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

                                    FORM 10-Q

(Mark One)


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

                    For quarterly period ended March 31, 1999

     TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR 15 (d)  OF THE  SECURITIES
     EXCHANGE ACT OF 1934

       For the transition period from ______________ to ________________


Commission file number 001-14889

                           INTERNET FOOD COMPANY, INC.
                           ---------------------------
             (exact name of registrant as specified in its charter)

Nevada                                                  88-0390657
------                                                  ----------
(State or other jurisdiction of               (IRS Employer Identification No.)
incorporation or organization)

631-A Cass  Street, Suite 181
Monterey, California                                           93940
--------------------                                           -----
(Address of principal executive offices)                     (Zip Code)

Registrant's telephone number, including area code:           (831) 647-8553


Indicate  by check  mark  whether  the  registrant:  (1) has filed  all  reports
required by Section 13 or 15 (d) of the  Securities  Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required to file such reports),  and (2) has been subject to such filing for the
past 90 days.
                               Yes     No   X


The number of shares of the  Registrant's  Common Stock,  $.001 par value, as of
March 31, 1999 was 17,780,695 outstanding.

<PAGE>

                         PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.



Hawkins Accounting
Certified Public Accounting


To the Board of Directors
Internet Food Company, Incorporated
Monterey, California

I have reviewed the accompanying balance sheet of Internet Food Company, Inc. as
of March 31, 1999 and the related statement of income and  Shareholders'  Equity
and the  statement of cash flows for the three months then ended,  in accordance
with  Statements on Standards for Accounting and Review  Services  issued by the
American Institute of Certified Public Accountants.  All information included in
these financial  statements is representation of the management of Internet Food
Company, Inc.

A review consists  principally of inquiries of company  personnel and analytical
procedures  applied to financial data. It is substantially less in scope than an
audit in accordance with generally accepted auditing standards, the objective of
which is the expression of an opinion regarding the financial statements takenas
a whole. Accordingly, I do not express such as opinion.

Based on my review, I am not aware of any material  modifications that should be
made  to the  accompanying  financial  statements  in  order  for  them to be in
conformity with generally accepted accounting principles.

September 15,1999

<PAGE>

                          INTERNET FOOD COMPANY, INC.
                                 BALANCE SHEET
                                 March 31, 1999
                                     ASSETS
<TABLE>
<CAPTION>
<S>                                                                                  <C>
Current assets
     Cash and cash equivalents                                                       $    4,991
     Accounts receivable-trade                                                               97
     Accounts receivable-barter                                                           6,744
     Due from arriliate                                                                     100
     Inventory                                                                            4,905
          Total current assets                                                           16,837

Equipment
     Equipment                                                                              700
     (Less) Accumulated depreciation                                                        (50)

Other assets
     Trade name                                                                           6,050

Total assets                                                                         $   23,537

Current liabilities
     Accounts payable                                                                $    1,626
     Note payable-R. Strahl                                                               2,575
     Note payable-Monterey Ventures                                                       4,780
     State corporate tax payable                                                          1,600
          Total current liabilities                                                      10,581

Shareholders' equity
     Capital stock, par value $10, 50,00
          17,780,695 shares issued and outstanding                                    1,788,070
     Paid in capital                                                                 (1,645,670)
     Common stock offering costs                                                         (6,150)
     Retained earnings                                                                 (113,294)
          Total shareholders' equity                                                     12,956

Total liabilities and shareholders' equity                                           $   23,537

</TABLE>

             See Accompanying notes and accountant's review report
                                        2

<PAGE>

                           INTERNET FOOD COMPANY, INC.
                             STATEMENT OF OPERATIONS
                   For the three months ended March 31, 1999

<TABLE>
<CAPTION>
<S>                                                                                  <C>
Sales                                                                                $    10,429
Cost of sales
     Beginning inventory                                                                   4,905
     Purchases                                                                             7,033
     Supplies                                                                                246
     Total available for sale                                                             12,184
          (Less) ending inventory
               Total cost of goods sold                                                    7,279

Gross profit                                                                               3,150

