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 _______________

                                                              001-15029
                                                       (Commission file number)

                           GENESISINTERMEDIA.COM, INC.
        (Exact name of small business issuer as specified in its charter)

             DELAWARE                                           95-4710370
   (State or other jurisdiction                                (IRS Employer
 of incorporation or organization)                          Identification No.)

                  5805 SEPULVEDA BOULEVARD, VAN NUYS, CA 91411
                    (Address of principal executive offices)

                                 (818) 902-4100
                           (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 CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity. As of May 15, 2000 - 5,415,000 shares of Common Stock

Transitional Small Business Disclosure Format (check one):  Yes [   ]   No [X]


<PAGE>

                           GENESISINTERMEDIA.COM, INC.
                                      INDEX

                                                                          Page
                                                                         Number

PART I.    FINANCIAL INFORMATION

Item 1.    Financial Statements

           Condensed Consolidated Balance Sheet as of March 31, 2000      2-3

           Condensed Consolidated Statements of Operations for
           the three months ended March 31, 2000 and 1999                  4

           Condensed Consolidated Statements of Cash Flows for
           the three months ended March 31, 2000 and 1999                  5

           Notes to Condensed Consolidated Financial Statements           6-9

Item 2.    Management's Discussion and Analysis of Financial Condition
           and Results of Operations                                     10-15

Part II.   OTHER INFORMATION

Item 1.    Legal Proceedings                                             16-17

Item 2.    Change in Securities and Use of Proceeds                       18

Item 3.    Defaults Upon Senior Securities                                18

Item 4.    Submission of Matters to a Vote of Security Holders            18

Item 5.    Other Information                                              18

Item 6.    Exhibits and Reports on Form 8-K                               18

SIGNATURES                                                                18

Part III.  EXHIBITS


                                       1
<PAGE>


PART I.    FINANCIAL INFORMATION

Item 1.    Financial Statements

GENESISINTERMEDIA.COM, INC.
CONDENSED CONSOLIDATED BALANCE SHEET
AS OF MARCH 31, 2000
(unaudited)

<TABLE>
<CAPTION>
<S>                                                                       <C>
ASSETS

CURRENT ASSETS
  Cash and cash equivalents                                                   $     350,425
  Accounts receivable, net                                                        2,926,644
  Inventories                                                                       637,319
  Prepaid advertising                                                             2,279,966
  Advances receivable                                                             1,166,981
  Deposits and other prepaid assets                                               2,622,461
                                                                              -------------

TOTAL CURRENT ASSETS                                                              9,983,796

PROPERTY AND EQUIPMENT, NET                                                      17,982,003
CUSTOMER LISTS                                                                    2,388,210
GOODWILL, NET                                                                       403,173
OTHER ASSETS                                                                        773,533
                                                                              -------------

TOTAL ASSETS                                                                  $  31,530,715
                                                                              =============
</TABLE>




                                       2

<PAGE>



GENESISINTERMEDIA.COM, INC.
CONDENSED CONSOLIDATED BALANCE SHEET (CONTINUED)
AS OF MARCH 31, 2000
(unaudited)

<TABLE>
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY

<S>                                                                            <C>
CURRENT LIABILITIES
  Current portion of notes payable                                             $    571,041
  Current portion of capital lease obligations                                      314,487
  Line of credit                                                                  1,301,735
  Accounts payable                                                                5,200,376
  Accrued payroll taxes                                                           1,746,722
  Other accrued liabilities                                                         692,761
  Income taxes payable                                                               65,000
                                                                               ------------

TOTAL CURRENT LIABILITIES                                                         9,892,122

NOTES PAYABLE, NET OF CURRENT PORTION                                            16,884,894
CAPITAL LEASE OBLIGATIONS, NET OF CURRENT PORTION                                   345,047
                                                                               ------------

TOTAL LIABILITIES                                                                27,122,063

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY
Convertible preferred stock, $0.001 par value 5,000,000 shares authorized
   142,858 shares issued and outstanding
   ($7.00 per share liquidation preference                                              143
   Dividends of $94,792 in arrears)
Common stock, $0.001 par value
   25,000,000 shares authorized
   5,415,000 shares issued and outstanding                                            5,415
Additional paid-in capital                                                       17,780,271
Common stock committed                                                               28,440
Accumulated deficit                                                             (13,299,947)
Treasury stock                                                                     (105,670)
                                                                               ------------

