UNITED STATES 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 the Quarterly Period Ended
                                October 31, 2000


                         Commission File Number: 0-26439


                             KidsToysPlus.com, Inc.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


       Nevada,                                      98-0203927
-----------------------                       ------------------------
(Place of Incorporation)                      (IRS Employer ID Number)



           1000-355 Burrard Street Vancouver, British Columbia V6C 2G8
           -----------------------------------------------------------
              (Address of registrant's principal executive office)

                                 1-877-566-1212
                         -------------------------------
                         (Registrant's telephone number)



Indicate by check mark whether the registrant has (1) filed all reports required
to be filed by Section 13 of 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 X No ___


               Number of Shares of Common Stock, $0.001 Par Value,
                        Outstanding at October 31, 2000:
                                   10,980,884




<PAGE>


                             KIDSTOYSPLUS.COM, INC.
                              For the Quarter Ended
                                October 31, 2000
                              INDEX TO FORM 10-QSB

                                                                            Page
                                                                            ----

PART I - FINANCIAL INFORMATION ...............................................1

ITEM 1. FINANCIAL STATEMENTS: ................................................1

        Balance Sheets:
        - January 31, 2000 and October 31, 2000 ..............................1

        Statements of Operations:
        - For the Three Months Ended October 31, 2000 ........................2

        Statement of Changes in Stockholders' Equity
        - For the Period Ended October 31, 2000 ..............................3

        Statements of Cash Flow:
        - For the Three Months Ended October 31, 2000 ........................4

        Notes to Financial Statements ........................................5

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
        CONDITION AND RESULTS OF OPERATIONS ..................................8

PART II - OTHER INFORMATION .................................................13

ITEM 1. LEGAL PROCEEDINGS ...................................................13

ITEM 2. CHANGES IN SECURITIES ...............................................13

ITEM 3. DEFAULTS UPON SENIOR SECURITIES .....................................13

ITEM 4. SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS ...................13

ITEM 5. OTHER INFORMATION ...................................................13

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K ....................................13

SIGNATURES ..................................................................14



<PAGE>

PART I -- FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS:


KIDSTOYSPLUS.COM, INC.
(A Development Stage Company)
BALANCE SHEETS
(Expressed in United States Dollars)
(Unaudited)


<TABLE>
=========================================================================================================
                                                                            October 31,      January 31,
                                                                                   2000             2000
---------------------------------------------------------------------------------------------------------
<S>                                                                     <C>              <C>
ASSETS

Current
    Cash and cash equivalents                                           $       119,647  $        11,372
    Accounts receivable                                                          14,616              -
    Inventory                                                                    72,855              -
    Prepaid expenses and deposits                                                16,709            8,017
    Due from related parties (Note 4)                                            47,634               -
                                                                        ---------------  --------------
    Total current assets                                                        271,461           19,389

Capital assets                                                                   25,290           10,323
                                                                        ---------------  ---------------
Total assets                                                            $       296,751  $        29,712
=========================================================================================================

LIABILITIES AND STOCKHOLDERS' EQUITY

Current
    Accounts payable and accrued liabilities                            $        34,747  $        56,419
                                                                        ---------------  ---------------
    Total current liabilities                                                    34,747           56,419
                                                                        ---------------  ---------------
Stockholders' equity
    Common stock (Note 5)
       Authorized
               25,000,000  shares with a par value of $0.001
       Issued and outstanding
               10,980,884  shares (January 31, 2000 - 9,968,084)                 10,980            9,968
    Additional paid-in capital                                                  948,062          239,274
    Stock subscriptions receivable                                                   -            (5,500)
    Deficit, accumulated during the development stage                          (697,038)        (270,449)
                                                                        ---------------  ---------------
    Total stockholders' equity                                                  262,004          (26,707)
                                                                        ---------------  ---------------
Total liabilities and stockholders' equity                              $       296,751  $        29,712
=========================================================================================================
</TABLE>


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



                                       1
<PAGE>

KIDSTOYSPLUS.COM, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Expressed in United States Dollars)
(Unaudited)


<TABLE>
==============================================================================================================================
                                               Cumulative
                                                  Amounts
                                                     From                                                         Period From
                                              February 4,      Three Month      Three Month       Nine Month      February 4,
                                                  1999 to     Period Ended     Period Ended     Period Ended          1999 to
                                              October 31,      October 31,      October 31,      October 31,      October 31,
                                                     2000             2000             1999             2000             1999
------------------------------------------------------------------------------------------------------------------------------
<S>                                          <C>               <C>              <C>              <C>               <C>
REVENUE
    Sales                                    $      4,333      $     2,624      $        -       $     4,333       $       -

