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

                                    FORM 10-Q



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

         For the quarterly period ended September 30, 2000

                                       or

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

         For the transition period from _______ to _______________

                         Commission File No. ___________


                          ORIGIN INVESTMENT GROUP, INC.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


            Maryland                                       36-4286069
-------------------------------------               ----------------------------
(State or other jurisdiction of                      (I.R.S. Employer
  incorporation or organization)                      Identification No.)

         1620 26th Street, Third Floor, Santa Monica, CA  90266
--------------------------------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

                                 (310) 255-8834
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)

       980 North Michigan Avenue, Suite 1400, Chicago, Illinois 60611
--------------------------------------------------------------------------------
   (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  and  Exchange Act of 1934
during the preceding 12 months (or for such shorter  period that the  registrant
has been required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes [x] No [ ]

     The  registrant  has  5,353,216  shares of common stock  outstanding  as of
November 20, 2000.

<PAGE>
                         PART I - FINANCIAL INFORMATION


Item 1. FINANCIAL STATEMENTS
The accompanying notes are an integral part of these financial statements.


                          ORIGIN INVESTMENT GROUP, INC.
                          (A Development Stage Company)

                                 BALANCE SHEETS

              September 30, 2000 (Unaudited) and December 31, 2000
<TABLE>
<CAPTION>
                                     ASSETS


                                                                                   September 30,     December 31,
                                                                                       2000              1999
                                                                                  ---------------- -----------------
                                                                                  ---------------- -----------------
<S>                                                                                           <C>              <C>
Cash and cash equivalents                                                                 $33,431        $     908
Advances to officer for business expenses                                                      --           12,103
Miscellaneous receivable                                                                       --            4,250
Prepaid expenses                                                                               --           25,000
Other assets                                                                                4,000            8,550


       Total Current Assets                                                                37,431           50,811


PROPERTY AND EQUIPMENT, Net                                                                 2,622            3,822


OTHER ASSETS
 Other long term assets                                                                     8,339               --


       TOTAL ASSETS                                                                       $48,392          $54,633


</TABLE>


                          ORIGIN INVESTMENT GROUP, INC.
                          (A Development Stage Company)

                                 BALANCE SHEETS

              September 30, 2000 (Unaudited) and December 31, 1999


                    LIABILITIES AND STOCKHOLDERS' DEFICIENCY
<TABLE>
<CAPTION>
                                                                                   September 30,     December 31,
                                                                                       2000              1999
                                                                                  ---------------- -----------------
                                                                                  ---------------- -----------------
<S>                                                                                           <C>              <C>
LIABILITIES
  Accounts payable and accrued expenses                                             $      61,971      $    58,062
  Loans payable                                                                            50,000               --


       TOTAL LIABILITIES                                                                  111,971           58,062


COMMITMENTS


STOCKHOLDERS' EQUITY
 Common stock, $.001 par value, 50,000,000 shares authorized;
  5,353,216 and 4,000,000, respectively, issued and outstanding                             5,353            4,000
 Paid-in-capital                                                                        2,471,063          396,000
 Options and Warrants                                                                    (800,543)              --
 Subscription receivable                                                                 (705,500)        (198,000)
 Deficit accumulated during development stage                                          (1,033,952)        (205,429)


       TOTAL STOCKHOLDERS' DEFICIENCY                                                     (63,579)          (3,429)


       TOTAL LIABILITIES AND STOCKHOLDERS'
         DEFICIENCY                                                                 $      48,392    $      54,633

</TABLE>

                          (A Development Stage Company)

                      STATEMENTS OF OPERATIONS (UNAUDITED)

