<PAGE>   1


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

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

For Period Ended    September 30, 1999

[ ] Transition Report Pursuant to Section 13 or 15 (d) of the Securities
    Exchange Act of 1934

For the transition period from _____________________ to _____________________

Commission File Number   333-76427


                          Panoramic Care Systems, Inc.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

               DELAWARE                                       84-1165714
      --------------------------                      ------------------------
       (State of Incorporation)                       (IRS Employer ID Number)

5181 Ward Road                                         Wheat Ridge, CO 80033
----------------------------------------              ------------------------
(Address of principle executive offices)              city) (state) (zip code)

                                 (303) 422-3886
               ---------------------------------------------------
                Registrant's telephone number including area code



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

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
                                 ---     ---

Transitional Small Business Disclosure format (check one):

                              YES      NO X
                                 ---     ---

The number of shares outstanding of the Registrant's $0.001 par value common
stock on November 15, 1999 was 4,875,000.



<PAGE>   2

                          PANORAMIC CARE SYSTEMS, INC.

                                TABLE OF CONTENTS

<TABLE>
<CAPTION>
                                                                          Page No.
<S>                                                                      <C>
PART I.  FINANCIAL INFORMATION

         Item 1.  Financial Statements                                     3 - 7

         Item 2.  Management's Discussion and Analysis of Financial
                  Condition and Results of Operations                      8 - 12

PART II. OTHER INFORMATION ITEM                                              13
</TABLE>





<PAGE>   3


PART I - FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS

                          PANORAMIC CARE SYSTEMS, INC.

                                 BALANCE SHEETS

<TABLE>
<CAPTION>
                                                               SEPTEMBER 30,     DECEMBER 31,
                                                                   1999              1998
                                                               ------------      ------------
                                                               (Unaudited)
<S>                                                            <C>               <C>
                                            ASSETS

CURRENT ASSETS
     Cash and equivalents                                      $    283,238      $    350,122
     Accounts receivable:
        Trade, net of allowance for doubtful accounts                84,080                --
        Subscription Receivable                                          --            99,400
     Prepaid expense and other                                       27,856                --
                                                               ------------      ------------
                           Total current assets                     395,174           449,522

PROPERTY AND EQUIPMENT, AT COST:                                    139,189            45,282

     Less accumulated depreciation                                  (55,761)          (35,011)
                                                               ------------      ------------
         Net property and equipment                                  83,428            10,271

CAPITALIZED SOFTWARE COSTS, net of accumulated
amortization of $57,874 and $0, respectively                        433,963            75,000
                                                               ------------      ------------

TOTAL ASSETS                                                   $    912,565      $    534,793
                                                               ============      ============

                             LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
     Accounts payable and accrued liabilities                  $    135,626      $     32,257
     Accrued payroll                                                 29,675
     Other accrued liabilities                                       13,359
     Deferred revenue                                                 7,920                --
                                                               ------------      ------------
         Total current liabilities                                  186,580            32,257

STOCKHOLDERS' EQUITY
     Common stock, par value $.001 per share;
      authorized 50,000,000 shares; 4,875,000 and
      3,016,000 issued and outstanding September 30, 1999
      and December 31, 1998, respectively                             4,875             3,016
       Additional paid-in capital                                 2,382,076         1,202,765
       Accumulated deficit                                       (1,660,966)         (703,245)
                                                               ------------      ------------
         Total stockholders' equity                                 725,985           502,536
                                                               ------------      ------------

TOTAL LIABILITIES AND
    STOCKHOLDERS' EQUITY                                       $    912,565      $    534,793
                                                               ============      ============
</TABLE>


    The accompanying notes are an integral part of the financial statements.


                                        3

<PAGE>   4


                                  PANORAMIC CARE SYSTEMS, INC

                                   STATEMENTS OF OPERATIONS
                                          (UNAUDITED)

<TABLE>
<CAPTION>
                                            FOR THE THREE MONTHS ENDED       FOR THE NINE MONTHS ENDED
                                                   SEPTEMBER 30,                   SEPTEMBER 30,
                                               1999            1998            1999            1998
                                           ------------    ------------    ------------    ------------
<S>                                        <C>             <C>             <C>             <C>
REVENUES:
    Software license fees                  $     39,970    $         --    $     76,160    $         --
    Royalties                                       894           4,399             894          30,247
    Consulting fees                                  --          14,048                          21,989
    Other                                            --              --              --             713
                                           ------------    ------------    ------------    ------------
      Total revenues                             40,864          18,447          77,054          52,949