COST OF SALES                                       3,595            3,595               -             3,595               -
                                             -------------     ------------     -----------      ------------      ----------
                                                      738             (971)              -               738               -
                                             -------------     ------------     -----------      ------------      ----------
EXPENSES
    Consulting fees                               290,780           46,584           48,390          173,927           85,167
    Depreciation                                    6,507            2,246               86            5,679               86
    Entertainment and promotion                    13,126              752            1,114            6,892            1,828
    Equipment rental                                5,128            1,088               -             2,115               -
    Investor relations                             63,332           35,665               -            60,652               -
    Legal and accounting                           84,233           15,486            7,923           39,577           26,983
    Management fees                                 2,800               -                -                -             2,800
     Marketing and advertising                     13,883            9,247               -            13,883               -
    Office and miscellaneous                       97,226           20,147           16,265           68,588           24,024
    Rent and security                              25,930            5,029            3,683           16,672            3,683
    Telephone and utilities                        23,668            3,753            4,213           14,367            5,524
    Transfer agent and filing fees                 10,881            3,801            5,338            5,173            5,338
    Travel and automobile                          35,565            8,805            6,806           20,723            9,205
    Web-site design and maintenance                39,304            7,370            7,094            9,277            7,094
                                             -------------     ------------     -----------      ------------      ----------
                                                  712,363          159,973          100,912          437,525          171,732
                                             -------------     ------------     -----------      ------------      ----------
Loss before other item                           (711,625)        (160,944)        (100,912)        (436,787)        (171,732)

OTHER ITEM
    Interest                                       14,587            3,014            1,458           10,198            3,964
                                             -------------     ------------     -----------      ------------      ----------
Loss for the period                       $      (697,038) $      (157,930) $       (99,454) $      (426,589) $      (167,768)
==============================================================================================================================
Basic and diluted loss per share                           $        (0.01)  $        (0.01)  $        (0.04)  $        (0.02)
==============================================================================================================================
Weighted average number
    of shares of common
    stock outstanding                                           10,955,179        9,968,084       10,587,434        8,311,443
==============================================================================================================================
</TABLE>


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



                                       2
<PAGE>

KIDSTOYSPLUS.COM, INC.
(A Development Stage Company)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
(Expressed in United States Dollars)
(Unaudited)


<TABLE>
==============================================================================================================================
                                                                                                     Deficit,
                                                                                                  Accumulated
                                          Common Shares            Additional           Stock      During the           Total
                                  ----------------------------        Paid-in   Subscriptions     Development   Stockholders'
                                       Shares          Amount         Capital      Receivable           Stage          Equity
-----------------------------------------------------------------------------------------------------------------------------
<S>                                 <C>           <C>             <C>             <C>             <C>
Balance, February 4,
  1999                                      -      $        -      $       -       $       -       $       -      $         -

Shares issued for cash
    at $0.001 per share               100,000             100              -               -               -              100

Shares subscribed for
    cash at $0.001 per
    share                           5,500,000           5,500              -           (5,500)             -               -

Shares issued for  cash:
    at $0.01 per share              3,960,000           3,960          35,640              -               -           39,600
    at $0.50 per share                408,084             408         203,634              -               -          204,042

Loss for the period                        -               -               -               -         (270,449)       (270,449)
                                   -----------     -----------     -----------     -----------      -----------    -----------
Balance, January 31,
    2000                            9,968,084           9,968         239,274          (5,500)       (270,449)         (26,707)
Shares issued for cash at
    $1.25 per share                   590,400             590         737,410              -               -          738,000

Share issuance costs                       -               -          (73,800)             -               -          (73,800)

Stock subscriptions
    received                               -               -               -            5,500              -            5,500

Shares issued for cash
    at $0.10 per share                400,000             400          39,600              -               -           40,000

Shares issued for cash
    at $0.25 per share                 22,400              22           5,578              -               -            5,600

Loss for the period                        -               -               -               -         (426,589)       (426,589)
                                   -----------     -----------     -----------     -----------      -----------    -----------
Balance, October 31,
  2000                             10,980,884      $   10,980      $ 948,062       $       -       $  (697,038) $      262,004
==============================================================================================================================
</TABLE>


