<PAGE>

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

                                  FORM 10-QSB

(Mark One)

     [X]  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
          ACT OF 1934

                                  For the quarterly period ended March 31, 2000
                                                                 --------------


     [_]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

                        For the transition period from ___________ to __________

                        Commission file number _________________________________

                  South Beach Concepts, Inc. and Subsidiaries
--------------------------------------------------------------------------------
       (Exact name of small business issuer as specified in its charter)

          Florida                                         65-0853636
--------------------------------------------------------------------------------
(State or other jurisdiction                   (IRS Employer Identification No.)
of incorporation or organization)

                5969 Cattleridge Blvd # 201 Sarasota, FL 34241
--------------------------------------------------------------------------------
                   (Address of principal executive offices)

                                (941) 377-7225
--------------------------------------------------------------------------------
                          (Issuer's telephone number)

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

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

               APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                  PROCEEDINGS DURING THE PRECEDING FIVE YEARS

     Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
Securities under a plan confirmed by a court. Yes [_]  No [_]

                     APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:
_________________

Transitional Small Business Disclosure Format (Check one): Yes [_] No [_]
<PAGE>

             _____________________________________________________

                  SOUTH BEACH CONCEPTS, INC. AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS
                                MARCH 31, 2000
             _____________________________________________________


                               Unaudited Figures


                                    ASSETS

                                                March 31, 2000   March 31, 1999
                                                --------------   --------------
Current Assets:
    Cash                                        $   21,475.68    $   91,666.40
    Accounts Receivable                         $   91,225.33    $  206,190.35
    Inventory                                   $   40,925.92    $   32,727.49
    Due From Affiliates                            344,791.31                -
    Royalties Receivable                            14,026.57                -
                                                -------------    -------------
        Total Current Assets                       512,444.81       330,584.24

Property, Plant, and Equipment - net of
    accumulated deprecations:                   $2,611,218.46    $  920,313.68

Investments and Other Assets:
    Deferred Public Offering costs                  16,843.62                -
    Deferred Syndication Costs                     319,011.39                -
    Deferred Tax Asset                             186,529.00                -
    Deposits                                        15,695.18        14,120.18
    Organizational/Startup Costs                     3,270.00       616,295.35
    Accumulated Amortization                       (12,213.24)               -
    Acquisition Costs                                                        -
    Investment in Subsidiaries                                          200.00
    Prepaid Expenses                               244,028.65       199,520.00
    Other Non-current Assets                       101,692.16       126,479.16
    Notes Receivable                               215,100.00                -
                                                -------------    -------------
        Total Other Assets                       1,089,956.76       956,614.69
                                                ------------------------------
Total Assets                                    $4,213,620.03    $2,207,512.61
                                                ==============================
<PAGE>

             _____________________________________________________

                  SOUTH BEACH CONCEPTS, INC. AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS
                                March 31, 2000
             _____________________________________________________

                               Unaudited Figures

                             LIABILITIES & EQUITY

<TABLE>
<CAPTION>
                                                     MARCH 31, 2000        MARCH 31, 1999
                                                     --------------        --------------
<S>                                                  <C>                   <C>
Liabilities & Capital
    Accounts Payable                                  $   237,816.67        $   189,693.65
    Accrued Expenses                                      136,760.22                     -
    Wages & Taxes Payable                                  14,650.99                     -
    Sales Tax Payable                                       3,115.28                (23.28)
    Loan Shareholders                                      13,693.97             69,670.00
    Notes Payable - Shareholders                           59,799.88            197,525.52
    Notes Payable - Mortgage - Current                     90,000.00                     -
    Notes Payable - Clearwater Acq. Current                22,687.00
    Notes Payable                                                                        -
                                                      --------------        --------------
        Total Current Liabilities                         578,524.01            456,865.89


Long-Term Liabilities
    Notes Payable - Mortgage                              439,847.30                     -
    Notes Payable - Clearwater Acquisition                 37,313.00                     -
    Deferred Taxes                                                 -                     -
                                                      --------------        --------------
        Total Long-Term Liabilities                       477,160.30                     -

Commitments and Contingent Liabilities                             -                     -

Stockholders Equity:
    Common Stock                                          226,126.15          1,222,338.02
    Additional Paid in Capital                          6,505,393.55          3,177,909.63
    Retained Earnings                                  (3,726,128.55)        (2,579,626.83)
     Net Income (Loss)                                    152,544.57            (69,974.10)
                                                      --------------        --------------
         Total Stockholders' Equity                     3,157,935.72          1,750,646.72