OPERATING EXPENSES
    Cost of Sales                                10,822          25,448          47,618          32,899
    Salaries and benefits                       199,641          23,993         414,838          71,978
    Management fee                                   --          14,048              --          21,989
    Consulting fees                              11,670              --          64,529              --
    Recruiting fees                              18,460              --          78,960              --
    Software amortization                        38,074              --          57,874
    Other general and administrative            160,131           6,405         376,916          14,759
                                           ------------    ------------    ------------    ------------
                                                438,798          69,894       1,040,735         141,625

Operating loss                                 (397,934)        (51,447)       (963,681)        (88,676)

OTHER INCOME (EXPENSE):
    Interest income                               2,871              --           5,960              --
                                           ------------    ------------    ------------    ------------

NET INCOME (LOSS)                          $   (395,063)   $    (51,447)   $   (957,721)   $    (88,676)
                                           ============    ============    ============    ============

BASIC AND DILUTED LOSS
      PER COMMON SHARE:                    $      (0.08)   $      (0.03)   $      (0.25)   $      (0.04)
                                           ============    ============    ============    ============

BASIC AND DILUTED
WEIGHTED AVERAGE
SHARES OUTSTANDING                            4,820,863       2,000,000       3,788,343       2,000,000
                                           ============    ============    ============    ============
</TABLE>


    The accompanying notes are an integral part of the financial statements.


                                        4

<PAGE>   5

                          PANORAMIC CARE SYSTEMS, INC.


                            STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                  FOR THE NINE MONTHS ENDED
                                                                                        SEPTEMBER 30,
                                                                                   1999              1998
                                                                               ------------      ------------
<S>                                                                            <C>               <C>
CASH FLOW FROM OPERATING ACTIVITIES:
  Net loss                                                                     $   (957,721)     $    (88,676)
  Adjustments to reconcile net loss to net cash from operating activities:
      Contributed services                                                               --            50,673
      Depreciation & software amortization                                           78,624             6,750
      (Increase) decrease in accounts receivable                                    (84,080)            9,640
      Increase in prepaid expenses                                                  (27,856)               --
      Increase in accounts payable                                                  104,264             7,817
      Increase in accrued liabilities                                                43,033            14,084
      Increase in deferred revenue                                                    7,025                --
                                                                               ------------      ------------
Net cash provided by (used in) operating activities                                (836,711)              288

CASH FLOW FROM INVESTING ACTIVITIES:
      Purchase of property plant and equipment                                      (93,907)           (4,641)
      Capitalized software costs                                                   (316,837)               --
                                                                               ------------      ------------
Net cash used in investing activities                                              (410,744)           (4,641)

CASH FLOW FROM FINANCING ACTIVITIES
      Proceeds from issuance of common stock, net of offering costs               1,081,171                --
      Stock subscriptions receivable                                                 99,400                --
                                                                               ------------      ------------
  Net cash provided by financing activities                                       1,180,571                --

NET INCREASE (DECREASE) IN CASH AND EQUIVALENTS                                     (66,884)           (4,353)

CASH AND EQUIVALENTS, BEGINNING OF PERIOD                                           350,122             5,354
                                                                               ------------      ------------

CASH AND EQUIVALENTS, END OF PERIOD                                            $    283,238      $      1,001
                                                                               ============      ============
</TABLE>


    The accompanying notes are an integral part of the financial statements.


                                        5

<PAGE>   6


                          PANORAMIC CARE SYSTEMS, INC.

                          NOTES TO FINANCIAL STATEMENTS

     1.  INTERIM FINANCIAL INFORMATION - BASIS OF PRESENTATION

         The accompanying financial statements of Panoramic Care Systems, Inc.
         (the "Company") have been prepared in accordance with generally
         accepted accounting principles for interim financial information and
         with the instructions for Form 10-QSB and Article 10 of Regulation S-X.
         The balance sheet as of September 30, 1999 and the statements of
         operations for the three and nine months ended September 30, 1999 and
         1998, and the statements of cash flows for nine months ended September
         30, 1999 and 1998, are unaudited but include all adjustments
         (consisting of normal recurring adjustments) which the Company
         considers necessary for a fair presentation of the financial position
         at such date and the operating results and cash flows for those
         periods. Although the Company believes that the disclosures in these
         financial statements are adequate to make the information presented not
         misleading, certain information normally included in financial
         statements and related footnotes prepared in accordance with generally
         accepted accounting principles have been condensed or omitted pursuant
         to the rules and regulations of the Securities and Exchange Commission.
         The accompanying financial statements should be read in conjunction
         with the financial statements and notes included in the Company's
         prospectus filed on June 24, 1999 with the Securities and Exchange
         Commission.