     For the Three Months and Nine Months ended  September 30, 2000 and 1999 and
     for the Period April 6, 1999 (Inception) Through September 30, 2000
<TABLE>
<CAPTION>
                                                                                                          For the
                                                                                                       Period April
                                                                                                          6, 1999
                                                                                                        (Inception)
                                                                                                          through
                                             Three Months Ended              Nine Months Ended           September
                                               September 30,                   September 30,             30,
                                       ------------------------------- ------------------------------- --------------
                                       --------------- --------------- --------------- --------------- --------------
                                            2000            1999            2000            1999            2000
                                       --------------- --------------- --------------- --------------- --------------
                                       --------------- --------------- --------------- --------------- --------------
<S>                                               <C>           <C>              <C>           <C>               <C>
OPERATING EXPENSES
 Professional fees                             8,995            --           164,170            --           273,612
 Travel and entertainment                     30,049            --           183,697            --           215,352
 Office expenses                              15,969            --            62,104            --            85,111
 Payments to
  officers/directors                          51,142            --           112,921            --           112,921
 Others                                       17,905            --            69,510            --           104,776

   TOTAL OPERATING
    EXPENSES                                 124,060            --           592,402            --           791,772

OTHER EXPENSES
 Interest expense, net                        36,277            --            36,121            --            36,121

 Other expenses                                   --            --           200,000            --           206,059

   TOTAL OTHER
    EXPENSES (INCOME)                        (36,277)           --           236,121            --           242,180

   NET LOSS                                $(160,337)          $--         $(828,523)          $--       $(1,033,952)


NET LOSS PER COMMON SHARE
   - BASIC                                   $(0.03)            --            $(0.19)           --            $(0.24)
   - DILUTED                                 $(0.03)            --            $(0.17)           --            $(0.22)

WEIGHTED AVERAGE SHARES OUTSTANDING

   - BASIC                                 4,875,460            --          4,445,868           --         4,224,573
   - DILUTED                               5,254,735            --          4,825,143           --         4,603,848


</TABLE>
   The accompanying notes are an integral part of these financial statements.


                          ORIGIN INVESTMENT GROUP, INC.
                          (A Development Stage Company)

               STATEMENTS OF STOCKHOLDERS' DEFICIENCY

     For the Period April 6, 1999 (Inception) through December 31, 1999 and
--------------------------------------------------------------------------------
            For the Nine Months ended September 30, 2000 (unaudited)
<TABLE>
<CAPTION>
                                                                                                                Deficit
                                                                                                              Accumulated
Issuance Of Shares Of                                                                                           During
Common Stock                                                   Paid-in       Options and      Subscription      Development
Issued On:                          Common Stock               Capital       Warrants         Receivable          Stage        Total
------------------------------------------------------------------------------------------------------------------------------------
                                   Shares         Amount
<S>                                       <C>        <C>            <C>          <C>                <C>             <C>         <C>
------------------------------------------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------------------------

5/5/99 - 12/3/99                    4,000,000      4,000    $   396,000         $ --          $198,000)    $       --     $ 202,000
Net loss                                   --         --              --          --                 --       (205,429)    (205,429)

         BALANCE AT 12/21/99        4,000,000      4,000        396,000           --           (198,000)      (205,429)     (3,429)

1/18/2000                             100,000        100         99,900           --                 --            --       100,000
2/12/2000                              21,390         21         99,977           --                 --            --        99,998
4/14/2000                              50,000         50         49,950           --                 --            --        50,000
5/8/2000                              142,000        142        106,358           --                 --            --       106,500
5/30/2000                             324,999        325        243,425           --                 --            --       243,750
6/12/2000                              20,000         20         24,980           --                 --            --        25,000
8/24/2000                             344,827        345         99,655           --                 --            --       100,000
9/12/2000                             350,000        350        507,150           --           (507,500)           --            --
Issuance of warrants                       --         --        843,668     (800,543)                --            --        43,125
Net loss                                   --         --             --           --                 --      _ (828,523)   (828,523)

         BALANCE AT 9/30/00          5,353,216     5,353     $2,471,063    $(800,543)         $(705,500)     $(1,033,952) $ (63,579)


   The accompanying notes are an integral part of these financial statements.
</TABLE>

                          ORIGIN INVESTMENT GROUP, INC.
                          (A Development Stage Company)

                      STATEMENTS OF CASH FLOWS (UNAUDITED)

