FORM 10-QSB

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

(Mark One)

  (x)    Quarterly Report pursuant to Section 13 or 15(d) of the Securities
         Exchange Act of 1934

                  For the quarterly period ended June 30, 2001

  ( )    Transition report pursuant to Section 13 or 15(d) of the Securities
         Exchange Act of 1934

                  For the transition period from ________ to ________


                                 Techlabs, Inc.

             (Exact name of registrant as specified in its charter)


       Florida                  000-26233               65-0843965
--------------------------------------------------------------------------------
(State or other jurisdiction   (Commission             (IRS Employer
     of incorporation)          File Number)          Identification No.)


     2400 West Cypress Creek Road, Suite 100, Fort Lauderdale, Florida 33309
--------------------------------------------------------------------------------
               (Address of principal executive offices) (Zip Code)


        Registrant's telephone number, including area code: 954-229-7213


                                 Not applicable
                            -------------------------
              (Former name, former address and former fiscal year,
                          if changed since last report)

         Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
Yes (x) No ( ).

<PAGE>

         State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date. As of June 30, 2001, the
registrant had issued and outstanding 2,397,692 shares of common stock.

         Transitional Small Business Disclosure Format (check one).
          Yes ( )  No (x)

         This discussion in this quarterly report regarding Techlabs and our
business and operations contains "forward-looking statements." These
forward-looking statements use words such as "believes," "intends," "expects,"
"may," "will," "should," "plan," "projected," "contemplates," "anticipates," or
similar statements. These statements are based on our beliefs, as well as
assumptions we have used based upon information currently available to us.
Because these statements reflect our current views concerning future events,
these statements involve risks, uncertainties and assumptions. Actual future
results may differ significantly from the results discussed in the
forward-looking statements. A reader, whether investing in our common stock or
not, should not place undue reliance on these forward-looking statements, which
apply only as of the date of this annual report.

         When used in this Quarterly Report on Form 10-QSB, "Techlabs,", "we,"
"our," and "us" refers to Techlabs Inc. and our  subsidiaries  Interplanner.com,
Inc. ("Interplanner"), StartingPoint.com, Inc. ("MyStartingPoint"), InternetChic
Marketing,  Inc.  ("InternetChic  Marketing"),  Tech  Investments,  Inc.  ("Tech
Investments"),   Tech  Capital,  Inc.  (Tech  Capital),  121,  Inc.  (121),  and
ReferEveryone.com (ReferEveryone).


<PAGE>
                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements.


                          INDEX TO FINANCIAL STATEMENTS

                                                                  Page Number

Consolidated Balance Sheets at June 30, 2001
  (unaudited) and December 31, 2000                                    2

Consolidated Statements of Operations for the
  three and six months ended June 30, 2001 and
  2000 (unaudited)                                                     3

Consolidated Statements of Changes in Stockholders' Equity             4

Consolidated Statements of Cash Flows for the six months ended
June 30, 2001 and 2000 (unaudited)                                     5

Notes to Consolidated Financial Statements (unaudited)                 6

















                                        1

<PAGE>
<TABLE>
<CAPTION>
                                         TECHLABS, INC. AND SUBSIDIARIES
                                          Consolidated Balance Sheets

                                                                                 June 30,
                                                                                   2001             December 31,
                                                                               (unaudited)             2000
                                                                             -----------------    ----------------
ASSETS

Current Assets
<S>                                                                          <C>                  <C>
    Cash                                                                     $            818     $        11,812
    Prepaid expenses                                                                  888,434                   -
    Marketable equity securities                                                            -              16,530
                                                                             -----------------    ----------------
                                                     Total Current Assets             889,252              28,342

Web Sites, Property and Equipment,  net                                               721,115             301,116

Intangible and Other Assets
    Deposits and other                                                                  5,503               5,503
    Investment securities                                                              50,000              50,000
    Intangibles, net                                                                  331,779             377,778
                                                                             -----------------    ----------------

                                                                             $      1,997,649     $       762,739
                                                                             =================    ================


LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
    Accounts payable & accrued expenses                                      $        521,402     $       330,384

Long-term Notes Payable to Stockholders                                               337,391             337,391
                                                                             -----------------    ----------------
                                                        Total Liabilities             858,793             667,775