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



                                       3
<PAGE>

KIDSTOYSPLUS.COM, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Expressed in United States Dollars)
(Unaudited)


<TABLE>
=============================================================================================================================
                                                                                 Cumulative
                                                                                    Amounts
                                                                                       From                       Period From
                                                                                February 4,       Nine Month      February 4,
                                                                                       1999     Period Ended          1999 to
                                                                             to October 31,      October 31,      October 31,
                                                                                       2000             2000             1999
------------------------------------------------------------------------------------------------------------------------------
<S>                                                                         <C>              <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES
    Loss for the period                                                     $      (697,038) $      (426,589) $      (167,768)
    Item not affecting cash:
       Amortization                                                                   6,507            5,679               86

    Changes in non-cash working capital items
       Increase in accounts receivable                                              (14,616)         (14,616)              -
       Increase in inventory                                                        (72,855)         (72,855)              -
       Increase in prepaid expenses and deposits                                    (16,709)          (8,692)         (18,885)
       Increase in due from related parties                                         (47,634)         (47,634)            (424)
       Increase (decrease) in accounts payable and accrued liabilities               34,747          (21,672)          34,316
                                                                            ---------------  ---------------  ---------------
    Net cash used in operating activities                                          (807,598)        (586,379)        (152,675)
                                                                            ---------------  ---------------  ---------------
CASH FLOWS FROM INVESTING ACTIVITIES
    Capital assets acquired                                                         (31,797)         (20,646)          (9,120)
                                                                            ---------------  ---------------  ---------------
    Net cash used in investing activities                                           (31,797)         (20,646)          (9,120)
                                                                            ---------------  ---------------  ---------------
CASH FLOWS FROM FINANCING ACTIVITIES
    Stock subscriptions received                                                      5,500            5,500               -
    Capital stock issued for cash                                                 1,027,342          783,600          243,742
    Share issuance costs                                                            (73,800)         (73,800)              -
                                                                            ---------------  ---------------  --------------
     Net cash provided by financing activities                                      959,042          715,300          243,742
                                                                            ---------------  ---------------  ---------------

Change in cash and cash equivalents for the period                                  119,647          108,275           81,947

Cash and cash equivalents, beginning of period                                           -            11,372               -
                                                                            ---------------  ---------------  --------------
Cash and cash equivalents, end of period                                    $       119,647  $       119,647  $        81,947
=============================================================================================================================
Cash paid during the period for interest                                    $            -   $            -   $            -
=============================================================================================================================
Cash paid during the period for income taxes                                $            -   $            -   $            -
=============================================================================================================================
</TABLE>


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



                                       4
<PAGE>

KIDSTOYSPLUS.COM, INC.
(A Development Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
(Expressed in United States Dollars)
(Unaudited)
OCTOBER 31, 2000
================================================================================


1.   HISTORY AND ORGANIZATION OF THE COMPANY

     The  Company  was  incorporated  on  February 4, 1999 under the laws of the
     state of Nevada. The Company is considered a development stage company,  in
     accordance with SFAS #7.

     In the opinion of management, the accompanying financial statements contain
     all adjustments necessary (consisting only of normal recurring accruals) to
     present  fairly  the  financial   information   contained  therein.   These
     statements do not include all  disclosures  required by generally  accepted
     accounting  principles and should be read in  conjunction  with the audited
     financial  statements  of the Company for the year ended  January 31, 2000.
     The results of operations  for the nine month period ended October 31, 2000
     are not  necessarily  indicative of the results to be expected for the year
     ending January 31, 2001.


2.   GOING CONCERN

     The  Company's  financial  statements  are  prepared  using  the  generally
     accepted  accounting  principles  applicable  to  a  going  concern,  which
     contemplates  the  realization of assets and  liquidation of liabilities in
     the normal course of business.  Without  realization of additional capital,
     it would be unlikely for the Company to continue as a going concern.  It is
     management's plan to seek additional capital through equity financings.

<TABLE>
    ==============================================================================================
                                                                       October 31,     January 31,
                                                                              2000            2000
    ----------------------------------------------------------------------------------------------
   <S>                                                                <C>              <C>
    Deficit accumulated during the development stage                  $   (697,038)    $  (270,449)
    Working capital (deficiency)                                           236,714        (37,030)
    ==============================================================================================
</TABLE>


3.   SIGNIFICANT ACCOUNTING POLICIES

     Inventory

     Inventory is valued at the lower of cost and net realizable value.