Operating expenses
     Advertising                                                                              31
     Bank charges                                                                            527
     Consulting fees                                                                      22,231
     Depreciation                                                                             50
     Equipment lease                                                                       2,937
     License and pennits                                                                      46
     Management fees                                                                       6,600
     Office expense                                                                          869
     Postage and delivery                                                                    679
     Professional fees                                                                     8,755
     Rent                                                                                  1,515
     Travel and entertainment                                                                818
     Telephone                                                                               332
          Total operating expenses                                                        46,290

          Loss from operations                                                           (42,140)

Other income and (expense)
     Loss on sale of investments                                                            (499)
     Interest expense                                                                       (585)
                                                                                          (1,084)

Loss prior to income taxes                                                               (43,224)

State corporate income tax                                                                   800

Net loss                                                                             $   (44,024)

Loss per common share                                                                    (0.0026)

Weighted average
     of shares outstanding                                                            17,148,222

</TABLE>

             See accompanying notes and accountant's review report
                                       3

<PAGE>

                          INTERNET FOOD COMPANY, INC.
                       STATEMENT OF SHAREHOLDERS' EQUITY
                   For the three months ending March 31, 1999

<TABLE>
<CAPTION>
                                                    Common Stock
                                                                                Paid in        Offering       Retained
                                             Shares              Amount         Capital        Costs          Earninqs
                                             ------              ------         -------        -----          --------
<S>                                          <C>                 <C>            <C>            <C>            <C>
Balance,
     December 31, 1998                          16,167,695       $ 1,616,770    $ (1,552,070)  $ (6,150)      $  (69,270)
Options issued                                   1,040,000           104,000         (93,600)
Stock issued                                       573,000            57,300
Not loss for the period                                                                                          (44,024)
                                                17,780,695         1,778,070    $ (1,645,670)  $ (6,150)      $ (113,294)

</TABLE>

             See accompanying notes and accountant's review report
                                       4

<PAGE>

                          INTERNET FOOD COMPANY, INC.
                   STATEMENT OF CASH FLOWS - INDIRECT METHOD
                   For the three months ending March 31, 1999

<TABLE>
<CAPTION>
<S>                                                                             <C>
Cash flows from operating activities                                            $    (44,024)
     Not loss
     Adjustments to reconcile net income to net cash
          provided by operating activities
          Depreciation expense                                                            50
          Increase in current assets                                                    (365)
          Decrease in current liabilities                                            (20,329)
          Net cash provided by operating activities                                  (64,668)

Financing activities
     Sale of common stock                                                             67,700

Cash provided by financing activities                                                 67,700

Increase (Decrease) in cash and cash equivalents                                       3,032
Cash and cash equivalent at beginning of the year                                      1,959
Cash and cash equivalent at end of the year                                            4,991

Supplemental disclosure of financing activities
     Interest paid                                                                       585

</TABLE>

               See accompanying notes to the financial statements
                                       5

<PAGE>

                             INTERNET FOOD COMPANY
                       NOTES TO THE FINANCIAL STATEMENTS
                                 March 31, 1999

NOTE 1 - SUMMARY SIGNIFICANT ACCOUNTING POLICIES

Nature of the business
----------------------

Internet  Food  Company,  Inc. was formed to sell retail  gourmet and  specialty
cheese on the  internet  and at a retail  location.  The Company was  incorpomed
under  the laws of the  State of  Nevada  on April  14,  1998.  The  Company  is
currently doing business as California Cheese Connection.


Pervasiveness of estimates
--------------------------

The preparailon of financial  statements in conformity  with generally  accepted
accounting principles requires management to take estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results could differ froin those estimates.

Cash and cash equivalents
-------------------------

For financial statement  presentation  purposes, the Company considers all short
tenn  investments  with a  maturity  date  of  three  months  or less to be cash
equivalents

Inventories
-----------

Inventories  are  recorded at the lower of cost or market,  using the  first-in,
first-out method. Inventories consist principally of cheeses and specialty food
items.

Bad debts and accounts receivable
---------------------------------

No allowance for doubtful accounts
has been recorded as management believes all amounts to be collectible.

Equipment
---------

Equipment is recorded at cost. Maintenance and repairs are expensed as incurred;
major renewals and betterments are capitalized.  As the equipment on the balance
sheet was purchased at year-end,  no provision for  depreciation  is made in the
current year.

