SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549

                                   FORM 10QSB


                                 CIK: 0001082603

                  Quarterly Report under Section 13 or 15(d) of
                       the Securities Exchange Act of 1934


For Quarter Ended                                   Commission File Number
September 30, 1999                                  0-26559


                                  XIN NET CORP.
             (Exact name of registrant as specified in its charter)


                  Florida                                    3307251560
         (State of incorporation)                            (I.R.S. Employer
                                                             Identification No.)

          #830 - 789 West Pender Street, Vancouver, B.C. Canada V6C 1H2
               (Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code:(604) 632-9638


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 the  filing
requirements for at least the past 90 days.

                                Yes         No    X

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

                21,360,000 common shares as of September 30, 1999


<PAGE>

<TABLE>
<CAPTION>


                                          XIN NET CORP. AND SUBSIDIARIES
                                            CONSOLIDATED BALANCE SHEETS
                                     SEPTEMBER 30, 1999 and December 31, 1998
                                    (Prepared by management and without audit)




Stated in U.S. dollars                                                  September 30, 1999             December 31, 1998
                                                                        ------------------------------ -----------------------------
ASSETS
<S>                                                                                         <C>                     <C>
Current Assets
Cash                                                                                        $6,109,389              $336,189
Accounts Receivable                                                                            376,284                37,376
Prepaid Expenses                                                                                 8,776                 2,514
Inventory (Note 2)                                                                              15,970                     -
                                                                        ------------------------------ -----------------------------
Total Current Assets                                                                         6,510,419               376,179
Property and Equipment, Net                                                                    534,475               227,427
Other Assets
 Organizational Costs, Net                                                                         935                   969
Total Assets                                                                                $7,045,829              $604,575
                                                                        ============================== =============================
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts Payable and Other Accrued Liabilities                                                $378,700              $20,504
Other Advances                                                                                       -               20,000
Current portion of Obligation under Capital                                                     58,040                    -
Lease (Note 3)                                                                      ------------------------------ -----------------
                                                                                               436,740               40,504
Obligation under Capital Lease (Note 3)                                                        141,347                    -
Commitments and Contingencies                                                                        -                    -
Stockholders' Equity (Note 4)
Common Stock: $0.001 Par Value Authorized:
50,000,000
Issued and Outstanding: 21,360,000 (1998:                                                       21,360               14,075
14,075,000)
Additional Paid In Capital                                                                   6,845,705              792,990
Accumulated Deficit                                                                          (399,323)             (242,994)
                                                                        ------------------------------ -----------------------------
Total Stockholders' Equity                                                                   6,467,742              564,071
                                                                        ------------------------------ -----------------------------
Total Liabilities and Stockholders' Equity                                                  $7,045,829             $604,575
                                                                        ============================== =============================

</TABLE>

                                              See Accompanying Notes


<PAGE>

<TABLE>
<CAPTION>



                                          XIN NET CORP. AND SUBSIDIARIES
                                       CONSOLIDATED STATEMENTS OF OPERATIONS
                           FOR THE NINE MONTH PERIODS ENDED SEPTEMBER 30, 1999 AND 1998
                                    (Prepared by management and without audit)