4.   DUE FROM RELATED PARTIES

<TABLE>
     ================================================================================
                                                          October 31,     January 31,
                                                                 2000            2000
     ----------------------------------------------------------------- --------------
    <S>                                                 <C>              <C>
     Due from the president of the Company               $     29,189     $        -
     Due from an officer of the Company                        18,445              -
                                                         -------------    -----------
                                                         $     47,634     $        -
     ================================================================================
</TABLE>


     Amounts due from related parties are unsecured,  non-interest  bearing with
     no terms of repayment.



                                       5
<PAGE>

KIDSTOYSPLUS.COM, INC.
(A Development  Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
(Expressed in United States Dollars)
(Unaudited)
OCTOBER 31, 2000
================================================================================


5.   COMMON STOCK

     On April 7, 2000,  the  Company  completed a private  placement  whereby it
     issued 590,400 units under Rule 506 of Regulation D and S of the Securities
     Act of 1933 at $1.25 per unit for total  proceeds  of  $738,000.  Each unit
     consists of one restricted  share of common stock and one  non-transferable
     share purchase  warrant.  Each warrant  entitles the holder to purchase one
     restricted  share of common  stock of the  Company at a price of $1.625 per
     common share until April 7, 2001.

     On August 4, 2000, the Company issued 400,000 shares of common stock on the
     exercise of stock options under Rule 504 of Regulation D of the  Securities
     Act of 1933 for total proceeds of $40,000.

     On September 21, 2000,  the Company issued 22,400 shares of common stock on
     the  exercise  of  stock  options  under  Rule 504 of  Regulation  D of the
     Securities Act of 1933 for total proceeds of $5,600.

6.   STOCK OPTIONS

     Following  is a summary  of stock  option  activity  during  the nine month
     period ended October 31, 2000:

    ==========================================================================
                                                                     Weighted
                                                                      Average
                                                       Number        Exercise
                                                    Of Shares           Price
    --------------------------------------------------------------------------
    Outstanding, January 31, 2000                   2,000,000      $     0.17
        Granted                                       955,000            0.61
        Exercised                                    (422,400)           0.11
        Cancelled                                    (477,600)           0.22
                                                  -----------
    Outstanding, October 31, 2000                   2,809,400            0.38
    ==========================================================================

     The weighted  average fair value of options  granted  during the nine month
     period ended October 31, 2000 was $0.76 per share.

7.   RELATED PARTY TRANSACTIONS

     During the nine month period ended  October 31, 2000,  the Company  entered
     into the following transactions with related parties:

     a)   The  Company  paid  consulting  fees of $59,000  (October  31,  1999 -
          $30,000) to the  president  of the Company,  and $18,066  (October 31,
          1999 - $18,000) to a former director of the Company.

     b)   The Company paid $Nil (October 31, 1999 - $2,800) in  management  fees
          to the president of the Company.

     Included  in  accounts  payable as at October 31, 2000 is an amount of $Nil
     (January 31, 2000 - $18,000) due to a director of the Company.



                                       6
<PAGE>

KIDSTOYSPLUS.COM, INC.
(A Development Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
(Expressed in United States Dollars)
(Unaudited)
OCTOBER 31, 2000
================================================================================


8.   COMMITMENTS

     During the nine month period ended October 31, 2000, the Company terminated
     Consulting  Agreements  with a director and consultant of the Company.  The
     agreements called for consulting fees of $4,000 per month to be paid.


9.   SEGMENTED INFORMATION

     The Company  currently  conducts  substantially  all of its  operations  in
     Canada in one business segment.


10.  SUBSEQUENT EVENT

     The Company entered into an agreement effective November 1, 2000 for a term
     of 6 months  with  Renmark  Financial  Communications  ("Renmark")  whereby
     Renmark will provide investor  relations and communication  services to the
     Company  in  return  for fees of $5,000  per  month  and the issue  150,000
     restricted shares of common stock of the Company.












                                       7

<PAGE>

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


Except  for  disclosures  that  report the  Company's  historical  results,  the
statements set forth in this section contain forward-looking  statements.  Words
or phrases  "will likely  result",  "are  expected  to",  "will  continue",  "is
anticipated",  "estimate",  "project or projected",  or similar  expressions are
intended  to  identify  "forward-looking  statements"  within the meaning of the
Private Securities Litigation Reform Act of 1995 (the Reform Act).