STOCKHOLDERS' EQUITY
    Preferred stock - special class A ($.001 par value, 12,500,000 authorized
       12,500,000 and 9,000,000 shares issued and outstanding)                         12,500              12,500
    Preferred stock - special class B ($.001 par value, 10,000,000 authorized
       4,897,500 and 0 shares issued and outstanding)                                   4,898                   -
    Common stock ($.001 par value, 50,000,000 shares
       authorized, 2,397,692 and 2,076,000 shares
       issued and outstanding)                                                          2,398               2,076
    Additional paid-in capital                                                      7,961,002           5,488,278
    Accumulated deficit                                                            (6,841,942)         (5,407,890)

                                                                             -----------------    ----------------
                                               Total Stockholders' Equity           1,138,856              94,964
                                                                             -----------------    ----------------

                                                                             $      1,997,649     $       762,739
                                                                             =================    ================


The accompanying notes are an integral part of these unaudited financial
statements.
                                                       2
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                             TECHLABS, INC. AND SUBSIDIARIES
                                          Consolidated Statements of Operations
                                         Six Months Ended June 30, 2001 and 2000

                                                            Three Months Ended                    Six Months Ended
                                                                 June 30,                              June 30,
                                                         2001               2000               2001              2000
                                                    ----------------    --------------    ----------------   --------------
Revenue
<S>                                                 <C>                 <C>               <C>                <C>
   Net revenues                                     $        13,304     $      19,352     $        26,725    $      31,977

Selling, general and administrative expenses                523,778           401,282           1,424,247          603,692
                                                    ----------------    --------------    ----------------   --------------

Operating loss                                             (510,474)         (381,930)         (1,397,522)        (571,715)

Other Income (Expense)
   Interest income                                                -             2,494                   -            2,972
   Interest expense                                         (20,000)                              (20,000)
   Realized (loss) gain on trading securities                     -           (46,151)                             (46,151)
   Unrealized (loss) gain on trading securities                   -        (2,263,236)            (16,530)      (2,393,236)
                                                    ----------------    --------------    ----------------   --------------
      Total other income (expense)                          (20,000)       (2,306,893)            (36,530)      (2,436,415)
                                                    ----------------    --------------    ----------------   --------------

Net Loss                                            $      (530,474)    $  (2,688,823)    $    (1,434,052)   $  (3,008,130)
                                                    ================    ==============    ================   ==============



Earnings per share:
  Basic and diluted loss per common share           $         (0.23)    $       (7.25)    $         (0.66)   $       (8.14)
                                                    ================    ==============    ================   ==============
Basic and diluted weighted average
  shares outstanding                                      2,314,123           371,093           2,177,322          369,354


















The accompanying notes are an integral part of these unaudited financial statements.
                                                                 3
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                      TECHLABS, INC. AND SUBSIDIARIES
                                        Consolidated Statements of Changes in Stockholders' Equity
                                           From the Period from January 1, 2000 to June 30, 2001


                                               Preferred Stock
                                  ------------------------------------------     Common Stock    Additional
                                         Class A               Class B        ------------------  Paid-In    Accumulated
                                    Shares       Amount    Shares     Amount    Shares    Amount  Capital      Deficit      Total
                                  ------------ ---------  ---------- -------  ---------- ------- ----------  ----------- -----------

<S>                               <C>           <C>                           <C>         <C>    <C>           <C>        <C>
Balance, January 1, 2000            9,000,000     9,000                         366,750     367  4,646,303     (277,695)  4,377,975

Shares issued for services                                                        9,252       9    247,175                  247,184

Shares issued for investment
  securities                                                                    300,000     300    674,700                  675,000

Shares returned for investment
  securities                                                                   (300,000)   (300)  (674,700)                (675,000)

Conversion of notes payable to
    preferred stock                 5,200,000     5,200                                            594,800                  600,000

Conversion of preferred stock
    to common stock                (1,700,000)   (1,700)                      1,700,000   1,700                                   -

Net loss and comprehensive loss                                                                              (5,130,195) (5,130,195)
                                  ------------ ---------  ---------- -------  ---------- ------- ----------  ----------- -----------

Balance, December 31, 2000         12,500,000 $  12,500           - $     -   2,076,002 $ 2,076 $5,488,278 $ (5,407,890)$    94,964


Shares issued for services                                                      821,690     822  1,883,372                1,884,194

Return of common shares
    to treasury                                                                (800,000)   (800)       800                        -

Shares issued for website and
    data base                                                                   300,000     300    543,450                  543,750