                                                      --------------        --------------
Total Liabilities and Stockholder's Equity            $ 4,213,620.03        $ 2,207,512.61
                                                      ==============        ==============
</TABLE>
<PAGE>

                          SOUTH BEACH CONCEPTS, INC.
                     CONSOLIDATED STATEMENT OF OPERATIONS
                   FOR THE THREE MONTHS ENDED MARCH 31, 2000


                               Unaudited Figures

<TABLE>
<CAPTION>
                                                  MARCH 31, 2000      MARCH 31, 1999
                                                  --------------      --------------
<S>                                               <C>                 <C>
Net Revenues
  Sales                                            $ 129,562.00       $ 173,235.70
  Franchise Fees                                     350,000.00                  -
  Royalties
  Other Income                                        85,000.00
                                                   ------------       ------------
    Net Receipts                                     564,562.00         173,235.70

Cost of Goods Sold
  Food                                                52,895.00          70,460.63
  Paper                                                2,260.00                  -
  Salaries & Wages                                    82,838.00          58,089.78
  Other                                               16,225.00           9,897.52
                                                   ------------       ------------
    Total Cost of Sales                              154,218.00         138,447.93

Gross Profit                                         410,344.00          34,787.77
                                                   ------------       ------------
General & Administrative                             267,800.00         104,816.97
                                                   ------------       ------------

Earnings (Loss) Before Other Income                  142,544.00         (70,029.20)

Other Income / (Loss):
 Other Income                                         10,000.00              55.10
 Loss on Disposition of Assets
                                                   ------------       ------------
   Total Other Income / (Loss)                        10,000.00              55.10

Net Income/(Loss) From Operations                    152,544.00         (69,974.10)

Startup Expenses Per 1998 GAAP                                -                  -

Income/(Loss) Before Income Taxes                    152,544.00         (69,974.10)
 Provision For Income Taxes                                                      -
                                                   ------------       ------------
Net Income (Loss)                                  $ 152,544.00       $ (69,974.10)
                                                   ============       ============
</TABLE>

     Net Loss Per Share
      Basic (Note 1)
      Diluted (Note 1)
<PAGE>

                   South Beach Concepts Inc. & Subsidiaries

                     Notes to the consolidated Financials

                                March 31, 2000

Note 1 - Basis for Presentation
-------------------------------

The accompanying unaudited financial statements have been prepared by South
Beach Concepts Inc. (The Company) in accordance with GAAP for Interim financial
statements and with the instruction to form 10-QSB and item 310 of Regulation S-
B. Accordingly, they do not include all of the information and disclosures
required by GAAP for complete financial statements. In the opinion of the
company's management, all normal accounting transactions within the time frame
have been included for a fair presentation of the company's operations. Results
of operations for the three month period ending March  31, 2000 are not
necessarily indicative of future financial results.

Consolidation
-------------

The consolidated financial statements include the accounts of the company and
its subsidiaries. All significant inter-company transactions and balances have
been eliminated in consolidation.

Property and Equipment
----------------------

Property and equipment are carried at cost less accumulated depreciation.
Depreciation is calculated using the straight-line method for financial
reporting purposed and accelerated methods for income tax purposed.

Expenditure for maintenance and repairs are charged against income as incurred
whereas major improvements are capitalized
<PAGE>

                  SOUTH BEACH CONCEPTS, INC.AND SUBSIDIARIES
                     CONSOLIDATED STATEMENT OF CASH FLOWS
                   FOR THE THREE MONTHS ENDED MARCH 31, 2000


         Unaudited Figures

Cash Flow from Operation Activities:

Net Income (Loss)                      (1)      $152,544.57

Other Operating Activities             (2)     ($121,235.80)

Total from Operations                           $ 31,308.77

Cash Flow from Investing Activities    (3)     ($214,807.34)

Cash Flow from Financing Activities    (4)      $125,548.57


Net Increase (Decrease) in Cash                ($ 57,950.00)


Cash at Beginning of the Year                   $ 79,426.00
Cash at March 31, 2000                          $ 21,476.00

                                               ($ 57,950.00)

<PAGE>

Basis of Presentation

Net Earnings Per Common Share

Net earnings per common share are shown as both basic and diluted. Basic
earnings per common share are computed by dividing net earnings less any
preferred stock dividends (if applicable) by the weighted average number of
shares of common stock outstanding. Diluted earnings per common share are
computed by dividing net income less any preferred stock dividends (if
applicable) by the weighted average number of shared on common stock outstanding
plus any dilutive common stock equivalents.

Results of Operations

The company continues as a Development Stage Company and hence requires
continuing its capital raising activities to support its income in order to meet
cash flow obligations.