TOTAL STOCKHOLDERS' EQUITY                                                        4,408,652
                                                                               ------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                     $ 31,530,715
                                                                               ============



</TABLE>


                           See the accompanying notes

                                       3
<PAGE>




GENESISINTERMEDIA.COM, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                                              3 MONTHS               3 MONTHS
                                                                                ENDED                  ENDED
                                                                              MARCH 31,              MARCH 31,
                                                                                2000                   1999
                                                                          ------------------     ------------------
                                                                             (unaudited)            (unaudited)


<S>                                                                        <C>                   <C>
NET REVENUE
     Media sales                                                          $         395,382      $       3,938,020
     Product sales                                                                5,781,410              3,789,988
     Commission and royalties                                                     1,087,972                 69,606
     Other                                                                          630,839                      -
                                                                          ------------------     ------------------
TOTAL  NET REVENUE                                                                7,895,603              7,797,614
                                                                          ------------------     ------------------

OPERATING COSTS AND EXPENSES
     Media purchases                                                                308,561              3,500,462
     Direct costs                                                                 1,586,720                373,054
     Selling, general and administrative expenses                                10,754,453              3,299,688
                                                                          ------------------     ------------------
TOTAL OPERATING COSTS AND EXPENSES                                               12,649,734              7,173,204
                                                                          ------------------     ------------------
INCOME (LOSS) FROM OPERATIONS                                                   (4,754,131)                624,410
OTHER EXPENSES
     Interest expense                                                               275,889                 46,207
     Financing costs                                                                103,125
                                                                          ------------------     ------------------
TOTAL OTHER EXPENSES                                                                379,014                 46,207
                                                                          ------------------     ------------------
INCOME (LOSS) BEFORE PROVISION FOR INCOME TAXES                                 (5,133,145)                578,203
PROVISION (BENEFIT) FOR INCOME TAXES                                                      -                195,000
                                                                          ------------------     ------------------
NET INCOME (LOSS)                                                         $     (5,133,145)      $         383,203
                                                                          ==================     ==================

BASIC EARNINGS (LOSS) PER COMMON SHARE                                    $          (0.95)      $            0.12
                                                                          ==================     ==================
DILUTED EARNINGS (LOSS) PER COMMON SHARE                                  $          (0.95)      $            0.12
                                                                          ==================     ==================
WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING                                        5,407,501              3,240,556
                                                                          ==================     ==================
</TABLE>



                           See the accompanying notes

                                       4
<PAGE>




  GENESISINTERMEDIA.COM, INC.
  CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>

                                                                   3 MONTHS                3 MONTHS
                                                                     ENDED                   ENDED
                                                                   MARCH 31,               MARCH 31,
                                                                     2000                    1999
                                                            ---------------------   ---------------------
                                                                  (unaudited)            (unaudited)

<S>                                                                 <C>                   <C>
  CASH FLOWS FROM OPERATING ACTIVITIES
   Net income (loss)                                                $(5,133,145)    $            383,203
   Adjustments to reconcile net income to net cash
     Provided by (used in) operating activities
   Depreciation and amortization                                         820,066                  84,758
   Stock issued for financing costs                                      103,125
   Deferred taxes                                                              -                 (7,000)
   (Increase) decrease in operating assets                           (1,039,207)               (312,525)
   Increase (decrease) in operating liabilities                      (1,147,528)                 329,789
                                                            ---------------------   ---------------------

   Net cash provided by (used in) operating activities               (6,396,689)                 478,225
                                                            ---------------------   ---------------------

  CASH FLOWS FROM INVESTING ACTIVITIES
   Purchase of property and equipment                                (1,169,314)               (176,966)
   Cash acquired with purchase of Dynatype                               174,710                       -
   Other                                                                  31,561               (161,939)
                                                            ---------------------   ---------------------

   Net cash used in investing activities                               (963,043)               (338,905)
                                                            ---------------------   ---------------------

  CASH FLOWS FROM FINANCING ACTIVITIES
   Net proceeds from related parties                                           -                 (3,281)
   Net proceeds from line of credit                                    (203,671)                  67,868
   Distribution to stockholder                                                 -             (2,000,000)
   Proceeds from notes payable                                         7,360,248                       -
   Proceeds from sale of common stock, net                                     -               1,548,750
   Payment of offering costs                                                   -               (106,556)
   Payments on notes payable and capital leases                         (36,165)               (542,206)
                                                            ---------------------   ---------------------