Shares issued for website                                 4,897,500   4,898                         45,102                   50,000

Net loss and comprehensive loss                                                                              (1,434,052) (1,434,052)
                                  ------------ ---------  ---------- -------  ---------- ------- ---------- ------------ -----------

Balance, June 30, 2001             12,500,000 $  12,500   4,897,500 $ 4,898 $ 2,397,692 $ 2,398 $7,961,002 $ (6,841,942)$ 1,138,856
                                  ============ =========  ========== =======  ========== ======= ========== ============ ===========
















The accompanying notes are an integral part of these unaudited financial statements
                                                                      4
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                       TECHLABS, INC. AND SUBSIDIARIES
                                    Consolidated Statements of Cash Flows
                                   Six Months Ended June 30, 2001 and 2000

                                                                            2001                  2000
                                                                      -----------------    --------------------
Operating Activities
<S>                                                                   <C>                  <C>
     Net loss                                                         $     (1,434,052)    $        (3,008,130)
     Adjustments to reconcile net loss to
      net cash used in operating activities
         Unrealized loss on securities                                          16,530               2,393,237
         Realized loss on securities                                                 -                  46,151
         Common stock issued for compensation                                  995,760                 133,750
         Amortization and depreciation                                         219,751                 183,334
         Changes in operating assets and liabilities:
             Decrease in prepaid expenses                                            -                  37,500
             Increase in accounts payable                                      191,017                 146,170
                                                                      -----------------    --------------------
                            Net Cash Used in Operating Activities              (10,994)                (67,988)

Investing Activities
     Web site development costs                                                      -                 (85,325)
     Proceeds from stock sales                                                       -                  18,581
                                                                      -----------------    --------------------
                            Net Cash Used in Investing Activities                    -                 (66,744)

Financing Activities
     Advances from stockholders                                                      -                 204,450
                                                                      -----------------    --------------------
                        Net Cash Provided by Financing Activities                    -                 204,450
                                                                      -----------------    --------------------

                              Change in Cash and Cash Equivalents              (10,994)                 69,718

Cash and cash equivalents, beginning of period                                  11,812                       -
                                                                      -----------------    --------------------

Cash and cash equivalents, end of period                              $            818     $            69,718
                                                                      =================    ====================











The accompanying notes are an integral part of these unaudited financial statements.
                                                           5
</TABLE>
<PAGE>
                       TechLabs, Inc. and Subsidiaries
                   Notes to Consolidated Financial Statements
                                   (UNAUDITED)

Note 1 - Significant Accounting Policies
Business The accompanying unaudited financial statements have been prepared in
accordance with accounting principles generally accepted in the United States of
America for interim financial information and with the instructions to Form
10-QSB. Accordingly, they do not include all of the information and footnotes
required by accounting principles generally accepted in the United States of
America for complete financial statements. In the opinion of management, all
adjustments (consisting of normal recurring accruals) considered necessary for a
fair presentation have been included. Operating results for the three and six
month periods ended June 30, 2001 are not necessarily indicative of the results
that may be expected for the fiscal year ending December 31, 2001. For further
information, refer to the audited financial statements and footnotes thereto for
the fiscal year ended December 31, 2000 included in the Company's Annual Report
on Form 10-KSB.

Going Concern The accompanying financial statements have been prepared assuming
that the Company will continue as a going concern. As shown in the accompanying
financial statements, the Company incurred a net loss of $1,434,052 during the
six months ended June 30, 2001 and has an accumulated deficit of $6,841,942 at
June 30, 2001. Although a substantial portion of the Company's cumulative net
loss is attributable to noncash operating expenses, management believes that it
will need additional equity or debt financing to be able to sustain its
operations until it can achieve profitability, if ever. These matters raise
substantial doubt about the Company's ability to continue as a going concern.

Management believes that the commercial success and profitability of the Company
will depend significantly on its ability to (i) attract and provide services to
internet users, (ii) increase the number of visitors to its current web sites,
(iii) increase the name recognition of the Company, and (iv) increase the
variety of products sold on its web sites.

Management is attempting to raise additional equity financing to sustain
operations until it can market its services, expand its customer base and
achieve profitability, if ever.

The accompanying financial statements do not include any adjustments related to
the recoverability and classification of assets or the amounts and
classification of liabilities that might be necessary should the Company be
unable to continue as a going concern.