                For the Nine Months Ended September 30, 2000 and
--------------------------------------------------------------------------------
       For the period April 6, 1999 (Inception) Through September 30, 2000
<TABLE>
<CAPTION>
                                                                                                    For the Period
                                                                                                     April 6, 1999
                                                                                                      (Inception)
                                                                                                        Through
                                                                                   September 30,     September 30,
                                                                                        2000             2000
                                                                                  ---------------- -----------------
<S>                                                                                          <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES
 Net loss                                                                              $(828,523)     $(1,033,952)
 Adjustments to reconcile net loss
  to net cash used in operating activities:
    Depreciation and amortization                                                          1,200            1,589
    Amortization of financing costs                                                       43,125           43,125
    Decrease in miscellaneous receivable                                                   4,250               --
    Decrease in advances to Officer                                                       12,103               --
    Decrease in prepaid expenses                                                          25,000               --
    Increase in other assets                                                              (3,113)         (11,663)
    Increase in accounts payable and accrued expenses                                      3,909           61,971

       TOTAL ADJUSTMENTS                                                                  86,474           95,022

       NET CASH PROVIDED BY OPERATING ACTIVITIES                                        (742,049)        (938,930)

CASH FLOWS FROM INVESTING ACTIVITIES
  Purchase of office equipment                                                                --           (4,211)
  Purchase of investment securities                                                         (676)            (676)

       NET CASH USED IN INVESTING ACTIVITIES                                                (676)          (4,887)

CASH FLOWS PROVIDED BY FINANCING ACTIVITIES
  Proceeds from common stock issuance                                                    725,248          927,248
  Proceeds from notes payable                                                             80,992           80,992
  Repayment of note payable                                                              (30,992)         (30,992)

       NET CASH USED IN FINANCING ACTIVITIES                                             775,248          977,248

       NET INCREASE IN CASH AND
        CASH EQUIVALENTS                                                                  32,523           33,431

CASH AND CASH EQUIVALENTS - Beginning                                                        908               --

CASH AND CASH EQUIVALENTS  - Ending                                                 $     33,431     $     33,431

</TABLE>

                         ORIGIN INVESTMENT GROUP, INC.
                          (A Development Stage Company)

                 STATEMENTS OF CASH FLOWS (UNAUDITED), continued

                For the Nine Months Ended September 30, 2000 and
--------------------------------------------------------------------------------
       For the period April 6, 1999 (Inception) Through September 30, 2000



SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
<TABLE>
<CAPTION>
                                                                                                    For the Period
                                                                                                     April 6, 1999
                                                                                                      (Inception)
                                                                                                        Through
                                                                                   September 30,     September 30,
                                                                                        2000             2000
                                                                                  ---------------- -----------------
<S>                                                                                       <C>                 <C>
Cash paid during the years for:

  Interest                                                                                $50                $50


Non-cash financing activities:

  Subscription receivable for common stock subscribed
   in connection with an offering                                                    $507,500           $705,500

</TABLE>
                          ORIGIN INVESTMENT GROUP, INC.
                          NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------

NOTE 1 - Description of Business

     Origin  Investment Group, Inc. (the "Company") was incorporated on April 6,
1999 and is in the  business  of  venture  capital,  which is  providing  growth
capital to emerging  companies.  The Company  has elected to be  regulated  as a
business  development  company under the Investment Company Act of 1940 and will
operate as a nondiversified company. Since its inception,  the Company's efforts
have been  devoted to raising  capital and seeking out  companies  to invest in.
Accordingly,  through  the date of these  financial  statements,  the Company is
considered  to be in  the  development  stage  and  the  accompanying  financial
statement represent those of a development stage enterprise.

     The Company has  experienced  losses since  inception and has negative cash
flows from operations and has a stockholders' deficiency.  For the quarter ended
September 30, 2000, the Company experienced a net loss of $160,337.

     The Company's ability to continue as a going concern is contingent upon its
ability to raise  additional  capital.  In addition,  the  Company's  ability to
continue  as a going  concern  must be  considered  in  light  of the  problems,
expenses and complications  frequently  encountered by entrance into established
markets and the competitive environment in which the Company operates.