  Net cash provided by financing activities                            7,120,412             (1,035,425)
                                                            ---------------------   ---------------------

  Net decrease  in cash and cash equivalents during period             (239,320)               (896,105)

  CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                         589,745               1,841,562
                                                            ---------------------   ---------------------

  CASH AND CASH EQUIVALENTS, END OF PERIOD                  $            350,425    $            945,457
                                                            =====================   =====================



</TABLE>


                           See the accompanying notes


                                       5
<PAGE>



                           GENESISINTERMEDIA.COM, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


NOTE 1 - BASIS OF PRESENTATION

The unaudited Condensed Consolidated Financial Statements have been prepared by
GenesisIntermedia.com, Inc. (the "Company" or "Genesis"), pursuant to the rules
and regulations of the Securities and Exchange Commission. The information
furnished herein reflects all adjustments (consisting of normal recurring
accruals and adjustments) which are, in the opinion of management, necessary to
fairly present the operating results for the respective periods. Certain
information and footnote disclosures normally present in annual consolidated
financial statements prepared in accordance with generally accepted accounting
principles have been omitted pursuant to such rules and regulations. The results
of the three months ended March 31, 2000 are not necessarily indicative of the
results to be expected for the full year ending December 31, 2000.


NOTE 2 - EARNINGS PER SHARE

In 1997, the Financial Accounting Standard Board ("FASB") issued Statement of
Financial Accounting Standards ("SFAS") No. 128, "Earnings per Share." SFAS No.
128 replaced the previously reported primary and fully diluted earnings per
share with basic and diluted earnings per share. Unlike primary earnings per
share, basic earnings per share excludes any dilutive effects of options,
warrants, and convertible securities. Diluted earnings per share is very similar
to the previously reported fully diluted earnings per share. Basic earnings per
share is computed using the weighted-average number of common shares outstanding
during the period. Common equivalent shares are excluded from the computation if
their effect is anti-dilutive. There are no common stock equivalents for the
three months ended March 31, 2000 since the Company incurred a net loss;
therefore any common stock equivalents would be anti-dilutive.


NOTE 3 - NOTES PAYABLE

In February 2000, the Company issued a $1,000,000 convertible debenture,
warrants to purchase 22,500 shares of the Company's common stock at an exercise
price of $12.00 per share and 15,000 shares of the Company's common stock. The
debenture is convertible into the Company's common stock at $5.00 per share if
it is held to maturity. The debenture was due on April 7, 2000 and was repaid by
the Company on April 14, 2000. The Company took a charge to earnings for the
issuance of the 15,000 shares of common stock in the amount of $103,125.

During the first quarter of 2000, the Company received $7,360,248 from the same
lender to whom the Company had the unsecured note payable at December 31, 1999
of $1,463,403. The payment terms for these are the same as for the previous
funds

                                       6


<PAGE>



                           GENESISINTERMEDIA.COM, INC.
         NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


NOTE 4 - STOCKHOLDERS' EQUITY

On May 2, 2000, the Company issued 4,000 shares of its Series B Convertible
Preferred Stock to two investors for gross proceeds of $4,000,000. The Series B
Convertible Preferred Stock has a liquidation preference of $1,000 per share and
carries a 5% cumulative dividend payable at the end of each calendar quarter.
The Company also issued to the investors an aggregate of 112,000 warrants to
purchase the Company's common stock at $17.74 per share, which represents 115%
of the market value of the Company's stock at the closing date. The Series B
Convertible Preferred Stock is convertible into common stock at 110% of the
market value of the Company's common stock at the closing date ("Fixed Price")
if converted within 45 days after the closing date, and the lesser of the Fixed
price or the market value of the Company's common stock at the conversion date
if converted 45 days or more after the closing date.


NOTE 5 - CONTINGENCIES

On November 14, 1997, the Commodity Futures Trading Commission issued an order
authorizing the issuance of subpoenas and depositions in a private investigation
involving Jake Bernstein and MBH Commodity Advisors, a company not affiliated
with Genesis. Although the order does not reference Genesis, its employees or
affiliates, the CFTC has nonetheless requested that the Company provide various
documents arising out of our involvement in the production and marketing of an
infomercial titled Success and You which promotes and markets a video series
titled Trade Your Way To Riches. To date, the CFTC has directed one subpoena to
Genesis. Various documents have been produced on our behalf in response to the
subpoena. Additionally, the CFTC has taken the deposition of Ramy El-Batrawi,
our president, in connection with its investigation. The Company has not to date
been required to discontinue sales of Trade Your Way To Riches products or
services as a result of the CFTC's actions.