Note 2 - Statement of Cash Flows Supplemental Disclosure
During the six months ended June 30, 2001 and 2000, the Company paid no interest
or income taxes, and the following transactions not affecting cash occurred:

(a)           The Company acquired a website and related data base by issuing
              300,000 shares of common stock valued at $543,750 during the six
              months ended June 30, 2001.

(b)           During the six months ended June 30, 2001, the Company issued
              821,690 shares of common stock, valued at $1,884,194, to
              consultants in payment for services to be performed through March
              2002 resulting in a prepayment of $888,434 at June 30, 2001.

(c)           The Company  acquired a website by issuing  4,897,500 shares of
              special class B preferred stock valued at $50,000 during the three
              months ended March 31, 2001.



                                       6
<PAGE>
                         TechLabs, Inc. and Subsidiaries
                   Notes to Consolidated Financial Statements
                                   (UNAUDITED)


Note 3 - Stockholders' equity

In February 2001, the Company entered into an agreement with Saibot
Technologies, Inc. (Saibot) to purchase the "ReferEveryone.com" URL Domain Name,
as well as a related database of direct marketing representatives and all of the
intellectual property rights related to those assets. The company also obtained
the right to use Saibot's genealogy software, a necessary component in the
operation of a direct/network marketing business, for a term of five (5) years.
Under the terms of the agreement, Saibot received 300,000 shares of Techlabs
Rule 144 common Stock. The Company also agreed to issue up to 900,000 shares of
Techlabs Rule 144 Common Stock based upon Saibot's accomplishing certain
objectives with respect to the "sign-up" of independent marketing
representatives for Techlabs' direct marketing operations during a one (1) year
period following the closing of the purchase transaction.

In January 2001, the Company purchased all of the outstanding common stock of
121, Inc. a Nevada Corporation, in exchange for its participation in developing
a business plan and plan of operations for a new wholly owned subsidiary,
121TV.com. In conjunction with the transaction, the Company issued 4,897,500
shares of their special class B preferred stock as signing bonuses to certain
individuals. The transaction has been valued at $50,000 based on the estimated
fair value of the related website. The preferred stock is convertible to common
stock at the sole discretion of the Company.

During the six months ended June 30, 2001, the Company issued 821,690 shares of
common stock as compensation to consultants totaling $1,884,1944. Of this
amount, $1,476,782 was recorded as a prepaid expense in that the consulting
agreements expire at various times over a one-year period. The Company amortized
approximately $588,348 of prepaid consulting during the six months ended June
30, 2001.



















                                        7


<PAGE>
Item 2.

Management's Discussion and Analysis or Plan of Operation


Results of Operations

For the three months ended June 30, 2001, we had revenue of $13,304 and reported
a loss of $530,474, or ($.23) per share. This compares to a loss of $2,688,823,
or ($7.25) per share, and revenue of $19,352 for the three months ended June 30,
2000. The decrease in revenue in the three months ended June 30, 2001 reflects
lower sales of banner advertising and rentals of mailing lists by our
StartingPoint.com subsidiary. For the six months ended June 30, 2001, we had
revenue of $26,725 and reported a loss of $1,434,052, or ($.66) per share. This
compares to a loss of $3,008,130, or ($8.14) per share, and revenue of $31,977
for the six months ended June 30, 2000. The decrease in revenue in the six
months ended June 30, 2001 reflects lower sales of banner advertising and
rentals of mailing lists by our StartingPoint.com subsidiary.

Operating expenses increased 31% in the three months ended June 30, 2001 to
$523,778 from $401,282 in the three months ended June 30, 2000, and increased
136% in the six months ended June 30, 2001 to $1,424,247 from $603,692 in the
six months ended June 30, 2000. This increase in operating expenses in the three
and six month periods ended June 30, 2001 resulted primarily from non-cash
expenses in the amounts of $354,070 and $995,760, respectively, reflecting the
value of common stock issued as compensation.

The net loss during the six months ended June 30, 2001 includes an unrealized
loss on trading securities of $16,530, compared to unrealized losses on trading
securities of $2,263,236 and $2,393,236, respectively, during the three and six
month periods ended June 30, 2000.