         Results for any interim period are not necessarily indicative of
         results for any other interim period or for the entire year. In the
         opinion of management, the accompanying unaudited financial statements
         contain all adjustments necessary to present fairly the financial
         position as of September 30, 1999 and the results of operations and
         statement of cash flows for the periods presented. These statements
         reflect all adjustments, consisting of normal recurring adjustments,
         which in the opinion of management, are necessary for fair presentation
         of information contained therein. The results of operations for the
         nine month periods ending September 30, 1999 and 1998 are not
         necessarily indicative of results to be expected for the full year.

     2.  TRADE RECEIVABLES

         The following information summarizes trade receivables:

<TABLE>
<CAPTION>
                                                SEPTEMBER 30,     DECEMBER 31,
                                                    1999              1998
                                                ------------      ------------
<S>                                             <C>               <C>
Accounts Receivable                                   84,080                --
    Less allowance for doubtful accounts                 (--)               --
                                                ------------      ------------
                                                $     84,080      $         --
                                                ============      ============
</TABLE>


         The Company in the third quarter had two installations that represented
         64% and 31% of its quarterly sales. The company had five customers,
         which comprised 10% or more of the sales through the nine month ending
         September 30, 1999.

     3.  REVENUE RECOGNITION

         The Company recognizes software license fees revenue at the time the
         product is installed at the customer's site. During the three month
         period ending September 30, 1999, the Company completed two
         installations, and software license and maintenance agreement fees for
         the period were $39,970. The Company has installed for the nine months
         ending September 30, 1999 five systems for revenues of $76,160 for the
         period. Revenue from support and software maintenance agreements is
         deferred at the time the agreement is executed and recognized ratably
         over the contractual period of twelve months. At the end of September
         30, 1999 the Company had deferred revenue of $7,920 associated with
         software maintenance agreements. The Company recognizes revenues from
         consulting services when such services are provided. All costs
         associated with licensing of software products, support and update
         services, and training and consulting services are expensed as
         incurred.



                                        6

<PAGE>   7




     4.  NET INCOME (LOSS) PER SHARE

         Basic earnings (loss) per share are calculated by dividing the net loss
         by the weighted average common shares outstanding during the period.
         For purposes of computing diluted earnings per share, dilutive
         securities are not included when the effect is antidilutive.

         Options to employees to purchase 390,000 shares and warrants to
         purchase 540,000 shares of common stock were not included in the
         computation of diluted earnings per share because their effect was
         anti-dilutive for the period ending September 30, 1999.



                                        7

<PAGE>   8



                           FORWARD-LOOKING STATEMENTS

              Statements made in this Form 10-QSB that are not historical or
         current facts are "forward-looking statements" made pursuant to the
         safe harbor provisions of Section 27A of the Securities Act of 1933
         ("The ACT") and Section 21E of the Securities Exchange Act of 1934.
         These statement often can be identified by the use of terms such as
         "may," "will," "expect," "believes," "anticipate," "estimate,"
         "approximate" or "continue," or the negative thereof. The Company
         intends that such forward-looking statements be subject to the safe
         harbors for such statements. The Company wishes to caution readers not
         to place undue reliance on any such forward-looking statements, which
         speak only as of the date made. Any forward-looking statements
         represent management's best judgment as to what may occur in the
         future. However, forward-looking statements are subject to risks,
         uncertainties and important factors beyond the control of the Company
         that could cause actual results and events to differ materially from
         historical results of operations and events and those presently
         anticipated or projected. These factors include adverse economic
         conditions, entry of new and stronger competitors, inadequate capital,
         unexpected costs and failure to capitalize upon access to new markets.
         You should understand that various factors, in addition to those
         discussed elsewhere in this document and in the documents referred to
         in this document, could affect the future results of the Company and
         could cause results to differ materially from those expressed in such
         forward-looking statements. The Company disclaims any obligation
         subsequently to revise any forward-looking statements to reflect events
         or circumstances after the date of such statement or to reflect the
         occurrence of anticipated or unanticipated events.

     ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
              RESULTS OF OPERATIONS

              The following is a discussion and analysis of Panoramic Care
         Systems, Inc. financial condition and results of operations for the
         three months and nine months ended September 30, 1999 and 1998. We also
         discuss certain factors that may affect our prospective financial
         condition and results of operations. This section should be read in
         conjunction with the Condensed Financial Statements and the Company's
         Prospectus dated June 24, 1999 which has been filed with the Securities
         and Exchange Commission and is available from the Company at no charge.

              The company sells computer software and provides consulting
         services to healthcare professionals to assist in identifying,
         estimating, and managing costs and expenses related to the provision of
         patient care services in extended stay healthcare facilities. The
         computer software uses patient symptoms to develop a detailed treatment
         plan and forecast expected costs of treatment to the healthcare
         provider.

              Panoramic developed Pathfinder SC with the aim of: (i) automating
         access to all pertinent guidelines; (ii) providing standardized
         guidance as to when and where to most appropriately deliver each
         service a patient requires; and (iii) automating the documentation to
         assure timely reimbursement and compliance.

              Panoramic is attempting to achieve four goals with this product:

                  1. Minimize costs by effectively managing the clinical
                  services delivered;

                  2. Reduce the administrative time associated with regulatory
                  and guideline compliance;

                  3. Provide users with the ability to accurately diagnose and
                  track services delivered to assist in delivering adequate
                  quality of care, efficiently; and

                  4. Enable the sharing of information between care-giving
                  facilities.

              In the third quarter of 1999 the Company moved from development to
         the sales and marketing of the product to customers. During the quarter
         the Company signed two new contracts with marketing distribution
         companies that will sell the product to end users. Additionally the
         Company sold and installed two systems to end users. The Company during
         the quarter submitted a proposal to a large group purchasing
         organization for the installation of its software in the organization's
         institutions which will cover all fifty states in the United States.
         The proposal is still be reviewed by the organization and the Company
         is uncertain as to its success in this proposal. The Company's sales in
         the


                                        8

<PAGE>   9



         quarter did not meet its expectations and subsequent to the quarter end
         focused on building an internal sales force. The Company plans to hire
         additional sales personnel to aggressively market and sell its products

              Clients are searching for an integrated clinical and financial
         software solution. In response, the Company is exploring joint venture
         opportunities with financial software companies to enhance their
         clinical software. Many of the company's clients need to upgrade their
         hardware and networking capabilities in order to use the software. This
         is very time consuming and costly for clients. Panoramic is providing a
         "turn-key" system that includes the necessary hardware to run their
         software. The Company is also one of the first software companies to
         move into the wireless market. Wireless capabilities allow clients to
         network multiple PCs throughout a facility without running expensive
         cable and conduit.

              Our limited operating history and the early stage of development
         in the markets for our software makes it difficult or impossible to
         predict our revenues and operating results. We believe that our
         prospects should be considered in light of the risks and difficulties
         encountered by companies at early stage development. We may not be
         successful in addressing these risks and difficulties.

         RESULTS OF OPERATIONS FOR THREE MONTHS ENDED SEPTEMBER 30, 1999
              COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 1998

              Net revenue for the three months ended September 30, 1999 was
         $40,864. This was an increase of $22,417 or 122% from $18,447 for the
         three months ended September 30, 1998 The increase is associated with
         the release of Pathfinder SC in the second quarter and the installation
         at two sites during the third quarter, including software maintenance
         fees. Contribution to the increase in sales was the direct result of
         the Company's direct sales efforts. The results from one software
         distributor has been disappointing and the Company is focusing its
         efforts on direct sales of its software products to end users. For the
         quarter ending September 1999 the Company experienced software sales of
         $39,970 compared to $36,190 software license fee revenue during the
         second quarter in 1999. The Company's revenues in previous quarters and
         previous years were mainly derived from royalties and consulting fees
         versus software licensing fees in 1999.

              Cost of Revenues in the current quarter was $10,822 or 27% of
         software revenue. It is anticipated that the cost of revenues will
         improve as training of new system installers is completed and they
         become more familiar with installation of new systems.