Income taxes
------------

Income taxes are provided  for the tax effects of  transactions  reported in the
financial  statements  and consist of taxes  currently due plus  deferred  taxes
related  primarily to differences  between the recorded book basis and tax basis
of assets and  liabilities  are  recovered or settled.  Deferred  taxes are also
recognized  for operating  losses that are  available to offset  future  taxable
income and tax credits that are available to offset future federal income taxes.

                                       7

<PAGE>

                             INTERNET FOOD COMPANY
                       NOTES TO THE FINANCIAL STATEMENTS
                                 March 31, 1999

NOTE 2  ACCOUNTS RECEIVABLE

Accounts receivable - Trade
----------------------------

Accountants   receivable  trade  consists  primarily  of  sales  to  hotels  and
corporations purchasing gift baskets. At March 31, 1999 the total was $97. Terms
of all sales to these customers are net 30 days.

Accounts receivable - Barter
----------------------------

The Company is involved  with an exchange  group  whereby goods and services are
bartered.  The  individual  members of this group  purchase  goods from  another
member and a voucher is written for  payment of the goods or services  provided.
The Company then has a credit to purchase  goods and services from other members
of the barter  group.  At March 31, 1999 the balance that the Company is owed in
goods and services was $ 6,744.  The Comparty uses the barter to purchase  goods
and services. For the period ending March 31, 1999 the total arnount recorded as
sales was $ 4,297 and S 1,994 was recorded as purchase of goods and services.

NOTE 3  NOTES PAYABLE

The  notes  payable  are from  shareholders  of the  Company.  The notes are for
working capital until the Company bocomes  profitable.  The notes will be repaid
from  operations  when there is sufficient  working  capital.  Interest is being
charged at 1% a month. Total amount of borrowings for the period ended March 31,
1999 was $ 4,780. The Company paid off prior year borrowings of $ 12,990.

NOTE 4  COMMON STOCK

Common Stock
------------

During the period ended March 31, 1999,  pursuant to an exemption under Rule 504
of  Regulation  D of the  Securities  Act of 1933,  as amended  (the Act),  the
Company sold solely to accredited  and/or  sophisticated  investors,  its common
stock,  Fach  share  has a par  value  of  S.10.  There  were  twenty  different
transactions to different  investors raising a total of $167,700 during the year
period ended March 31, 1999.

Paid in capital
---------------

At  incorporation  the Company issued  15,385,000  shares of common stock with a
fair value of $0.1 in payment of  services,  This  amount is shown as a negative
paid in capital amount since  consideration was given in the form of services at
the time of incorporation and no amount was reflected on the Company's books for
the consideration.

The Company also issued 135,695 shares common stock with a fair

8

<PAGE>

                             INTERNET FOOD COMPANY
                         NOTES THE FINANCIAL STATEMENTS
                                  March 31,1999


Paid in capital (con't.)
------------------------

value of $.10 to three  individuals.  The shares were given to these individuals
for advancing the Company money for working capital purposes. These transactions
occurred during the prior year.

NOTE 5 - RELATED PARTY TRANSACTIONS

On August 1, 1998 the Company  entered into an agreement  with a shareholder  to
provide investment-banking services. During the period ending March 31, 1999 the
shareholder  advanced  the  Company  $  4,780  for  operations.  There  were  no
repayments on the advances.

As previously  discussed,  the Company  entered into agreements with some of its
shareholders  to provide bridge loans for continuing  operations of the Company.
Total  proceeds from the  borrowings  were S 15,490  during the prior year.  The
Company  repaid $ 12,990 of the loans during the three month period ending March
31, 1999.

NOTE 6 - INCOME TAXES

The  benefit  for  income  taxes  from  operations  consisted  of the  following
components.  Current  tax  benefit of $ 6,604  resulting  from a net loss before
income taxes,  and deferred tax expense of $ 6,604  resulting from the valuation
allowance  recorded  against  the  deferred  tax  asset  resulting  from the net
operating  loss.  The change in the  valuation  allowance  for the period ending
March 31, 1999 was $ 6,604. Net operating loss carryforward will expire 2014.