Stated in U.S. dollars

                                                 Three Months Ended Sept. 30                   Nine Months Ended Sept. 30
                                                 --------------------------------------------  -------------------------------------
                                                           1999                   1998                  1999                  1998
<S>                                                             <C>                <C>                     <C>            <C>
Revenue                                                           $283,178           $135,824                $592,581       $394,739
Expenses
Administration & office                                            103,424             46,221                 191,677         82,000
Amortization                                                        38,474             17,150                  62,220         45,150
Business development                                                81,682              4,800                  90,067          7,233
Consulting and management fees                                      20,110             15,469                  45,984         37,039
Foreign exchange (gain) loss                                         1,055           (29,133)                     794       (25,747)
Interest                                                             2,973              1,016                   5,699          2,415
Professional fees                                                   71,557             16,052                  91,036         32,959
Rent                                                                32,834                  -                  64,304              -
Salaries and benefits                                               61,352             23,283                 113,438         58,284
Selling expenses                                                   115,115             42,105                 186,818         99,110
Shareholder information,                                             1,688                  -                   5,287              -
transfer agent and filing fees
                                                 -------------------------  -----------------  ---------------------- --------------
                                                                   530,264            136,963                 857,324        334,443
                                                 -------------------------  -----------------  ---------------------- --------------
Operating Profit (Loss)                                          (247,086)            (1,139)               (264,743)         56,296
Other Income
Interest                                                            62,767                309                 108,414          1,590
                                                 -------------------------  -----------------  ---------------------- --------------
Net Earnings (Loss) Available                                   ($184,319)             ($830)              ($156,329)        $57,886
to Common Stockholders
                                                 =========================  =================  ====================== ==============
Basic Earnings (Loss) per                                          ($0.01)                 $-                 ($0.01)             $-
Common shares (Note 5)
                                                 =========================  =================  ====================== ==============
Basic Weighted Average Common                                   21,033,587          14,075,00              17,733,278     14,075,000
shares outstanding (Note 5)
                                                 =========================  =================  ====================== ==============
Diluted Earnings (Loss) per                                        ($0.01)                 $-                 ($0.01)             $-
common share (Note 5)
                                                 =========================  =================  ====================== ==============
Weighted Average Common shares                                  21,033,587         14,075,000              17,733,278     14,075,000
Outstanding, Assuming Dilution
(Note 5)
                                                 =========================  =================  ====================== ==============

</TABLE>

                                                       See Accompanying Notes



<PAGE>

<TABLE>
<CAPTION>


                                          XIN NET CORP. AND SUBSIDIARIES
                                       CONSOLIDATED STATEMENTS OF CASH FLOWS
                           FOR THE NINE MONTH PERIODS ENDED SEPTEMBER 30, 1999 AND 1998
                                    (Prepared by management and without audit)


Stated in U.S. Dollars                                               Nine Months Ended September 30
                                                                               1999                     1999
                                                                     ------------------------  -----------------------
<S>                                                                                <C>                       <C>
Cash flows from operating activities                                               ($156,329)                ($57,886)
Net profit (loss)
Adjustments to reconcile net loss to net cash
Provided by (used in) operating activities
Depreciation and amortization                                                          62,220                   45,150
Changes in assets and liabilities                                                   (338,908)                    9,351
(Increase) Decrease in accounts receivable                                            (6,162)                        -
(Increase) in prepaid expenses                                                       (15,970)                 (14,976)
(Increase) in inventory                                                               358,196                   16,235
Increase in accounts payable                                                         (20,000)                   20,000
                                                                     ------------------------  -----------------------
Increase (Decrease) in other advance                                                (116,953)                  133,646
                                                                     ------------------------  -----------------------
Cash flows from investing activities                                                (155,009)                (205,887)
Purchases of property and equipment                                                 (214,225)                        -
                                                                     ------------------------  -----------------------
Purchases of assets under capital lease                                             (369,234)                (205,887)
                                                                     ------------------------  -----------------------
Cash flows from financing activities
Increase (Decrease) in obligation under                                               199,387                        -
capital lease
Issuance of common stock                                                            6,060,000                       35
                                                                     ------------------------  -----------------------
                                                                                    6,259,387                       35
                                                                     ------------------------  -----------------------
Increase (Decrease) in cash and cash                                                5,773,200                 (72,206)
equivalents
Cash and cash equivalents - beginning of period                                       336,189                  337,366
                                                                     ------------------------  -----------------------
Cash and cash equivalents - end of period                                          $6,109,389                 $265,160
                                                                     ========================  =======================
Supplemental Information
Cash paid for:
Interest                                                                               $5,699                   $2,415
Income Taxes                                                                                -                        -
Noncash investing and financing
Common stock issued for services                                                     $385,000                       $-

</TABLE>


                                              See Accompanying Notes


<PAGE>

<TABLE>
<CAPTION>



                                          XIN NET CORP. AND SUBSIDIARIES
                                  CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
                                FOR THE NINE MONTH PERIOD ENDED SEPTEMBER 30, 1999
                                    (Prepared by management and without audit)


