

     Item 1.   Financial Statements

               Balance Sheet as of March 31, 2000                    3

               Statement of Stockholders' Equity
               for the three months ending March 31, 2000            4

               Income Statement for the three months
               ending March 31, 2000 and March 31, 1999              5

               Statement of Cash Flow for the three months           6
               ending March 31, 2000 and March 31, 1999

     Item 2.   Management's Discussion and Analysis of
               Financial Condition and Results of Operation          7-10


PART II - OTHER INFORMATION

     Item 1.   Legal Proceedings                                     9

     Item 2.   Changes in Securities                                 9

     Item 3.   Defaults by the Company upon its
               Senior Securities                                     9

     Item 4.   Submission of Matter to a Vote of
               Security Holders                                      10

     Item 5.   Other Information                                     10

     Item 6.   Exhibits and Reports of Form 8-K                      10

     SIGNATURES                                                      11


<PAGE>
<TABLE>



                  TWIN FACES EAST ENTERTAINMENT CORPORATION
                             BALANCE SHEET AS OF
                               MARCH 31, 2000

                       PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

                                   ASSETS
                                                March 31,      March 31,
                                                   2000          1999
<S>                                           <C>            <C>
Current Assets
  Regular Checking Accounts                          $2,534   $       4,455
                                                -----------     -----------
Total Current Assets                                  2,534           4,455
                                                -----------     -----------
Property and Equipment
  Equipment                                           1,029           1,029
                                                -----------     -----------
Total Property and Equipment                          1,029           1,029
                                                -----------     -----------
Other Assets                                              -               -
                                                -----------     -----------
Total Assets                                         $3,562          $5,484
                                                ===========     ===========


</TABLE>
<TABLE>
                           LIABILITIES AND CAPITAL
<S>                                            <C>            <C>
Current Liabilities
  Accrued Salary                                   $394,248     $   180,800
  Accrued Expenses                                   63,774          17,900
  Stockholders' advances                            212,810          48,862
                                                -----------     -----------
Total Current Liabilities                           670,832         247,562

Long-Term Liabilities                                     -               -
                                                -----------     -----------
Total Liabilities                                   670,832         247,562
                                                -----------     -----------
Capital
  Common Stock                                        4,484           3,465
  Paid-in Capital                                   420,218         144,412
  Retained Earnings                               (943,361)       (291,749)
  Net Income                                      (148,611)        (98,207)
                                                -----------     -----------
Total Capital                                     (667,270)       (242,078)
                                                -----------     -----------
Total Liabilities and Capital                        $3,562   $       5,484
                                                 ==========   =============
</TABLE>
<PAGE>
<TABLE>
                  TWIN FACES EAST ENTERTAINMENT CORPORATION
                      STATEMENT OF STOCKHOLDERS' EQUITY
                 FOR THE THREE MONTHS ENDING MARCH 31, 2000



                                   Common Stock     Additional  Accumulated
                                                     Paid-In      Deficit
                                                     Capital
                                 Shares      Par
                                            Value
                                --------   ------    --------    ---------
<S>                           <C>           <C>     <C>         <C>
Balance 12-31-99                4,384,349    4,384     420,319     (943,637)
Shares Issued To:
      Officer/Directors    for
services
  Consultants for services        100,000      100
  Cancelled Shares
  Other cash
Offering Costs
Net (loss)
                                ---------   ------   ---------   -----------
Balance 3-31-00                 4,484,349    4,484     420,319     (943,637)
                                =========   ======   =========   ===========

</TABLE>
<PAGE>
<TABLE>
                  TWIN FACES EAST ENTERTAINMENT CORPORATION
                              INCOME STATEMENT
        FOR THE THREE MONTHS ENDING MARCH 31, 2000 AND MARCH 31, 1999

                                                     March 31,   March 31,
                                                       2000         1999
<S>                                               <C>           <C>
Revenues
  Finance Charge Income                                      28           71
                                                      ---------   ----------
Total Revenues                                               28           71
                                                     ----------   ----------
Cost of Sales                                                 -            -
                                                     ----------   ----------
Total Cost of Sales                                           -            -
                                                     ----------   ----------
Gross Profit                                                 28           71
                                                     ----------   ----------
Expenses
Total Expenses                                          148,639       98,277
                                                     ----------   ----------
Net Income (Loss)                                     (148,611)     (98,207)
                                                     ==========   ==========
</TABLE>
<PAGE>
<TABLE>
                  TWIN FACES EAST ENTERTAINMENT CORPORATION
                           STATEMENT OF CASH FLOW
        FOR THE THREE MONTHS ENDING MARCH 31, 2000 AND MARCH 31, 1999