Actual results could differ  materially form those projected in  forward-looking
statements.  Additional  information and factors that could cause actual results
to differ materially from those in the forward-looking  statements are set forth
in this Form 10-QSB, and in the section entitled "Risk Factors" in the Company's
Annual Report on Form 10-KSB filed with the Securities and Exchange  Commission.
The  Company  desires to take  advantage  of certain  provisions  in the Private
Securities  Litigation  Reform  Act of 1995,  which  provide a safe  harbor  for
forward-looking  statements  made by or on behalf of the  Company.  The  Company
hereby cautions  stockholders,  prospective  investors in the Company, and other
readers to not place undue reliance on these forward-looking  statements,  which
can only address known events as of the date of this report.


General Overview

Kidstoysplus.com,  Inc. (the "Company,"  "we," "our" or "us"), was organized and
incorporated  under  the laws of the State of Nevada on  February  4,  1999.  We
operate a retail website on the Internet  specializing  in marketing  children's
products,  including  children's  toys,  collectable toy items and hobby related
products.  Subsequent  to October 31, 2000 the Company  opened a retail store in
order to expand  operations  beyond the Internet and the Company  published  and
distributed a full color product catalog for the 2000 holiday shopping season.

The following discussion and analysis explains our results of operations for the
three-month  fiscal quarter ended October 31, 2000 and our financial  condition.
You should  review  our  discussion  and  analysis  of  financial  condition  in
conjunction  with our financial  statements  and the related  notes,  as well as
statements  contained  in  the  Company's  Securities  and  Exchange  Commission
filings.


Results of Operations

Fiscal Quarter Ended October 31, 2000

Revenues:  We officially launched our website for online sales on June 21, 2000.
As of October 31, 2000, we had approximately 1,650 items in stock and posted for
sale on our website.  We believe that our product selection is appropriate given
the Company's size and scope of operations for the 2000 holiday shopping season,
and we believe that our current  inventory  will allow  management  to gauge the
Company's  potential  for success  selling  toy  products  on the  Internet.  We
continue to examine the feasibility of expanding our operations into traditional
retail and mail order  avenues.  During our fiscal  quarter  ending  October 31,
2000, we generated  revenues  from Internet  sales and from our brick and mortar
retail store in the amount of $2,624,  which  represents an increase of 53% over
our second  quarter sales revenue of $1,709 for the fiscal  quarter  ending July
31, 2000. We had no revenues from sales during the fiscal quarter ending October
31,  1999.  We had  interest  income in the  amount of $3,014  during the fiscal
quarter  ended  October 31, 2000,  compared to interest  income in the amount of
$1,458 for the fiscal quarter ended October 31, 1999.

Our cost of sales for the quarter  ended  October  31,  2000 was  $3,595.  Gross
profit from sales during the fiscal quarter ended October 31, 2000 was (971).



                                       8
<PAGE>



Expenses:  We  announced  on July 7, 2000 that we  planned to move into the mail
order market  sector with a product  catalog.  We began  shipping our mail order
catalog on November 18, 2000.  During our fiscal quarter ended October 31, 2000,
we incurred  expenses in the  aggregate of $159,973  related  primarily  to: (i)
continuous  development  of our  website  technologies,  (ii)  costs  related to
consolidating  our operations into a smaller warehouse and establishing a retail
brick and mortar location in Courtenay,  British Columbia,  Canada,  (iii) costs
related to hiring  staff,  (iv)  costs  related  to the sale of  inventory,  (v)
expenses  related to the design  and layout of our fall toy  catalog,  (vi) fees
related to the increased expenditures on website positioning programming,  (vii)
costs incurred for consulting  fees for corporate  communications  and financial
services,  and (viii) fees and costs  related to  corporate  legal,  accounting,
shareholder  communication  services  and general  operating  costs.  During the
fiscal quarter ended October 31, 2000, we paid  consulting fees in the amount of
$53,954,  which included fees paid to: (i) Chandra  Wright of Netwirx  Holdings,
our website  positioning firm, (ii) Terry Komm, our design and layout consultant
for  services  related to our new product  catalog,  (iii) Axel  Miedbrodt,  our
Operations  Manager,  (iv) Ian  Martinovsky  and Bernie  Brauer,  our  corporate
communications  consultants,  (v)  fees  paid  to our  data  entry  clerk  and a
programmer,  (v) fees paid to Albert R. Timcke, our President, (vi) fees paid to
Gerry Williams,  our business  consultant,  and (vii) fees paid to FJR Resources
for corporate  communications  services  rendered.  We paid legal and accounting
fees of $15,486  during the fiscal  quarter ending October 31, 2000. We incurred
other expenses including:  travel and automobile  expenses of $8,805,  telephone
and utility expenses of $3,753,  rent and security expenses of $5,029,  investor
relations  expenses of $35,665,  entertainment  and promotion  expenses of $752,
office and  miscellaneous  expenses of  $20,147,  equipment  rental  expenses of
$1,088,  transfer agent and filing fees of $3,801, and marketing and advertising
expenses of $9,247.