              General and Administrative Expenses (G&A) increased $383,531 or
         863% from $44,445 in 1998 to $427,976 for the quarter ending September
         30, 1999. Salaries and employee benefits increased $175,648 from
         $23,993 in 1998 to $199,641 in 1999. This increase in G&A expenses and
         salaries is associated with the hiring of additional personnel in the
         sales and support areas of the Company and relocation to new office
         facilities to assist in the ability of the Company to expand sales.
         Consulting and recruiting fees increased to $30,130 in 1999 compared to
         $ 0 in the same period in 1998. This is the result of the Company
         utilizing outside services relating to the growth and financing of the
         Company in addition to the addition of a software development
         individual in the third quarter through a recruiter. Software
         amortization increased to $38,074 from $ 0 in the same period in 1998.
         Other general and administrative expenses increased $153,727 in 1999
         from $6,405 in 1998. The increased expenditure are mainly attributed to
         increased expenditures in the following areas: travel $48,193, business
         insurance $23,128, depreciation $10,767, printing expense $18,758,
         office leasing expense $11,424 and accounting fees of $7,081.

              Interest income increased $2,871 in the three months ended
         September 30, 1999 from $ 0 in 1998 to $2,871 in 1999. This increase in
         interest income is attributed to the initial public offering in the
         first quarter.

              Net Loss was $395,063 for the three months ended September 30,
         1999, compared to $51,447 net loss for the same period in 1998, or an
         increase of $343,616 over the same period. The net losses are
         associated with the increased G&A necessary to maintain a continued
         quarterly sales growth rate after the rollout of the new software
         products. Losses are anticipated to continue through the current fiscal
         year due to expenditures necessary in attempting to leading sales
         growth rates.


                                        9

<PAGE>   10


         RESULTS OF OPERATIONS FOR NINE MONTHS ENDED SEPTEMBER 30, 1999
              COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 1998

              Net revenue for the six months ended September 30, 1999 was
         $77,054 compared to revenues of $52,949 for the same period in 1998.
         This represents an increase of $24,105 or 46% over the nine month
         ending September 30, 1998. The increase is associated with delivery of
         the Pathfinder SC software and installation of the product in five
         skilled nursing facilities in the first nine months of 1999.

              Cost of Revenues was $47,618 or 63% of software revenue compared
         to $32,899 for the nine months ended September 30, 1998. It is
         anticipated that cost of revenues will improve through the remainder of
         the fiscal year as installations grow and the resellers have more
         experience with the installation process.

              General and Administrative Expenses (G&A) increased $884,391 or
         813% from $108,726 for the first nine months in 1998 to $993,117 for
         the same nine months period in the 1999. Salaries and employee benefits
         increased $342,860 from $71,978 in 1998 to $414,638 in 1999. This
         increase is associated with the addition of professional staff in Q1
         through Q3 required to meet the ramp of the Company's anticipated sales
         growth rates and continued product development. The Company added an
         additional software developer at the beginning of the third quarter.
         The salaries and employee benefits represents 39% of the total
         operating expenses for the nine months. Recruiting and consulting fees
         totaled $143,489 for the nine months compared to $0 in the previous
         period in 1998. This increase is associated with the recruitment of a
         CEO, Vice President Sales and Marketing, Director of Technical Support,
         software development person in the third quarter and the use of
         consulting service to fill roles schedule to be added in the future.
         Software amortization expense increased by $57,874 due to the release
         of the product versus $0 in 1998. Other general and administrative
         expense increased $362,158 from $14,759 in the 1998 period compared to
         total other general and administrative expenses of $376,916 for the
         nine months in 1999. The significant increases are attributed to
         increases over 1998 expenditures from office lease of $20,735,
         telephone expense $14,493, travel expenses of $92,109, marketing
         material & advertising expenditures of $126,236, trade show expense of
         $13,129, business labor of $13,140 and depreciation expense of $14,000.
         The increase in G&A is attributed to the Company's plan to expand the
         sales volume of the Company's software products requiring the addition
         of personnel and primarily consists of marketing costs and amortization
         of software development costs.

              Interest income increased $5,960 in the nine months ended
         September 30, 1999 from $0 in 1998. This increase in interest income is
         attributed to the completion of the private placements and the initial
         public offering in the second quarter of 1999.