The valuation  allowance will be evalvatod at the end of each year,  considering
positive and negative evidence about whether the asset will be realized.  At tbe
time the allowance will either be increased or reduced;  reduction  could result
in the complete elimination of the allowance if positive evidence indicates that
the value of hte deferred tax asset is no longer  required.  It is  management's
position that the deferred tax asset be recorded when there is positive evidence
it will be realized.

NOTE 7 - STOCK OPTIONS

On January 1, 1999 and January 28,  1999 the Board of  Directors  voted to issue
stock options to various individuals. The options axe to be exercised

                                       9

<PAGE>

                             INTERNET FOOD COMPANY
                        NOTES T0 THE FINANCIALSTATEMENTS
                                 March 31, 1999

NOTE 7 (con't)

at a price of $.01  exercised.  There  were a total of  1,040,000  options to be
exercised.  All options were exercised by the due date. The options were granted
for services rendered.

NOTE 8 - MATERIAL ADJUSTMENTS

Management  represents that all material adjustments to the financial statements
have been made.

NOTE 9 - GOING CONERN

As of March 31, 1999, the Company has net losses since  inception,  which raises
substantial doubt about its ability to continue as a going concern.

Management has  subsequently  been able to get its internet site up and running.
This is expected to provide  additional sales.  Also,  management has stepped up
its efforts to increase its sales to hotels and other businesses.

The  Company's  ability  to  continue  as a  going  concern  is  dependent  upon
successful public offering and ultimately achieving profitable operations. There
is no  assurance  that the Company  will be  successful  in its efforts to raise
additional proceeds or achieve profitable  operations.  The financial statements
do not  include  any  adjustments  that might  result  from the  outcome of this
uncertainty.




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

During this First  Quarter,  the Company  received  $10,429 in revenues  for the
Quarter ending March 31, 1999. There are no comparisons for the first quarter of
1998 because the Company was not incorporated until April 14, 1998.

The  trends  for income  are  likely to  continue  as a result of the  Company's
marketing of the products and services of the company.

There is no deficiency in the First Quarter.

At present the Company's  major  sources of internal  liquidity are cash in bank
($4,991) , accounts receivable ($6,744), and inventory ($4,905).

No  material  commitments  for capital  expenditures  were made during the First
Quarter and none are expected in the Second Quarter.  The only development under
way is for the completion of the Company's website.

The Second  Quarter  selling  period  should bring in  additional,  but limited,
revenues  because of the cyclical nature of the business.  The revenue will have
little impact on short term revenues.

The Company had minor changes to its equity as a result of the completion of its
stock offering as of February 18, 1999. The Company also had a $10,000 reduction
of accounts receivable and $10,000 in notes payable.

The Company has not been  affected by any unusual  events or  transactions  that
would have any impact on reported income or operations.

The Company's  marketing efforts has been the most significant  factor resulting
in the sales increase.

Consumer  purchasing in this  business  segment has continued to grow along with
the growth of internet sales.

Currently,  the Company knows of no events that will cause a material  change in
costs and revenues.

The major increase in sales is because the Company has been in business for over
10 months and has established accounts with hotels and businesses.

The Company is a development  stage company.  Its primary  concern is a possible
increase in milk prices which would increase  cheese  prices.  An increase would
cause an increase in the Company's cost of sales.

<PAGE>

                           PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

None.

Item 2. Changes in Securities.

As of March 31, 1999, there were 1,778,070 in outstanding shares issued compared
to 1,616,770 that were outstanding as of December 31, 1998.

Item 3. Defaults Upon Senior Securities.

None.

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

None.

Item 5. Other Information.

The  Company  has not  filed  any  quarterly  reports  for the 1999  year and is
planning on filing the  quarterly  reports for the periods  ending June 30, 1999
and September 30, 1999.

Item 6. Exhibits and Reports on Form 8-K

None.

Signature Page

Pursuant to the  requirements of section 13 or 15(d) 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.

                                                     INTERNET FOOD COMPANY, INC.


                                                                /s/ Jan Demianew
                                                                ----------------
                                                            NAME:   Jan Demianew
                                                             TITLE:    President