                                                 March 31,      March 31,
                                                    2000          1999
<PAGE>                                          <C>            <C>
Cash Flows from operating activities
  Net Income (Loss)                                (148,611)    $  (98,207)
Adjustments  to reconcile net  income  to  net
cash                                                                     71
 provided by operating activities
   Accrued Salary                                    107,000         48,000
   Accrued Expenses                                    2,125         17,900
   Stockholders' advances                             39,514          9,114
                                                  ----------   ------------
Total Adjustments                                    148,639         75,014
                                                 -----------   ------------
Net Cash provided by Operations                           28       (23,193)
                                                 -----------   ------------
Cash Flows from investing activities Used For

  Net cash used in investing                               -              -
                                                 -----------   ------------
Cash Flows from financing activities
Proceeds From
  Common Stock                                           100             54
  Paid-in capital                                      (100)         22,016
                                                 -----------    -----------
Net cash used in financing                                 -         22,070
                                                 -----------    -----------
Net increase (decrease) in cash                          $28   $    (1,123)
                                                 ===========  =============
Summary
  Cash Balance at End of Period                       $2,534  $       4,455
  Cash Balance at Beginning of Period                 (2506)        (5,578)
                                                 ===========  =============
Net Increase (Decrease) in cash                          $28   $    (1,123)
                                                 ===========  =============
</TABLE>
<PAGE>
Item 2.    Management's Discussion and Analysis of Financial Condition and
          Results of Operations.

    The  following discussion and analysis should be read in conjunction with
the  Company's financial statements and the notes thereto contained elsewhere
in this filing.

Overview

     Twin  Faces  East  Entertainment Corporation, a Nevada corporation  (the
"Company")  is  a development stage company formed in 1997. The  Company  was
incorporated under the laws of the State of Delaware on December 5, 1997  and
reincorporated under the laws of the State of Nevada on June 17, 1998. The re-
incorporation  in  the State of Nevada was the result of Nevada's  policy  of
encouraging  incorporation in that State and, in furtherance of that  policy,
has  adopted  comprehensive, modern and flexible corporate  laws,  which  are
periodically  updated  and  revised  to  meet  changing  business  needs.  In
addition, Nevada continues to pursue a position of no corporate taxation.

     We  have  been  plagued with insufficient capital from formation.   This
lack  of  capital has prevented the Company from developing its product  base
which  is  essentially  the production and marketing  of  films  and  related
products.

Business of the Company

     We  are  in  the  development stage as a producer of  entertainment  and
educational related programming and technology, which originated through  the
efforts  of  Dr.  Michael Smolanoff, a director and officer of  the  Company.
Our products include; (i), documentary films of Dr. Albert Einstein, and (ii)
feature film and television scripts.

     The Einstein Properties are the result of Dr. Smolanoff's acquisition of
the  films  from Peter A. Buckey. Peter A. Buckey, the son of one  of  Albert
Einstein's  oldest and closest friends, provides a rare insight  into  Albert
Einstein's  private  life, opinions, and foibles that  are  now  folded  into
unique and rare videos.  The Company owns original 16mm film footage of  rare
moments  such as the family vacation when Einstein wrote that fateful  letter
to  Franklin  D.  Roosevelt  that led to the Manhattan  Project.   Peter  was
Einstein's  driver,  and  companion initiating  extensive  dialogue,  keeping
copious notes, and storing and recording priceless memories.

     "Pages From A Rabbit Journal"T, a children's book and future film script
was  created by Dr. Smolanoff. The story is of The Rabbit Family's adventures
in  their  travels through the forest with many character developments  along
the path of their journey.  The story has been turned into a series of twenty-
two  minute animated video episodes, each a cliff-hanger and with a  positive
children's message.  The initial video episode, will serve as a pilot  for  a
television series which is contracted through Nightwing Entertainment  Group,
Inc.  to be shown on Fox Children's Network and/or Nickelodeon.  In addition,
Channel America, through a contract with Nightwing Entertainment Group,  Inc.
has  agreed  to show between 13 to 65 episodes of the series.    Further,  an
agreement is in place with Nightwing Entertainment Group, Inc. that  provides
for  Congress  Home Video to distribute a minimum of twelve of  each  episode
into approximately 22,000 video stores nationwide.
<PAGE>

Properties for Future Development

     In  addition to the Einstein film, and Pages From a Rabbit Journal,  the
Company  has acquired, from Dr. Smolanoff, various other entertainment  books
and  programming.   We plan to release these other products as  our  business
expands  and  cash flows are adequate to launch new products.   We  have  not
established definitive time frames or costs of launching these new products.

     "Hidden Treasures of the World"T. This is a series of one hour, made for
television,  specials showcasing specific geographic locations in  the  world
where  billion  dollar  plus  treasure  discoveries  were  made.   The  first
documentary  "St.  Lavra"  from  Kiev  Russia  is  complete  and  ready   for
distribution.