Note 2 Private offering Memorandum

Note 3 Stockholders Equity

The Company is authorized to issue 15,000,000 shares of preferred stock at no
par value, with such designation, voting rights and other preferences as may be
determined from time to time by the Board of Directors.

--------------------------------------------------------------------------------

                  SOUTH BEACH CONCEPTS, INC.AND SUBSIDIARIES
           CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS EQUITY
                   FOR THE THREE MONTHS ENDED MARCH 31, 2000

--------------------------------------------------------------------------------

                               Unaudited Figures

<TABLE>
<CAPTION>

                                             Common         Common                                       Total
                                             Stock          Stock       Additional         Retained      Stockholders
                                             Shares         Value       Paid in Capital    Deficit       Equity
<S>                                         <C>             <C>         <C>             <C>             <C>
January 1, 2000                             17,821,285      $178,213     $6,299,284     -$3,726,129     $2,751,368

Issuance of Common Stock                     4,791,300      $ 47,913     $  206,110                     $  254,023

Net Changes in Capital Activity                                                                         $        0

Due to Reorganization                                                                                   $        0


Net Gain (Loss) 2000                                                                     $  152,545     $  152,545

Total Stockholders' Equity
as of March 31, 2000                        22,612,585      $226,126     $6,505,394     -$3,573,584     $3,157,936
</TABLE>

<PAGE>

Part 1

Item 1. Financial Statements Attached

Item 2. Managements Discussion and Analysis of Financial Condition and Results
        of Operations

     Overview

          The primary business objective of the Company is to develop, operate,
     franchise and service take-out, eat-in and delivery restaurants for its
     three theme restaurant chains, South Beach Cafe, Pizza World Gourmet Pizza
     World, and Cisco & Pancho and to supply coffee and related products to its
     company stores, its franchisees and other customers worldwide through Cafe
     Society Coffee Company. There are currently franchise operations open and
     operating in Florida, Illinois, and Missouri. The company owned restaurants
     are now located in Florida.

     Consolidated Balance Sheets

          Deferred tax asset increased from $0 in the first quarter prior year
     to $186,529 for the first quarter 2000. This was the result of GAAP
     accounting rules and 1999 operating results. Due from Affiliates increased
     from $0 to $344,791 primarily as a result of reclassification attendant to
     the post 1999 merger activities. Deferred Syndication Costs increased from
     $0 to $319,011 reflecting GAAP rules relative to costs associated with the
     Company's private offering. Organization/Startup Costs decreased from
     $616,295 to $3,270 as a result of the 1998 GAAP rule changes requiring the
     write off of all such accumulated items in 1999 and that any future such
     items be expensed in this and all other future accounting periods. Notes
     Receivable increased from $0 to $215,100 reflecting primarily monies due
     from the Area Representative Agreement in Colorado and the trunkey fees due
     from the Dallas store. Accrued Expenses increased from $0 to $136,760 as a
     result of posting of accruals. Notes Payable Mortgage current increased
     from $0 to $90,000, and Notes Payable Mortgage Long Term increased from $0
     to $439,847 as a result of the acquisition for stock subject to mortgage of
     the Coconut Grove, Florida real estate. Notes Payable Clearwater
     Acquisition current increased from $0 to $22,687, Notes Payable Clearwater
     Acquisition Long Term increased from $0 to $37,313 as the result of
     acquisition of a Pizza world for stock and a note.

     Consolidated Statement of Operations

          Net Revenues increased from $173,235 in its first quarter of the prior
     year to $564,562 in the current quarter as a result of franchise fees
     increasing from $0 to $350,000 based on agreements made in Colorado and
     Virginia. In addition Other Income increases from $0 to $85,00 reflecting
     turnkey fees from the Dallas store. Gross Profit increased from $34,787 to
     $410,366 as a result of increased revenues. General and Administrative
     Costs increased from $104,816 to $267,800 attributable to increased
     training costs and reclassifications relative to the Cattleman store and
     consolidation of expenses from the increased numbers of corporate stores
     from the prior year first quarter. Net Income increased to $152,544 from a
     loss during its previous year first quarter of $69,974.
<PAGE>

Item 3.   Description of properties

          The company currently maintains its principal offices in Sarasota,
          Florida.

Part II - Other Information

Item 1.   Legal Proceedings

          There are no material legal proceedings against the company.

Item 3.   Defaults upon Senior Securities

          Not Applicable

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

          Not Applicable

Item 5.   Other Information

          Not Applicable


<PAGE>

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

SOUTH BEACH CONCEPTS

By: /s/ Thomas N. Burnham
   -------------------------------
   Thomas N. Burnham, President

Date: May 8, 2000