     Management  is pursuing  various  sources to raise capital and has purchase
agreements in place to acquire  certain  companies,  contingent on due diligence
and  the  ability  to  raise  capital  when  needed  or  obtain  such  on  terms
satisfactory to the Company,  if at all.  Failure to raise capital may result in
the  Company  depleting  its  available  funds  and not  being  able to fund its
investment pursuits.


NOTE 2 - Presentation

     The accompanying balance sheet of the Company as of September 30, 2000, the
related  statement  of  operations  and  cash  flow for the  nine  months  ended
September 30, 2000 have been prepared,  without audit, pursuant to the rules and
regulations of the Securities and Exchange  Commission.  Certain information and
footnote  disclosures  normally  included in  financial  statements  prepared in
accordance with generally accepted accounting  principles have been condensed or
omitted  pursuant to such rules and  regulations,  although the Company believes
that  the  disclosures  are  adequate  to make  the  information  presented  not
misleading. The condensed financial statements and these notes should be read in
conjunction  with  the  financial  statements  of the  Company  included  in the
Company's  Annual  Report of Form 10-K for the period from  inception  (April 6,
1999) through December 31, 1999. The balance sheet at December 31, 1999 has been
derived from the audited financial statement at that date and condensed.


NOTE 2 - Presentation, continued

     The information  furnished herein reflects all adjustments  consisting only
of normal recurring accruals which are, in the opinion of management,  necessary
for a fair  presentation  of the results of operations  for the interim  period.
Results of  operations  for the nine  months  ended  September  30, 2000 are not
necessarily indicative of results to be expected for the entire year.


NOTE 3 - Status of Purchase of Encore Investments and Sigma Solutions

     The Company was not able to raise the requisite amount of capital necessary
to close the purchase of stock of Encore Investments,  Inc. and Sigma Solutions,
Inc. as outlined in the agreement  dated  December 31, 1999.  The closing was to
occur on or before May 16,  2000.  Thus,  at the present  time,  the Company and
Encore  Investments,  Inc. and Sigma  Solutions,  Inc.  are  currently no longer
contractually obligated to consummate a purchase and sale of Encore Investments,
Inc. and Sigma  Solutions,  Inc. stock. The Company has been in discussions with
the principals of  Encore/Sigma  and the  principals  have agreed to revisit the
purchase  opportunity  upon the Company's  ability to secure funds  necessary to
purchase Encore Investments,  Inc. and Sigma Solutions, Inc. stock. Accordingly,
the break up fee paid to the  principals of  Encore/Sigma  by the Company in the
amount of $200,000 has been forfeited by the Company.


NOTE 4 - Return of Funds Held in Escrow Re Encore/Sigma Transaction

     On June 23, 2000, the Company  returned to its Class 1 Series A Convertible
Preferred  Stockholders an aggregate of $638,762.50  plus interest  accrued from
the date the  escrow was  established  to the date of the  disbursements.  These
funds,  previously  classified as "restricted cash" were returned to the Class 1
Preferred stockholders in connection with the escrow agreement,  which indicated
that in the event  that the  purchase  of  Encore  Investments,  Inc.  and Sigma
Solutions,  Inc.  was not  consummated,  all funds  deposited  within the escrow
account,  plus  interest  accrued,  would be  returned  to all Class 1 Preferred
Stockholders.


NOTE 5 - Equity Transactions

     The Company sold  100,000  shares of common stock to an investor on January
18,  2000 for  $100,000  and sold 21,390  shares of common  stock for $99,998 to
another on February 12, 2000.  The price of the common stock for the January 19,
2000 sale was based on the Company's  reasonable estimate as to the market value
of the stock, as the Company's stock had not commenced  trading as of that date.
This  estimate  had no basis on the net  asset  value of the  stock,  which  was
considerably lower, nor was any other NOTE 5 - Equity Transactions, continued

     quantifiable  factor  used to  determine  the stock  price  offered  to the
accredited  investor at the time. The price of the common stock for the February
12,  2000 sales was equal to the  closing  bid price of the common  stock on the
date of sale.  These investors were persons  personally know to Origin officers.
Each of the sales was conducted  according to the  requirements of Regulation E,
exempting the shares issued from registration.