Liquidity and Capital Resources

At June 30, 2001, our net cash position was $818, compared to $11,812 at
December 31, 2000 and $69,718 at June 30, 2000. We used $10,994 to finance our
operating activities during the six months ended June 30, 2001 and also
recognized an unrealized loss of $16,530 on the value of marketable equity
securities. During the six months ended June 30, 2001 we recorded as a current
asset the value of prepaid expanses totaling $888,434. This non-cash amount
reflects the value of common stock issued in lieu of future compensation to
consultants. This contributed to working capital of $367,850 at June 30, 2001,
compared to a working capital deficit of $302,042 at December 31, 2000.

We have incurred cumulative losses from inception (May 26, 1998) until June 30,
2001 of $6,841,942. We may continue to incur losses during the remainder of 2001
and have yet to achieve revenues sufficient to offset direct expenses and
corporate overhead. Although a substantial portion of the Company's cumulative
net loss is attributable to non-cash operating expenses, management believes it
will need additional equity or debt financing to be able to sustain its
operations until it can achieve profitability, if ever.



                                        8
<PAGE>
We believe that the commercial success and profitability of the Company will
depend significantly on its ability to attract and provide services to Internet
users, increase the number of visitors to our current web sites, increase the
name recognition of the Company, and increase the variety of unique products
sold on our web sites. We are attempting to raise additional equity financing to
sustain operations until we can market the Company's services, expand our
customer base and achieve profitability. However, there can be no assurance this
will occur. At this time, however, we have no agreements or understandings with
any third parities regarding additional capital, and we cannot guarantee you
that we will be successful in obtaining capital upon terms acceptable to us, if
at all. Our failure to secure necessary financing could have a material adverse
effect on our financial condition and results of operations.


                           PART II - OTHER INFORMATION

Item 1.  Legal Proceedings.

         In September 2000 Techlabs filed a complaint against Xpedior, Inc.,
Techlabs, Inc. vs. Xpedior, Inc., case number 00-015612(14), in the Circuit
Court of the 17th Judicial Circuit in and for Broward County, Florida, alleging
breach of contract related to its engagement to complete the Beta portion of a
website, including determining the requirements, designing and developing the
program. In its complaint, Techlabs is seeking compensatory damages in excess of
$15,000, and an award of interest, attorneys' fees and court costs. In October
2000 Xpedior filed an answer, affirmative defenses and counterclaim against
Techlabs in which Xpedior claims Techlabs' breach of the contract for failure to
pay Xpedior an additional $172,050 which it alleges is due under the contract.
Xpedior is seeking compensatory damages in excess of $15,000, and an award of
interest, attorneys' fees and court costs. At this juncture, Techlabs cannot
accurately predict the outcome of this litigation, or provide an estimate of the
amount or range of potential loss to it, if any.


Item 2.  Changes in Securities and Use of Proceeds.

                  None.


Item 3.  Defaults Upon Senior Securities

                  None.


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

                  None.





                                        9

<PAGE>
Item 5.  Other Information.

         On May 16, 2001, we reported that Techlabs had been informed by the
management of our 121, Inc. subsidiary that they were no longer accepting
enrollments for their 121 Marketing Network. Moreover, the management of 121
informed us that they had deactivated the 121.tv domain name and DNS address,
which is owned and operated by certain management of 121. The management of 121
noted that they took this action partly in response to an alleged unauthorized
marketing campaign conducted via the 121.tv web site.

As previously reported, our management had requested detailed financial
information from the management of 121, Inc. In late May 2001, and again
subsequent to the end of the second quarter in July 2001, we received materials
that may relate to the business and operations of 121, Inc. These materials have
been forwarded to our legal counsel and auditors for their review. Upon the
completion of an in-depth review process, we believe we will be in a position to
better evaluate the aforementioned events.

Moreover, based upon the unilateral and autonomous operations by the management
of 121, coupled with the pending status of the in-depth review of the
aforementioned recently received materials, we are still presently unable to
determine whether the management of 121 conducted operations related to the
121.tv Marketing Network within the 121, Inc. corporate entity which we
purchased in January 2001. It should further be noted that at the time of its
acquisition, 121, Inc. did not have any ongoing business operations.

In light of the above, the financial statements contained in this report for the
three and six month periods ended June 30, 2001 do not include any results from
operations from our 121, Inc. subsidiary.


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

         None.







                                       10
<PAGE>
                                   SIGNATURES

         In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                           Techlabs, Inc.,
                                           a Florida corporation

Date: August 22, 2001                      /s/ Thomas J. Taule
                                           -------------------------------------
                                           Thomas J. Taule,
                                           President and Chief Executive Officer


















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