Stated in U.S. dollars


                                                                                Additional
                                                                Stock             Paid In           Accumulated
                                             Common           Amount at           Capital             Deficit              Total
                                             Shares           Par Value
                                        -----------------  ----------------  -----------------  -------------------  ---------------
<S>                                            <C>                  <C>              <C>                 <C>              <C>

Balance, December 31, 1998                     14,075,000           $14,075           $792,990           ($242,994)         $564,071

Exercise of Stock Option                          810,000               810            232,190                               324,000
for cash at $0.40 per share
on April 4, 1999
Exercise of Stock Option                          590,000               590            235,410                               236,000
for cash at $0.40 per share
on April 6, 1999
Private placement of common                     5,500,000             5,500          5,109,500                             5,115,000
stock for cash at $1.00 per
share on May 19, 1999, net
of costs of $385,000
Issuance of common stock                          385,000               385            384,615                               385,000
for services at $1.00 per
share on September 17, 1999
Loss for the nine months                                                                                  (156,329)        (156,329)
ended September 30, 1999
                                        -----------------  ----------------  -----------------  -------------------  ---------------
Balance, September 30, 1999                    21,360,000           $21,360         $6,845,705           ($399,323)       $6,467,742
                                        =================  ================  =================  ===================  ===============

</TABLE>

                                                       See Accompanying Notes




<PAGE>



                         XIN NET CORP. AND SUBSIDIARIES
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           September 30, 1999 and 1998

                   (Prepared by management and without audit)


1        Basis of Presentation

         The accompanying  unaudited financial  statements have been prepared in
         conformity  with generally  accepted  accounting  principles.  However,
         certain  information  and  footnote  disclosures  normally  included in
         financial  statements  prepared in accordance  with generally  accepted
         accounting  principles  have been omitted or condensed  pursuant to the
         rules  and  regulations  of  the  Securities  and  Exchange  Commission
         ("SEC"). In the opinion of the management,  all adjustments of a normal
         recurring nature necessary for a fair  presentation have been included.
         The results  for interim  periods  are not  necessarily  indicative  of
         results for the entire year.  These  condensed  consolidated  financial
         statements and  accompanying  notes should be read in conjunction  with
         the Company's annual  consolidated  financial  statements and the notes
         thereto for the fiscal  year ended  December  31, 1998  included in its
         Form 10-SB.

2        Inventory

         Inventory is stated at lower of first-in, first-out cost or market.

3        Capital Lease Obligation

         The  Company  leases  computer   equipment  through  its  wholly  owned
         subsidiary   company,   Infornet   Investment   Corp.,   repayable   at
         approximately  $5,719  (CND  8,407)  per  month to June 30,  2002.  The
         liability  includes  imputed  interest at an average  rate of 6.12% per
         annum.

         Total minimum lease payments
         for the year ended December 31

                                    1999                      $ 17,133
                                    2000                        68,530
                                    2001                        68,530
                                    2002                        65,167
                                                               --------
                                                               219,360
         Less: Amount representing interest                    (19,973)
                                                              ---------
         Present value of minimum lease payment                199,387
         Less: Current portion                                 (58,040)
                                                              ---------
                                                              $141,347
                                                              =========



<PAGE>



                         XIN NET CORP. AND SUBSIDIARIES
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           September 30, 1999 and 1998

                   (Prepared by management and without audit)


4        Stockholders' Equity

         On February 26, 1999,  stock options for a total of 1.4 million  shares
         at $0.40 per share were granted.  All the options were  exercised as of
         April 6, 1999.

         In May 1999, the Company  issued,  5,500,000  common shares through its
         unit private placement, at $1.00 per share, or $5,500,000.  Each common
         share was issued with a warrant.  Each  warrant  entitles the holder to
         purchase,  on or before March 31, 2001, one  additional  unit of common
         share at a price of $2.00 per unit,  each unit consisting of one common
         share and one additional  warrant.  The additional warrant entitles the
         holder to purchase one additional  common share at a price of $5.00 per
         share on or before march 31, 2002.