     The  Company  sold  50,000  shares of common  stock on April 14, 2000 to an
investor  personally known to Origin officers.  These shares are restricted from
resale pursuant to Rule 144 of the Securities Act of 1933.

     On May 8,  2000  the  Company  sold  142,000  Units  to  eleven  accredited
investors  for an  aggregate  of  $106,500  or $0.75  per  Unit.  Each  Unit was
comprised  of one share of common  stock and one Class A common  stock  purchase
warrant.  Each  Class A common  stock  purchase  warrant is  redeemable  for one
restricted  common  stock upon a payment of $.75 per  warrant.  The price of the
Unit was equal to the closing  bid price of the  Company's  common  stock on the
date of sale. The Unit sales were  conducted  according to the  requirements  of
Regulation E,  exempting the common stock portion of the Unit from  registration
under the Securities Act of 1933. The Class A warrants nor the underlying common
stock were registered or filed for exemption pursuant to Regulation E.

     On May 30, 2000 the  Company  converted  each Class 2 Series A  Convertible
Preferred Stock and restricted  stock award issued in connection  therewith into
383.33  Units.  Each  Class 2 Series A  Convertible  Preferred  shareholder  was
comprised  of one common  stock and one Class B Common  Stock  Purchase  Warrant
where each Class B Common Stock  Purchase  Warrant is redeemable  for one common
stock upon the  payment  of $1.50 to the  Company by the  warrant  holder.  As a
result of this conversion,  the Company issued 324,999 shares of common stock to
the Class 2 Series A Convertible Preferred Stockholders.

     On June 12, 2000 the Company sold 20,000  shares of its  restricted  common
stock to two accredited  investors for $25,000 or $1.25 per share. This sale was
conducted  in  accordance  to Section  4(6) of the  Securities  Act of 1933 as a
private placement transaction.

     On August 24,  2000 the  Company  sold an  aggregate  of 344,827  shares of
common stock to ten  investors at a purchase  price of $.29 per share,  based on
the closing bid price on that date.  Total funds  received was  $99,999.98.  The
shares  were  exempt  pursuant to being  issued in  accordance  with Rule 606 of
Regulation  E of the  Securities  Act of  1933.  These  shares  were  issued  to
accredited  investors and a Form 1-E was filed with the  Securities and Exchange
Commission.

     On September 12, 2000,  the Company sold an aggregate of 350,000  shares of
its common stock to an accredited  investor residing in Frankfurt,  Germany at a
purchase price of $1.45 per share. The offering was conducted pursuant to and in
accordance with Regulation E. The Company received an aggregate of $507,500 from
the sale  during the month of  October,  2000 and booked  the  transaction  as a
subscription receivable during the Third Quarter.

NOTE 6 - Short Term Bridge Loan

     On July 10,  2000,  July 19,  2000,  August 9, 2000 and August 10, 2000 the
Company received an aggregated of $80,992 in the form of short term bridge loans
from four accredited  investors.  These bridge loans varied in duration  between
one month and three months prior to maturity and carried  simple  interest rates
between  8-12% per annum.  Each bridge  loan payee also  received an issuance of
Class A Common Stock  Purchase  Warrants  for an aggregate of 248,968  warrants,
exercisable  at $.40 per share  that were  redeemable  for  between  one to four
shares of common stock for every dollar loaned. As of the date of this quarterly
report filing,  all principal and interest had been returned to each of the four
accredited investors.

ORIGIN INVESTMENT GROUP, INC.

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

     Except  for  historical  information,   the  following  discussion  of  our
financial   condition  and  results  of  operations   contains  forward  looking
statements  based  on  current  expectations  that  involve  certain  risks  and
uncertainties.  Our actual results could differ  materially from those set forth
in these forward-looking  statements as a result of a number of factors.  Unless
specified otherwise,  the terms, "we", "us", "our", "the company",  and "Origin"
refer to Origin Investment Group, Inc.

Overview

     We are a business development company incorporated in the State of Maryland
on April 6, 1999.  We are in the start up stage and we have not had any revenues
to date and we have not made any  investments.  Since  inception our  operations
have been limited to  identifying,  investigating  and  conducting due diligence
upon private companies involved within the Information  Technology  industry for
the purpose of investing in such companies.  Our strategy is to identify several
profitable IT service  businesses,  invest in such companies,  consolidate their
operations and technologies to create a profitable e-business solutions company.