              Net loss totaled $957,721 for the nine months ended September 30,
         1999, compared to $88,676 net loss for the same period in 1998, an
         increased loss of $869,045 net loss over the same period. The net loss
         is associated with the increased G&A necessary to ramp quarterly sales
         growth rate. Losses are anticipated to continue through the current
         fiscal year due to expenditures leading sales growth rates.

     LIQUIDITY AND CAPITAL RESOURCES

              During the first quarter the Company completed a $92,000 private
         placement of 184,000 shares of the Company's common stock, all at a
         price of $.50 per share to officers, directors, key employees,
         consultants and friends of the Company. The Company received $71,975
         from the offering net of offering costs of $20,025.

              During the second quarter consultants of the Company exercised a
         warrant to purchase 200,000 shares of the Company's Common stock all at
         a price of $.25 per share. The Company received $25,000 from the
         exercise of these warrants.

              During the second quarter the Company issued to the software
         developers 100,000 shares of the Company's common stock all at a price
         of $1.00 in exchange for services provided in development of the
         Company's software product. The $100,000 in costs were capitalized as
         software development costs.



                                       10

<PAGE>   11

              In June 1999, the Company completed its initial public offering of
         1,100,000 shares of the Company's common stock at an offering price of
         $1.00 per share. As part of the initial public offering the holders of
         the $100,000 8% convertible notes, at their option, converted the notes
         into 100,000 shares of common stock at $1.00 per share. Additionally,
         the Agent was issued 110,000 shares of the Company's common stock in
         the Canadian Offering along with warrants to purchase 190,000 shares of
         the Company's common stock at a price of $1.00 for the first 12 months
         and at a price of $1.15 for the next 12 months. In July 1999, the
         Company completed the green shoe for the IPO selling an additional
         165,000 shares at a price of $1.00. The net cash proceeds to the
         Company from the initial public offering and the green shoe were
         approximately $954,195 after payment of expenses of approximately
         $305,805.

              Net proceeds from the issuances by the Company for the above
         listed offerings and warrant exercise were approximately $1,081,170.

              As a result of the private placement and the Company's IPO in June
         1999, completion of the green shoe in July 1999 and the Company's
         expenditures, the cash position decreased by $66,884 since December 31,
         1998 and its working capital decreased from $417,265 at December 31,
         1998 to $205,594 at September 30, 1999. The Company has incurred losses
         since inception. In addition to having to rely upon cash generated from
         operations, the Company has had to rely upon the sale of equity
         securities for cash required for administration, research and
         development, capital improvements, sales and marketing programs and
         advertising, among other things. Management anticipates to continue to
         incur losses and to increase its accounts receivables as the growth of
         sales is expected to continue with the installation of new systems.
         Management has had to raise additional funds subsequent to September
         30, 1999 to meet its current cash requirements and anticipates it may
         have to raise additional funds to meet its working capital needs in the
         future. If, cash flow is insufficient to cover cash expenditures, the
         Company will have to continue to rely upon equity and debt financing
         during such period. There can be no assurance that financing, whether
         debt or equity, will always be available to the Company in the amount
         required at any particular time or particular period or, if available,
         that it can be obtained on terms satisfactory to the Company.

              The Company currently has stock options to 390,000 and 540,000
         warrants outstanding to purchase common stock. All the options and
         warrants are exercisable at a price of at least, $1.00 per share. If
         all stock options and warrants were exercised, the Company would
         receive proceeds of $1,030,000. All of these funds would be available
         to the Company as working capital.

     Cash Flow

              During the nine months ended September 30, 1999, cash decreased by
         $66,884. Net cash used in operating activities for the nine months
         ended September 30, 1999 was $836,711 compared to cash provided of $288
         for the nine months ended September 30, 1998. The decrease of $836,999
         was primarily due to an increase in the net loss. This resulted from
         additional employees hired to continue software development, support
         and sales of the new product, as well as primarily marketing costs.

              Net cash used in investing activities for the nine months ended
         September 30, 1999 was $410,744 compared to $4,641 for the comparable
         period in 1998. The increase was due primarily from the capitalization
         of software development costs totaling $316,837 associated with the
         completion of the PCM software. Additionally, the company acquired
         $93,907 in office and computer equipment for new office space and
         personnel.