         In September  1999,  the Company issued 385,000 common shares to Richco
         Investors,  Inc., a related  company with two  directors in common with
         the Company,  for their services of structuring the private  placement.
         Each common  share was issued with a warrant  that bears the same terms
         as those issued under the private placement. The service charge equaled
         to 7% of the value of the private placement or $385,000.


5        Earnings Per Share

         Basic earnings per share is computed by dividing net earnings available
         to common stockholders by the weighted-average  number of common shares
         outstanding  during the period.  Diluted earnings per share is computed
         by  dividing  net  earnings  available  to common  stockholders  by the
         weighted-average  number of common shares outstanding during the period
         increased to include the number of additional  common shares that would
         have been  outstanding if potentially  dilutive  common shares had been
         issued.



<PAGE>



                         XIN NET CORP. AND SUBSIDIARIES
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           September 30, 1999 and 1998

                   (Prepared by management and without audit)


5        Earnings Per Share (Continued)

         The  following  table  sets  forth the  computations  of shares and net
         earnings  used in the  calculation  of basic and diluted  earnings  per
         share for the third quarter and the nine month ended 1999 and 1998:

<TABLE>
<CAPTION>

                                                         Three months ended                          Nine months ended
                                                  09/30/99                09/30/98              09/30/99            09/30/98
                                            ---------------------  ---------------------- -------------------- -------------------
<S>                                                    <C>                     <C>                  <C>                 <C>

Net income (loss) for the period                       ($184,319)                  ($830)           ($156,329)             $57,886
Weighted-average shares                                21,033,587              14,075,000           17,733,278          14,075,000
outstanding
Effective dilutive securities;
Dilutive warrants                                               -                       -                    -                   -
                                            ---------------------  ---------------------- -------------------- -------------------
Dilutive potential common shares                                -                       -                    -                   -
                                            ---------------------  ---------------------- -------------------- -------------------
Adjusted weighted-average shares                       21,033,587              14,075,000           17,733,278          14,075,000
and assumed conversions
Basic earnings per share                                  ($0.01)                 ($0.00)              ($0.01)               $0.00
                                            =====================  ====================== ==================== ===================
Diluted earnings per share                                ($0.01)                 ($0.00)              ($0.01)               $0.00
                                            =====================  ====================== ==================== ===================

</TABLE>

         Due to the loss for the three  months and nine months  ended  September
         30, 1999,  the effect of  outstanding  warrants was not included as the
         effect would be anti-dilutive.


6        Segment and Geographic Data

         The Company's  reportable  segments are  geographic  areas that provide
         Internet  services  and  products  to the Chinese  markets.  Summarized
         financial  information  concerning the Company's reportable segments is
         shown in the following  table.  The "Other" column  includes  corporate
         related items, and, as it relates to the segment profit (loss),  income
         and expenses are not allocated to reportable segments.



<PAGE>



                         XIN NET CORP. AND SUBSIDIARIES
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           September 30, 1999 and 1998

                   (Prepared by management and without audit)


6        Segment and Geographic Data (Continued)

<TABLE>
<CAPTION>


For 3 months ended 9/30/99                         China                Canada                 Other                 Total
------------------------------------------ ---------------------  -------------------  --------------------- ---------------------
<S>                                                    <C>                   <C>                   <C>                   <C>
Revenue from customers                                  $283,178                    -                     $-              $283,178
Interest revenue                                               -                    -                 62,767                62,767
Inter-segment revenue                                          -                    -                      -                     -
Operating income (loss)                                (124,890)             (60,103)               (62,093)             (247,086)
Total assets                                           1,901,305              253,995              4,890,529             7,045,829

For 3 months ended 9/30/98                         China                Canada                 Other                 Total
------------------------------------------ ---------------------  -------------------  --------------------- ---------------------

Revenue from customers                                  $135,824                    -                      -              $135,824
Interest revenue                                               -                  309                      -                   309
Inter-segment revenue                                          -                    -                      -                     -
Operating income (loss)                                   10,047              (5,636)                (5,550)               (1,139)
Total Assets                                             583,451                4,767                 14,389               602,607

</TABLE>


<PAGE>



ITEM 2.           MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

         The Company has  experienced a significant  increase in expenses of its
Joint  Venture with an Internet  Service  Provider in China in the period due to
growth of  customer  base,  preparing  to open new cities in China for  Internet
access,  aggressive marketing and advertising in China, investment in additional
equipment for new locations and new business, and additional employee salaries.