During the fiscal quarter ended October 31, 2000, we consolidated our operations
by closing our original  warehouse and  consolidating our warehouse space into a
smaller  location  in order  to  reduce  overhead  expenses.  Our new  warehouse
facility is within walking distance of our head office and our bricks and mortar
retail store location.

Several of the  expenses  we incurred in the fiscal  quarter  ended  October 31,
2000, were  non-reoccurring  expenses on a quarterly basis,  including  expenses
related to the design  and  layout of our full  color  mail  order  catalog.  We
anticipate,  however,  that  our  operating  and  administrative  expenses  will
increase  during  the fourth  quarter  of our fiscal  year 2000 as we expand our
operations,  increase our  advertising,  and hire  additional  personnel for our
operations in connection with the 2000 holiday shopping season.

Net Loss  for  fiscal  quarter:  We had a net loss of  $157,930  for the  fiscal
quarter ended October 31, 2000, compared to a net loss of $99,454 for the fiscal
quarter ended October 31, 1999. Our losses are anticipated to increase in future
periods as our operating and administrative expenses are expected to increase at
a rate faster than our revenues from sales.

Loss per Share for fiscal quarter:  We experienced a loss per share of $0.01 for
the fiscal quarter ended October 31, 2000, compared to a loss per share of $0.01
for the fiscal quarter ended October 31, 2000.

Nine Months Ended October 31, 2000, compared to the corresponding period in 1999

Revenues:  We were organized and  incorporated  on February 4, 1999 and our cost
during the first nine  months of  operation  in 1999  reflected  start-up  costs
associated  with  starting  our  business  and  costs  relating  to  design  and
development  of our website.  We had no revenue during 1999. We had revenue from
sales in the nine-month  period ending October 31, 2000 of $4,333.  Our loss for
the period from February 4, 1999 to October 31, 1999.

Net Loss for the Nine Month  Period  Ended  October 31,  2000:  We had a loss of
$426,589 for the nine-month period ended October 31, 2000, compared to a loss of
$167,798 for the period from February 4, 1999 to October 31, 1999.



                                       9
<PAGE>

Loss per share:  Our basic and diluted loss per share for the nine-month  period
ending October 31, 2000, was $0.04 per share,  compared to our basic and diluted
loss per share for the  period  from  February  4, 1999 to October  31,  1999 of
$0.02.

Plan of Operation

During our fiscal  quarter ending October 31, 2000, we experienced a significant
growth in cash disbursements. We continued to purchase opening inventories at an
accelerated rate, we increased our spending on website  positioning  programming
and internal  website  development  programming,  we incurred  design and layout
expenses  for our fall  product  catalog and we  increased  our  consumption  of
financial consulting and corporate  communications services and incurred related
fees.  We expect that costs in certain of these areas will continue to grow into
our fourth fiscal quarter. We anticipate incurring further advertising costs. We
plan to use various print media,  including a full color catalogue,  in order to
effectively  market and advertise  our company and our products  during the 2000
holiday shopping season.

For the fiscal quarter ending January 31, 2001, we intend to focus on recruiting
and training additional qualified operational and sales personnel;  we intend to
intensify promotional efforts for our website and brand name; we intend to focus
on building  market  awareness  and  attracting  customers to our website and we
intend  to work hard to  refine  our  distribution  and  fulfillment  operations
strategy.  We anticipate  that we will actively market  merchandise  through our
website and develop strategic relationships with additional fulfillment vendors;
however,  we will also focus on opening  additional  company retail store fronts
and on promoting the success of our mailing catalogue.