              Net Cash provided from financing activities for the nine months
         ended September 30, 1999 was $1,180,571 compared to $0 for the same
         period in 1998. This increase is associated with the private
         placements, initial public offering, greenshoe, warrant exercise and
         collection of stock subscription receivable.

              The Company will continue to capitalize software development costs
         consistent with its strategy of the development of the software for the
         marketplace.




                                       11

<PAGE>   12



     IMPACT OF THE YEAR 2000 ISSUE

              The Year 2000 computer problem refers to the potential for system
         and processing failures of date-related data as a result of
         computer-controlled systems using two digits rather than four to define
         the applicable year. For example, computer programs that have
         time-sensitive software may recognize a date represented as "00" as the
         year 1900 rather than the year 2000. This could result in a system
         failure or miscalculations causing disruptions of operations,
         including, among other things, a temporary inability to process
         transactions, send invoices, or engage in similar normal business
         activities.

         State of Readiness

              All Panoramic products and upgrades will be Year 2000 compliant.
         Panoramic, however, may be affected by Year 2000 issues related to
         non-compliant internal systems developed by third party vendors.
         Panoramic has reviewed its internal systems, including its accounting
         system, and has found them to be Year 2000 compliant. Panoramic is not
         currently aware of any Year 2000 problem relating to any of its
         internal, material systems. Panoramic does not believe that it has any
         material systems that contain embedded chips that are not Year 2000
         compliant.

              Management believes that absent a systemic failure outside the
         control of Panoramic, such as a prolonged loss of electrical or
         telephone service, Year 2000 problems at third parties will not have a
         material impact on Panoramic. Panoramic has no contingency plan for
         systemic failures such as loss of electrical or telephone services.
         Panoramic's contingency plan in the event of a non-systemic failure is
         to establish relationships with alternative suppliers or vendors to
         replace failed suppliers or vendors. Panoramic has no other contingency
         plans or intention to create other contingency plans.

         Cost Associated With Year 2000 Compliance

              Panoramic does not separately track expenditures relating to Year
         2000 compliance. Such expenditures are primarily absorbed within the
         product development organization. Based on its overall development
         expenditure and the amount of time people in the organization are
         spending on Year 2000 compliance, Panoramic believes that its spending
         on compliance to date has not been material.

              Any failure of Panoramic to make its products Year 2000 compliant
         could result in a decrease in sales of its products, an increase in
         allocation of resources to address Year 2000 problems of its customers
         without additional revenue commensurate with such dedication of
         resources, or an increase in litigation costs relating to losses
         suffered by Panoramic's customers due to such Year 2000 problems.
         Failure of Panoramic's internal systems could temporarily prevent it
         from processing orders, issuing invoices, and developing products, and
         could require to devote significant resources to correcting such
         problems. To Panoramic's knowledge, however, the internal accounting
         systems have been attested by the suppliers as Year 2000 compliant. Due
         to the general uncertainty inherent in the Year 2000 computer problem
         resulting from the uncertainty of the Year 2000 readiness of third
         party suppliers and vendors, Panoramic is unable to determine at this
         time whether the consequences of Year 2000 failures will have a
         material impact on its business, results of operations, and financial
         condition.



                                       12

<PAGE>   13


PART II - OTHER INFORMATION

     Item 1.  Legal Proceedings

              Not applicable

     Item 2.  Changes in Securities

              Not applicable

     Item 3.  Defaults Upon Senior Securities

              Not applicable

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

              Not applicable

     Item 5.  Other Information

              Not applicable

     Item 6.  Exhibits and Reports on Form 8-K

              a) Exhibits

                 27       Financial Data Schedule.

              b) Reports on Form 8-K.
                 During the quarter covered by this report, the Company filed
                 the following reports on Form 8-K.

                 None


                                       13

<PAGE>   14



                                   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.


                                     (Registrant)



Date: November 19, 1999              /s/ Jill Flateland
     -----------------------         -------------------------------------
                                     Jill Flateland
                                     President, Chief Operating Officer


Date: November 19, 1999              /s/ Kent A. Nuzum
     -----------------------         -------------------------------------
                                     Kent A. Nuzum
                                     Chief Financial Officer



                                       14


<PAGE>   15


                                 EXHIBIT INDEX

<TABLE>
<CAPTION>
EXHIBIT
NUMBER                   DESCRIPTION
-------                  -----------
<S>                      <C>
   27                    Financial Data Schedule
</TABLE>