     Our financial  statements  are presented on a going  concern  basis,  which
contemplates  the  realization of assets and  satisfaction of liabilities in the
normal course of business.

     We have  experienced  a loss since  inception  and have negative cash flows
from operations and have a stockholder's equity deficiency. For the period ended
September 30, 20000, we experienced a net loss of $160,337.

     Our ability to continue as a going concern is  contingent  upon our ability
to raise  additional  capital.  In addition,  the ability to continue as a going
concern must be considered in light of the problems,  expenses and complications
frequently  encountered by entrance into established markets and the competitive
environment in which we operate.

     The  report of the  Company's  Independent  Certified  Public  Accountants'
includes an explanatory  paragraph  expressing  substantial  doubt about the our
ability to continue as a going concern.  The financial statements do not include
any adjustments to reflect the possible future effects on the recoverability and
classification  of assets or the amounts and  classification of liabilities that
may result from our  possible  inability  to continue as a going  concern.

Liquidity and Capital Resources

     Since our inception,  we have funded our operations solely through payments
received from the sale of our equity securities and from short term bridge loans
received from certain  accredited  investors.  Our current liquidity and capital
resources  are  contingent  on our ability to  continue  to fund our  operations
through the sale of our equity securities.  If we are unsuccessful in continuing
to raise capital through the sale of our securities,  we will have difficulty in
meeting our short term obligations and may cease to continue as a going concern.
Our  ability  to sell  our  equity  securities  to fund  operations  and to make
investments within identified  eligible portfolio  companies,  in large part, is
contingent  upon the depth and liquidity of our  secondary  market of our common
stock. Any failure to raise sufficient capital pursuant to the current or future
Origin   offerings   could   require   us   to    substantially    curtail   our
portfolio-investment  acquisition  efforts in general,  and could  require us to
cease operations.

     Our cash flow requirements have continuously exceeded our capital resources
during the quarter,  requiring us to issue additional equity securities for sale
to meet our short term  obligations.  We anticipate  operating at such a deficit
for the next  several  months  until we are able to  secure  additional  working
capital.

     INCREASE TO STRUCTURED EQUITY FUNDING LINE

     One  September 12, 2000 we entered into a revised  agreement  ("Revised FFC
Agreement") with First Fidelity Capital,  Inc. ("FFC") an investment  advisor to
the  Alpha  Group of Funds,  ("Alpha  Funds"),  whereby  the  Alpha  Funds  have
committed to purchase an initial five million dollars ($5,000,000) as previosuly
agreed  pusuant  to our June 14,  2000 FFC  Agreement  (See Form 10-Q for Second
Quarter 2000  incorporated by reference herein) of our common stock and increase
and have  amended  this  commitment  whereby  Alpha  Funds  agree to purchase an
additional five million dollars ($5,000,000) of our common stock if we draw down
at least two  million  dollars  ($2,000,000)  during the first six  months  upon
commencement of the funding line. The Structured  Equity Funding Line is subject
to, among other  things,  the  completion of a Regulation E Common Stock Private
Equity Line  Subscription  Agreement  ("Subscription  Agreement")  and obtaining
third party  approvals  and  opinions.  Our  ability to draw on this  Structured
Equity Funding Line is directly tied to the trading  activity  within our common
stock on the  over-the-counter  market. Our Put Right is limited to a maximum of
$500,000 and a minimum of $100,000  but is subject  always to a limit of two (2)
times the "Trading Volume" on the trading day immediately  preceding delivery of
the draw  notice by us to the Alpha  Funds.  As of the date of filing  this Form
10-Q quarterly  rreport,  we are in the process of finalizing  negotiations  and
approving definitive  agreements  associated with securing the Structured Equity
Funding Line.