Although the CFTC has articulated its belief that Genesis, by virtue of our
involvement in the production and marketing of the infomercial, may be required
to be registered in some capacity to continue to engage in our sales activities
related to the Trade products, the Company believes the CFTC's analysis and
conclusions are incorrect and are based on incomplete information. In October
1998, the Company issued a written response to the CFTC's position setting forth
the reasons why the Company is not required to register in any capacity with the
CFTC. The CFTC has indicated that registration may be required. The Company has
been advised by our counsel that the initiation of a CFTC enforcement action
against us requiring registration or seeking the imposition of sanctions is
unwarranted. As of the date of this filing, there has been no indication that
the CFTC seeks any relief other than registration. To date, no complaint or
enforcement action has been asserted against Genesis, our officers, directors or
employees.

                                       7

<PAGE>



                           GENESISINTERMEDIA.COM, INC.
         NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED

NOTE 5 - CONTINGENCIES, CONTINUED

If it is determined in the investigation or any resulting proceeding that
registration is required, the Company intends promptly to effect any required
registration. It is estimated that the cost of registering Genesis with the CFTC
will be less than $1,000. In the event that the CFTC were to bring an
enforcement action against Genesis by virtue of our failure to register, which
the Company believes would be unwarranted, any adverse determination or
settlement in this action could adversely affect us. The range of possible
sanctions available to the CFTC in enforcement actions generally includes a
simple request to become registered, a cease and desist order--which could, if
successfully applied to the Company or TYWR, terminate sales of some Trade Your
Way To Riches products or services--and a possible order of disgorgement of
profits--which could, again if applied to us, result in substantial payments by
us. In February 1999, the Company commenced negotiations with the CFTC to
terminate the investigation and settle all underlying claims against us and all
other persons subject to the investigation. Although the Company believes that a
settlement can be reached that will not have a material adverse impact on us,
the Company can not predict whether any settlement proposal the Company may make
will be accepted by the CFTC or by what time. For the reasons discussed in the
preceding paragraph, the Company believes that if the Company is unable to reach
agreement on a consensual resolution with the CFTC, then the final resolution of
the investigation or any ensuing action or proceeding will not have a material
adverse effect on the Company.

On February 5, 1999, the former chief executive officer of our Genesis
Intermedia, Inc. subsidiary commenced a suit for wrongful termination in
California Superior Court in Los Angeles County. The plaintiff is Sam Hassabo
and the principal defendants are Genesis, our Genesis Intermedia, Inc.
subsidiary and our chief executive officer, Mr. El-Batrawi. The complaint
alleges wrongful termination and breach of employment contract. The complaint
also alleges that the defendants engaged in fraud and negligent
misrepresentation in connection with the plaintiff's hiring and the termination
of his employment. Mr. Hassabo was terminated from his position as director and
chief executive officer of Genesis Intermedia, Inc. in December 1998. The
complaint primarily seeks monetary and punitive damages. The Company believes
the suit is frivolous and the Company intends to defend it vigorously. The
Company carries employment practices and general liability insurance which the
Company believes is adequate to cover any potential liability.

The Company may also be involved from time to time in various other claims and
legal actions incident to its operations, either as plaintiff or defendant. As
an advertiser, the Company may be exposed to unforeseen liability to consumers,
competitors or others, against which the Company is not insured. The Company
from time to time may be, or may be joined as, a defendant in litigation brought
against us or our clients by third parties. As the Company acquires the rights
to diverse new products and increases our client base, the likelihood of that
type of suit will increase. These possible claims include those brought by
clients' competitors, regulatory bodies or consumers alleging that advertising
claims are false, deceptive or misleading, that our clients' products are
defective or injurious or that marketing and communications materials infringe
on the proprietary rights of third parties. The Company does not maintain
insurance designed specifically for advertising agency liability. If the Company
is not adequately insured or indemnified, then the damages, costs, expenses or
attorneys' fees could have an adverse effect on us.