     "Jungle  Bunch"T. "The Adventures of the Jungle Bunch"T is a  children's
story  for  animation  that  follows the adventures  of  five  young  animals
searching  for their families.  These five babies are brought together  as  a
result of a terrible storm, which separates them from their families.  It  is
a  continuing  series  that  focuses on the concept  of  teamwork,  which  is
somewhat  unique  in the children's story. This teaches our  children  in  an
entertaining and receptive environment to overcome their differences and work
together for a common goal. This series is made for television and home video
placement.

     "Bixbee"T. This is an animated CD ROM game that could easily evolve into
a  television  special.   Your  child can be scanned  into  this  interactive
program for fun and adventures with "Bixbee"T.

     "The  Town  That Arrested Santa Claus"T. A fully illustrated  children's
story  with  a  merry  cast of Christmas characters in the  newly  discovered
village of Forgottenville.  Children of all ages will delight in this  unique
classic  tale, rich with the true meaning and tradition of Christmas.   Santa
and  Forgottenville's citizens are almost tricked by Dr. S.,  until  a  young
child  comes  to Santa's rescue.  This is anticipated to become  a  Christmas
classic  and  will  be  available in book, audio cassette  and  to  become  a
television animated special.

     "A  Real Man".  A script written by Johnnie King to be produced  by  the
Company.

Results of Operations for the three months ended March 31, 2000 and March 31,
1999

      Total  operating expenses from continuing operations were $148,639  for
the  three  months  ended March 31, 2000 compared to $98,207  for  the  three
months  ended  March  31, 1999.  Utilizing an average  daily  calculation  of
operating  expenses of $1,633 for the period ending March 31,  2000,  and  an
average  daily  calculation of operating expenses of $1,091  for  the  period
ending  March  31,  1999, this represented a 33% increase  in  average  daily
operating expenses.

      The  increase  in  expenses was primarily the  result  of  the  Company
increasing  Salaries expenses and legal and professional expenses during  the
period  ending  March  31,  2000.  The legal and professional  expenses  were
primarily  the  result of the Company's preparation and  filing  requirements
with the Securities and Exchange Commission.

<PAGE>

Forward-Looking Statements and Associated Risks

     This Quarterly Report on Form 10-QSB contains forward-looking statements
made  pursuant  to  the  safe harbor provisions of the Securities  Litigation
Reform  Act  of 1995.  These forward looking statements are based largely  on
the  Company's  expectations  and  are subject  to  a  number  of  risks  and
uncertainties, many of which are beyond the Company's control, including, but
not  limited  to,  economic,  competitive and  other  factors  affecting  the
Company's  operations, markets, products and services,  expansion  strategies
and  other factors discussed elsewhere in this report and the documents filed
by  the  Company with the Securities and Exchange Commission.  Actual results
could  differ materially from these forward-looking statements.  In light  of
these  risks  and uncertainties, there can be no assurance that the  forward-
looking  information  contained in this report will in fact  prove  accurate.
The Company does not undertake any obligation to revise these forward-looking
statements to reflect future events or circumstances.

Liquidity and Capital Reserves

As of March 31, 2000 and March 31, 1999 (Unaudited)

     As  of  March  31,  1999,  the  Company's assets  were  $3,562  and  its
liabilities  were $670,832, resulting in an deficit of assets of  ($667,269).
Cash was $2,534 at March 31, 2000 as compared to cash of $4,455 on March  31,
1999,  a decrease of $893. This represented a 20% decrease in available cash.
This decrease was primarily the result of an increase in operating expenses.

     The  Company  has continued to fund its deficit cash flow  from  private
placements  of the Company's common stock. It is anticipated that  loans  and
the  sale of the Company's stock will continue until such time as the Company
generates   sufficient  revenues  from  its  operations  to  cover  operating
expenses.

PART II--OTHER INFORMATION

Item 1.       Legal Proceedings.

     On November 22, 1999, Twin Faces East Entertainment Corporation filed  a
complaint against Daniel Covell in the U.S. District Court, District  of  New
Jersey.

Item 2.       Changes in Securities.

     None.

Item 3.       Defaults by the Company upon its Senior Securities.

     None.

<PAGE>

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

     None

Item 5.       Other Information.

     None

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

     None

<PAGE>

                                 SIGNATURES


     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant  has  duly caused this report to be signed on its  behalf  by  the
undersigned, thereunto duly authorized.


TWIN FACES EAST ENTERTAINMENT CORPORATION
(Registrant)



By:/s/ Michael Smolanoff                  By:/s/ Stan Teeple
  Michael Smolanoff                          Stan Teeple
  CEO, President                             Secretary/ Treasurer


Date: May 9, 2000                         Date: May 9, 2000