     Management is confident that further  amounts of equity capital in the form
of additional  equity lines of credit as well as private placement and secondary
offerings  will be  available  to the  Company  after the  Company  successfully
commences a public and  investor  relations  campaign to bring  awareness to the
Company's business plan and to the businesses in which Origin will invest.  Such
a  campaign  of  public  and  investor  relations  has not yet  commenced  since
management has held the position from inception that such a campaign should only
commence once one or more eligible  portfolio  companies have been  successfully
identified and agreements to invest in such companies are in place.

Results of Operations

     Our operations  have been limited to obtaining  additional  capital through
the sale of our  equity  securities,  obtaining  short  term  bridge  loans  and
negotiating with additional  potential eligible portfolio companies for possible
investment. To date we have had negative cash flows and anticipate continuing to
do so in the near future.  We anticipate  that upon  completion of an investment
within an  eligible  portfolio  company,  our  operational  costs will  increase
substanially  in light of the need to hire  additional  personnel,  including  a
Chief Financial Officer and additional support staff.

     Our  strategy  and plan for the  remainder  of this fiscal year is to raise
additional  capital  through  the sale of our  stock  and  purchase  controlling
interests  within one or more  profitable  private  businesses  involved  in the
Internet  infrasturcture and services sector of the IT industry.  Our investment
strategy  is  to  acquire  controlling  interests  within  two  or  more  "core"
profitable  IT  businesses  involved in ASP,  Systems  Integration  and Internet
Services to create, on consolidation of such entities,  a profitable  e-business
solutions company that provides its customers with web/e-commerce  applications,
IT consulting  and solutions and other value added  services and which  utilizes
ASP delivery and co-location hosting strategies on a cost effective basis to end
users. We intend on creating such an eligible portfolio company by consolidating
one or more  systems  integrators,  value  added  resellers  and a cutting  edge
e-business solutions companies that we have identified and may identify over the
next  several  months.  Our  initial  investments  will be within  these  "core"
businesses  that have built and have  executed  profitable  business  models and
therafter  combine such core businesses  with technology  resources found within
development stage Internet web design and e-commerce integration companies.

SPECIAL NOTICE REGARDING FORWARD LOOKING STATEMENTS

         This Form 10-Q, the quarterly report, and certain information  provided
periodically  in  writing  or orally by the  Company's  Officers  or its  agents
contains  statements which constitute  "forward-looking  statements"  within the
meaning of Section 27A of the Securities  Act, as amended and Section 21E of the
Securities  Exchange  Act  of  1934.  The  words  "expect,"  "believe,"  "plan,"
"intend," "estimate",  "anticipate",  "strategy", "goal" and similar expressions
and  variations   thereof  if  used  are  intended  to   specifically   identify
forward-looking statements. Those statements may appear in a number of places in
this Form 10-Q and in other places,  particularly,  "Management's Discussion and
Analysis  of  Financial  Condition  and  Results  of  Operations",  and  include
statements regarding the intent,  belief or current expectations of the Company,
its directors or its officers with respect to, among other things:

     (i) the successful  completion of investment(s) within one or more eligible
portfolio  companies  that we have  identified,  (ii) our  liquidity and capital
resources; and (iii) our future performance and operating results.

         Investors  and  prospective  investors  are  cautioned  that  any  such
forward-looking  statements are not guarantees of future performance and involve
risks and  uncertainties,  and that actual  results may differ  materially  from
those  projected  in the  forward-looking  statements  as a  result  of  various
factors.  The factors that might cause such differences  include,  among others,
the following:

     (i)  any  adverse  effect  or  limitations   caused  by  any   governmental
regulations  or  actions;  (ii) any  increased  competition  in our  business of
providing venture capital to eligible  portfolio  companies;  (iii) successfully
identifying,  negotiating, structuring and making investments within one or more
eligible  portfolio  companies;  (iv) our ability to raise necessary  investment
capital  within the time frame  agreed to  between us and the  principals  of an
eligible  portfolio  company in order to  successfully  invest in such  eligible
portfolio  company;  (v) the  continued  relationship  with and  success  of the
management and owners of an eligible portfolio company after our investment; and

     (vi) the continued  performance  of our eligible  portfolio  companies with
respect to their operations, including, but not limited to:

     a.   continued employment of key personnel,  hiring of qualified additional
          personnel;
     b.   the  eligible   portfolio   company's   mitigation  of  excessive  and
          extraordinary  costs, and achieving  projected  profits and additional
          customers for their growth.
     c.   Any other factors which would otherwise impede our eligible  portfolio
          company  in  achieving  its  performance  goals  upon which we based a
          favorable return on our investment.