RESULTS OF OPERATIONS  FOR THREE MONTH PERIOD ENDED  SEPTEMBER 30, 1999 COMPARED
TO THE SAME PERIOD IN 1998.

The  Company  experienced  operating  expenses  for the  three  month  period of
$530,264 in 1999 and $36,963 in 1998. The Company had revenues for the period in
1999 of $283,178 and in 1998 had revenues of  $135,824.  The Company  recorded a
net operating loss for the period in 1999 of ($247,086) and a net operating loss
of  ($1,139)  in  the  same  period  1998.  The  Company  operating  losses  are
anticipated  to continue as the Company makes major  expenditures  to expand its
operations in China.

     The  largest  categories  of  increase  in the period in 1999 were for:  a)
administration  and office to $103,424  from $46,221 in 1998,  b)  amortization,
which increased to $81,682 from $17,150 in 1998, c) business  development  which
increased  to 481,682  from  $4,800 in 1998,  d)  salaries  and  benefits  which
increased  to $61,352  from  $23,283  in 1998,  and e)  selling  expenses  which
increased to $115,115 from $42,105 in 1998.

RESULTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1999,  COMPARED TO
THE SAME PERIOD IN 1998.

The Company had revenues from Joint Venture operations for the nine month period
in 1999 of $592,581  and  revenues of  $394,739  in 1998.  The Company  incurred
$857,324 in operating expenses in the period in 1999,  resulting in an operating
loss of  ($264,743)  compared to expenses in 1998 of $338,443  and an  operating
profit of  $56,296.  The  Company  had  miscellaneous  income of $108,414 in the
period in 1999 as a result of the interest on  deposits.  In the period in 1998,
the Company had  interest  income of $1,590.  The net loss in 1999 in the period
was  ($156,329)  as  compared  to a net  profit of  $57,886  in 1998 in the same
period.

LIQUIDITY AND CAPITAL RESOURCES

The Company had cash capital at the end of the period of  $6,109,389  which will
be used to fund  operations in China.  The Company has material  commitments  to
expend funds to cover  operating  expenses of operations in China and investment
to expand its business in China with Internet  servers for which the Company had
previously  budgeted  $1,000,000  for year 1999.  The trend of operating  losses
should be expected to continue due to costs of  equipment,  start up  operations
for new locations and marketing which precede  development of additional revenue
for the Internet.

At the period end, the assets of the Company  were  $6,981,199  and  liabilities
were $144,644, not including long term lease obligations.


<PAGE>




                           PART II - OTHER INFORMATION

ITEM 1.           LEGAL PROCEEDINGS

                  None

ITEM 2.           CHANGES IN SECURITIES

                  None

ITEM 3.           DEFAULT UPON SENIOR SECURITIES

                  None

ITEM 4.           SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

                  None

ITEM 5.           OTHER INFORMATION

                  In September  1999, the Company issued,  to Richco  Investors,
Inc.,  385,000  Units  consisting  of one  share  and one  warrant  to  purchase
additional  units  consisting  of a share and a warrant  to  purchase a share in
consideration for consulting services rendered to the Company in structuring the
private placement which raised  $5,500,000 in May 1999.  Richco Investors,  Inc.
owns  2,962,500  shares  of  the  Company's  common  stock  and is  managed  and
controlled by Ernest Cheung and Maurice  Tsakok,  who are officers and Directors
of the Company.

ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K

          No reports on Form 8-K were made for the period for which this  report
is filed.



<PAGE>


                                   SIGNATURES

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

Date: November 29, 1999



                                            XIN NET CORP.


                                            /s/ Marc Hung
                                            ------------------------------------
                                            Marc Hung, President