                                       8

<PAGE>



                           GENESISINTERMEDIA.COM, INC.
         NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED

NOTE 5 - CONTINGENCIES, CONTINUED

We have been subject to claims of intellectual property infringement and may
increasingly be subject to these types of claims as the number of products and
services and competitors in our markets grows and the functionality of products
and services in other industry segments overlaps. Although we do not believe
that any of our products or services infringes upon the proprietary rights of
third parties, there can be no assurance that third parties will not claim
infringement by us with respect to current or future products or services. In
addition, we periodically acquire intellectual property from third parties,
including in connection with our acquisitions. In some instances this
intellectual property is prepared on a work-for-hire or similar basis, in some
instances we license the intellectual property and in others we acquire it. We
may in the future be party to disputes about ownership, license scope and
royalty or fee terms with respect to some of this intellectual property. Any
claims, with or without merit, could be time-consuming, result in costly
litigation, cause product or service delays or require us to enter into royalty
or licensing agreements, any of which could have an adverse effect upon us. We
may also initiate claims or litigation against third parties for infringement of
our proprietary rights or to establish the validity of our proprietary rights,
which could result in significant expense to us and divert the efforts of our
technical and management personnel from productive tasks, whether or not the
litigation were determined in our favor.

In addition, the contracts the Company enters into with our clients sometimes
require us to indemnify clients for claims brought by competitors or others
claiming that advertisements or other communications infringe on intellectual
property rights. Although the Company maintains business insurance the Company
believe is adequate for our operations, adequate insurance coverage may not be
available in the future or the insurance held by us may not be sufficient if a
significant adverse claim is made.

NOTE 6 - SUBSEQUENT EVENT

On April 1, 2000, the Company purchased Dynatype Design and Graphics Centers,
Inc. ("Dynatype"), a company that provides creative design and graphic services.
Its clients include Fortune 500 companies. The Company issued 90,000 shares of
its common stock for all of the issued and outstanding shares of common stock of
Dynatype. The Company has accounted for this business combination using the
pooling of interest method.

                                       9

<PAGE>


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

GENERAL

         The following discussion and analysis should be read in conjunction
with the Company's consolidated financial statements and related footnotes for
the year ended December 31, 1999 included in this Annual Report on Form 10-KSB.
The discussion of results, causes and trends should not be construed to imply
any conclusion that such results or trends will necessarily continue in the
future.

OVERVIEW

GenesisIntermedia.com, Inc. uses its core competencies to develop Internet
technologies and Internet companies. It owns distinct marketing channels, and
through CENTERLINQ, is a leading provider of public Internet access portals in
shopping malls. The Company has been building an infrastructure to build,
develop and nurture new Internet technology companies and businesses. The
company markets products and services, which it develops, licenses exclusively
or distributes for third parties, utilizing network and cable television, radio,
newspapers, magazines, the Internet and the company's CENTERLINQ network. As it
has done with CENTERLINQ, the Company leverages its strength in operations,
marketing and the deployment of traditional and new media to advance new and
innovative technologies within strategically identified market segments.

Historically, the Company's operations have consisted of the marketing,
advertising and sales of its own products and those of its clients utilizing
traditional marketing channels. While it continues to utilize conventional media
to fulfill its marketing needs and those of its clients, the Company's focus
more recently has been on investing in and bringing to market innovative
technology-based concepts that center around use of the Internet.

CENTERLINQ is an Internet-based interactive network consisting of public access
kiosks, located exclusively in shopping malls currently but adaptable to a wide
range of venues. CENTERLINQ is also accessible through the Internet at
www.CENTERLINQ.com. Advertising displayed on large screen monitors on and
adjacent to the public access kiosks enhances network usage and revenues.

The Company invested heavily to support the operational needs of CENTERLINQ and
to attain a leadership position as a network of public Internet portals.
Investments in CENTERLINQ included those made in network architecture, expansion
of Information Services, installation, field maintenance and client service
personnel, programming and Information Technology professionals, research and
development, quality assurance, and the build out of physical space and
infrastructure to support the operations.

These investments enabled the Company to announce in December 1999 that
CENTERLINQ had reached critical mass. Currently, the systems were installed in
20 shopping malls across the United States including those in California,
Nevada, Arizona, Michigan, Pennsylvania and Indiana. Traffic at these malls thus
far enable CENTERLINQ to create approximately 22 million impressions per month.
The Company foresees CENTERLINQ network expansion in additional malls throughout
North America, and is discussing expansion into Europe and Latin America.