Capital Requirements

We anticipate  our  operating  budget to implement our business plan and to meet
our financial obligations during the remainder of our fiscal year ending January
31,  2001,  and through the fiscal  quarters  ending July 31,  2001,  will be as
follows:




                                       10
<PAGE>

                                     PERIOD
                                     ------
                              Fiscal Quarter Ended
                              --------------------
     DESCRIPTION             January 31,          April 30,           July 31,
                                2001                2001               2001
--------------------------------------------------------------------------------
Accounting and legal         $11,000              $10,000             $10,000
expenses.

Office and                   $30,000              $30,000            $28,000
administration

Website enhancements         $10,000               $6,000            $10,000
and posting

Web maintenance and           $3,000                  Nil                Nil
software upgrades

Warehouse and office          $3,000               $2,000             $2,000
facilities

Company marketing             $5,000               $5,000             $5,000
expense

Inventory Expense             $5,000               $5,000             $5,000

Working capital               $5,000               $5,000             $5,000

Totals                       $73,000              $63,000            $65,000
--------------------------------------------------------------------------------

Liquidity and Capital Resources

As of October 31, 2000, we had working  capital in the amount of $236,714 and we
had cash or cash  equivalents of $119,647.  We had prepaid expenses and deposits
of  $16,709.  We had  receivables  due from  related  parties  in the  amount of
$47,634.  We had  accounts  payable  and  accrued  liabilities  in the amount of
$34,747.

For the fiscal  quarter ended October 31, 2000, we had total assets of $296,751,
compared to total assets of $29,712 for the fiscal year ended January 31, 2000.

We  anticipate  that our  working  capital is  sufficient  to  satisfy  our cash
requirements  through  our  second  fiscal  quarter  ending  July 31,  2001.  We
anticipate we will be required to raise  additional funds towards the end of the
second quarter of 2001 in order to allow us to expand  operations  through 2001.
We  anticipate  that we will be required to raise at least  $250,000 to $500,000
during fiscal year 2001 to meet our anticipated cash requirements related to the
possible  expansion  of  our  retail  operations  in  physical  facilities.   We
anticipate that, whether or not we are able to develop additional retail outlets
on Vancouver Island,  that we will incur other expenses throughout 2001, such as
costs and fees related to inventory acquisition, marketing expenses, legal fees,
accounting fees,  website consulting fees,  payroll,  and fees incurred for work
performed relating to our distribution center technologies.

We believe our estimates of our capital requirements are reasonable. The capital
requirements are only estimates and can change for many different reasons,  some
of which are beyond  our  control.  We are a  development  stage  company in the
beginning  stages of operating a online retail website and a "bricks and mortar"
retail  store on  Vancouver  Island,  British  Columbia,  Canada.  We are in the
process of finalizing



                                       11
<PAGE>

our product lines and making  arrangements  to purchase  inventory.  We are also
exploring    the    possibility    of   obtaining   a   credit    facility   and
manufacturer/distributor  financing  facility  in order to enable us to  acquire
additional inventory.

We cannot assure you that we will be able to obtain financing,  a line of credit
or a  manufacturer/distributor  financing  facility  in a  timely  manner  or on
acceptable terms, if at all.

Product Research and Development

Our website was completely  functional and suffered no major downtime during the
fiscal quarter ended October 31, 2000. Design and production changes planned for
2000 are nearing  completion.  Our  programmers  will carry out all the required
programming  for the rest of the fiscal year 2000 ending January 31, 2001.  Some
minor  programming  modifications  will  be made to  several  categories  on the
website. Continuous changes will occur to product descriptions,  pricing and the
addition of new products offered for sale on our website.

We  also  anticipate  that  we  will  spend  approximately  $5,000  to  complete
development  of our  customer  service and support  systems,  inventory  control
systems,  distribution and logistical  facilitation systems,  accounting systems
and other internal control systems to our year end of January 31, 2001.

Our  commercial  success  will  depend on our  ability to attract  visitors  and
shoppers to our  Kidstoysplus.com  website.  This will require us to develop and
use increasing sophisticated technologies to generate, sustain and maintain user
interest and satisfaction. See "Note Regarding Forward Looking Statements."