We  undertake no  obligation  to publicly  update or revise the forward  looking
statements  made in this  Form  10-Q or  annual  report  to  reflect  events  or
circumstances  after the date of this Form 10-Q and annual  report or to reflect
the occurrence of unanticipated events.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk.

     We have no  securities  that are  subject to  interest  rate  fluctuations,
foreign currency risk, commodity price or any other relevant market risks during
the period  covered  by this  Quarterly  Report.  We have not  entered  into any
hedging  transactions or acquired any derivative  instruments  during the period
covered by this Quarterly Report.

                           PART II - OTHER INFORMATION

Item 2.   Changes in Securities and Use of Proceeds.

   Recent Sales of Unregistered Securities; Use of Proceeds from Registered
   Securities

     On April 14, 2000 we sold directly to a known  accredited  investor  50,000
shares of common  stock,  restricted  pursuant to Rule 144, for $50,000 or $1.00
per share. This transaction was conducted privately in reliance on Sections 4(2)
and/or 4(6) of the Securities Act of 1933.

     On July 10, 2000,  July 19. 2000,  August 9, 2000,  and August 10, 2000 the
Company  received an aggregate of $80,992 in the form of short term bridge loans
from four accredited  investors.  These bridge loans varied in duration  between
one month and three months prior to maturity and carried  simple  interest rates
between  8-12% per annum.  Each bridge  loan payee also  received an issuance of
Class A Common Stock Purchase Warrants,  exercisable at $.40 per share that were
redeemable  for  between  one to four  shares of common  stock for every  dollar
loaned.  As of the date of this  quarterly  report  filing,  all  principal  and
interest had been returned to each of the four accredited investors.

     On August 24,  2000 the  Company  sold an  aggregate  of 344,827  shares of
common stock to ten  investors at a purchase  price of $.29 per share,  based on
the closing bid price on that date.  Total funds  received was  $99,999,98.  The
shares  were  exempt  pursuant to being  issued in  accordance  with Rule 606 of
Regulation  E of the  Securities  Act of  1933.  These  shares  were  issued  to
accredited  investors and a Form 1-E was filed with the  Securities and Exchange
Commission.

Item 5.   Other Items

     On September 8, 2000, the Company  relocated its headquarters from Chicago,
Illinois  to  Santa  Monica,  California.  The new  address  for  its  corporate
headquarters and phone number are: 1620 26th Street,  Third Floor, Santa Monica,
California 90404. Phone # 310-255-8834.

     On September 12, 2000,  the Company sold an aggregate of 350,000  shares of
its common stock to an accredited  investor residing in Frankfurt,  Germany at a
purchase price of $1.45 per share. The offering was conducted pursuant to and in
accordance with Regulation E. The Company received an aggregate of $507,500 from
the sale  during the month of  October,  2000 and booked  the  transaction  as a
subscription receivable during the Third Quarter.

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

1.        Exhibits

Exhibit   Description

     3.1  Articles  of   Incorporation   of  Origin   filed  on  April  6,  1999
          (incorporated  by reference to Exhibit 3(i) to Form 10 filed by Origin
          on August 16, 1999)

     3.2  Bylaws of Origin.  (Incorporated by reference to Exhibit 3(ii) to Form
          10 filed by Origin on August 16, 1999)

     4.1  Form 1-E.  (Incorporated  by reference to Form 1-E filed on August 10,
          2000 in connection with Rule 606 Regulation E offering.

     27   Financial Data Schedule.


                                   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 on November 21
2000 by the undersigned thereunto duly authorized.

                          ORIGIN INVESTMENT GROUP, INC.


                          /s/  OMAR A. RIZVI
                          ---------------------------------
                          Omar A. Rizvi
                          President, Chairman of the Board of Directors