                                       10
<PAGE>


With the CENTERLINQ experience not only proving successful, but teaching the
Company how to apply those same development standards and resources to other
businesses and technologies in order to achieve an effective rollout of product,
the Company's management now views its role as a creator of long-term
shareholder value more closely in alignment with its ability to propagate
additional Internet-based companies in accordance with its established
"incubation" process.

The Company, therefore, seeks to identify acquisition candidates whose core
competencies include the development of Internet technology, networking
solutions, interactive concepts and a variety of other high-growth areas that
can be integrated into valuable business-to-business and business-to-consumer
companies. GenesisIntermedia.com, Inc. intends to expand client participation in
interactive e-commerce and the CENTERLINQ programs, particularly as CENTERLINQ
is rolled out throughout regional shopping malls across the United States and
into additional public access areas. Presently, the focus is on marketing
efforts with local or regional advertisers, or local representatives of national
organizations. The Company intends to seek additional national advertisers and
participants in CENTERLINQ once the deployment of the network has sufficient
national scope.

Even though GenesisIntermedia.com, Inc. is entering emerging markets and has
begun to generate revenue from CENTERLINQ, it continues to rely on marketing
products for a substantial part of its revenues. Proprietary products sold by
the Company through integrated marketing capabilities include audio and video
tapes and companion material products based on the book Men Are From Mars, Women
Are From Venus, by John M. Gray, Ph.D., the Money Mastery financial mentoring
products, and other new products recently acquired. The Company expects that
revenues from the marketing of products will continue to account for a major
percentage of its revenues in the foreseeable future but that while revenues are
expected to rise, the overall percentage of revenues that can be attributed to
the aforementioned marketing activities will decline as its refined business
plan that concentrates on the development of business-to-business and
business-to-consumer enterprises that utilize Internet technology continues
onward.

On April 1, 2000, the Company purchased Dynatype Design and Graphics Centers,
Inc. ("Dynatype"), a company that provides creative design and graphic services.
Its clients include Fortune 500 companies. The Company issued 90,000 shares of
its common stock for all of the issued and outstanding shares of common stock of
Dynatype. The Company has accounted for this business combination using the
pooling of interest method.


                                       11

<PAGE>




RESULTS OF OPERATIONS


Three Months Ended March 31, 2000 vs. March 31, 1999

<TABLE>
<CAPTION>

                                             3 MONTHS           3 MONTHS
                                               ENDED             ENDED
                                             MARCH 31,         MARCH 31,       PERCENTAGE OF NET REVENUE
                                                                               --------------------------
                                               2000               1999            2000          1999
                                          ----------------   ---------------   ------------  ------------

<S>                                       <C>               <C>                <C>          <C>
Net Revenue
  Media sales                                 $       395       $     3,938           5.0%         50.5%
  Product sales                                     5,782             3,790          73.2%         48.6%
  Commissions and royalties                         1,088                70          13.8%          0.9%
  Other                                               631                 -           8.0%
                                          ----------------   ---------------   ------------  ------------
Total net revenue                                   7,896             7,798         100.0%        100.0%
Operating expenses
  Media purchases                                     309             3,501           3.9%         44.9%
  Direct costs                                      1,587               373          20.1%          4.8%
  Selling, general and administrative              10,754             3,300         136.2%         42.3%
                                          ----------------   ---------------   ------------  ------------
Total operating expenses                           12,650             7,174         160.2%         92.0%
                                          ----------------   ---------------   ------------  ------------
Income (loss) from operations                     (4,754)               624        (60.2%)          8.0%
Interest expense                                      276                46           3.5%          0.6%
Financing costs                                       103                             1.3%             -
                                          ----------------   ---------------   ------------  ------------
Income (loss) before income taxes                 (5,133)               578        (65.0%)          7.4%
Provision (benefit) for income taxes                    -               195              -          2.5%
                                          ================   ===============   ============  ============
Net income (loss)                           $     (5,133)        $      373        (65.0%)          4.9%
                                          ================   ===============   ============  ============

</TABLE>

Revenue for the three months ended March 31, 2000 increased by $98,000 or 1.3%
from $7,798,000 for the three months ended March 31, 1999 to $7,896,000 for the
same period in 2000. The increase in revenue was due to the following:

                                       12
<PAGE>




*    Product sales increased $1,992,000 or 52.6% principally as a result of the
     Company's success in selling its new products and programs. The Company has
     acquired several new products over the past 12 months;

*    Commissions and royalties increased by $1,018,000 from $70,000 for the
     three months ended March 31, 1999 to $1,088,000 for the same period in
     2000. The increase is due to the Company's call center in St. George, Utah
     focusing on selling other company's products and on a marketing alliance
     entered into by the Company whereby its receives a commission for selling
     other companies products.