Our Distribution Center and Customer Service Center

We leased a  distribution  and  warehouse  facility  located near our  corporate
office and customer  service  center in Courtenay on Vancouver  Island,  British
Columbia,  Canada.  We  consolidated  our  distribution  center  into a  smaller
location to reduce our  overhead.  We have now leased new facility  located near
our head office and retail store. Our distribution facility is now approximately
1,700 square feet and it includes  office,  warehouse and delivery space for our
distribution  operations.  Our  corporate  office/customer  service  facility is
approximately  3,200  square  feet.  The rent for our  distribution  facility is
approximately  $450 per  month  and the rent for our  corporate  office/customer
service  facility is  approximately  $700 per month.  We anticipate that we will
spend  approximately  $12,000  during  the  next  twelve  months  improving  our
distribution and customer service facilities.


Personnel

For the quarter ended October 31, 2000, we had 7 full-time personnel.  Albert R.
Timcke, our director, our President and our corporate secretary, assists us with
strategic  corporate  planning,  financing  activities and product  research and
development.  Axel  Miedbrodt is our Vice  President of Operations  and has been
establishing our distribution and customer service  facilities.  Ian Martinovsky
and Bernie  Brauer assist us with our corporate  communications  and  marketing.
Booker Bennett assists us as a website  programmer.  Caroline  Miskenack aids us
with  respect to  inspection  and data entry and Terry Komm of Ewire  Design,  a
design  firm,  has been  assisting  us in  developing  our  product  catalog for
printing.

For the  fiscal  quarter  ended  October  31,  2000,  we also had one  part-time
consultant,  Chandra Wright of Netwirx Holdings,  a website positioning firm. In
the near  future,  we may engage  additional  consultants  to assist us with the
development  of our website or  technology  or in the  licensing of software and
information systems, as well as with the implementation of our business plan.

For the fiscal year 2001, we anticipate that we will employ  additional staff in
order  to  provide  1-800  number  consumer  support  services,   to  staff  our
distribution warehouse and to assist us with administration functions.



                                       12
<PAGE>

Our  success  will  depend in large part on our  ability  to attract  and retain
skilled and  experienced  employees.  We do not  anticipate any of our employees
will be covered by a collective bargaining agreement.

We do not maintain key man life  insurance on any of our  directors or executive
officers.

Option Grants to Directors and Employees

During the fiscal  quarter ended October 31, 2000,  our Board approved the grant
of options exercisable to acquire, in aggregate, a total of 60,000 of our common
shares.  We approved the grant of these options to one employee on September 14,
2000.  These  options  have not been  issued as of October 31,  2000.  Our stock
option grants are more fully described in note six of the accompanying financial
statements.

Inflation

Our results of operations  have not been  affected by inflation  and  management
does not expect inflation to have a significant  effect on our operations in the
future.

PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

     None.

ITEM 2.  CHANGES IN SECURITIES

     We agreed to issue an aggregate of 225,000 of our common  shares to 3588122
Canada Inc., doing business as "Renmark Financial  Communication" pursuant to an
agreement for services  dated October 16, 2000.  Under that  agreement,  150,000
restricted common shares were issued to Renmark Financial  Communication  during
the fiscal  quarter  ended  October  31, 2000 in exchange  for  services.  Under
certain  circumstances,  we will be  obligated  to  issue an  additional  75,000
restricted  common shares to Renmark Financial  Communication  before the end of
the first fiscal quarter of 2001. The common shares issued to Renmark  Financial
Communication  during the fiscal  quarter  ended  October  31,  2000 were issued
pursuant  to an  exemption  from  registration  under Rule 506 of  Regulation  D
promulgated under the Securities Act of 1933, as amended.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

     None.

ITEM 4.  SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS

     None.

ITEM 5.  OTHER INFORMATION

     None.

ITEM 6.  EXHIBITS AND REPORTS ON FROM 8-K

     (a)  Exhibits

     Exhibit
     Number             Description
     ------             -----------
     27.1               Financial Data Schedule

     (b)  Reports on Form 8-K

          None




                                       13
<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 thereto duly authorized.

KIDSTOYSPLUS.COM, INC.
----------------------
(Registrant)



Date: December 20, 2000

/s/ Albert R. Timcke
----------------------
Albert R. Timcke, Chairman of the Board of Directors,
President and Secretary
(Principal Financial Officer)













                                       14
<PAGE>


                                 EXHIBIT INDEX


Exhibit
Number             Description
------             -----------
 27.1              Financial Data Schedule