*    Other revenue increased by $631,000 from $0 for the three months ended
     March 31, 1999 to $631,000 for the same period in 2000. Other revenue
     consists of rental income of $208,000 from leasing office space in the
     Company's office building to third parties and services revenue of $423,000
     from creating design and graphic products for customers. The increase in
     other income is due to the Company purchasing its office building in July
     1999 and the acquisition of Dynatype Design and Graphics Centers, Inc. on
     April 1, 2000, which has been accounted for using the pooling of interest
     method.

*    Media sales decreased from $3,938,000 for the three months ended March 31,
     1999 to $395,000 for the same period in 2000 due to the Company focusing
     more time and resources on promoting its new products and not focusing on
     selling media time to third parties;

Media purchases for the three months ended March 31, 2000 decreased by
$3,192,000 or 91.2% from $3,501,000 for the three months ended March 31, 1999 to
$309,000 for the same period in 1999. The decrease is due to the Company
focusing more effort on selling its products rather than selling media time to
third parties.

Direct costs for the three months ended March 31, 2000 increased by $1,214,000
or 325.5% from $373,000 for the three months ended March 31, 1999 to $1,587,000
for the same period in 2000. The increase was due to significant increased
product sales during the first quarter of 2000. Direct costs as a percentage of
product sales increased from 9.8% for the three months ended March 31, 1999 to
27.4% for the same period in 2000. The increase is due to higher product costs
associated with the products and programs the Company is currently selling when
compared to the products sold by the Company the first quarter of 1999.

Selling, general and administrative expenses for the three months ended March
31, 2000 increased by $7,454,000 or 225.9% from $3,300,000 for the three months
ended March 31, 1999 to $10,754,000 for the same period in 2000. The increase
was due principally to an increase in payroll and related benefits of $1,497,000
and an increase in selling related expenses of 4,075,000. Selling related
expenses include the cost of acquiring customer names, purchasing media time for
airing of infomercials, royalties and telemarketing costs. The Company expensed
$3,593,000 in media airtime during the first quarter of 2000. As a result of
expanding operations through the creation of Genesis Intermedia, the Company's
general and administrative costs have increased. Most of the expenses incurred
by Genesis Intermedia to develop its Centerlinq Network are classified as
general and administrative expenses. The Company has taken steps to
significantly expand its Centerlinq Network of kiosks in shopping malls.

                                       13
<PAGE>



Interest expense for the three months ended March 31, 2000 increased by $230,000
or 500% from $46,000 for the three months ended March 31, 1999 to $276,000 for
the same period in 2000. The increase in interest expense was due to the
issuance of a note payable secured by the Company's new corporate office
building in Van Nuys, California, an increase in the Company's line of credit,
notes payable and capitalized lease obligations.

Financing costs for the three months ended March 31, 2000 increased by $103,125
from $0 for the three months ended March 31, 1999 to $103,125 for the same
period in 2000. The increase is due to the issuance of 15,000 shares of the
Company's common stock in connection with a note payable issued in February
2000.

Income taxes for the three months ended March 31, 2000 decreased by $195,000 or
100% from $195,000 for the three months ended March 31, 1999 to $0 for the same
period in 2000. The decrease in the provision for income taxes is due to the net
loss incurred by the Company in the first quarter of 2000.

LIQUIDITY AND CAPITAL RESOURCES

We financed our operations initially from cash generated from operations. More
recently, we have financed our operations through the sale of common and
preferred stock in private placement offerings, sale of common stock in our
initial public offering, a long-term mortgage and a line of credit. In January
and April 1999, we sold a total of 250,000 shares of common stock and warrants
to purchase an additional 250,000 shares of common stock in a private placement
at $7 per share for an aggregate of $1,750,000, with underwriting commissions
and expenses of $201,250 and in April 1999 we sold 142,858 shares of convertible
preferred stock and warrants to purchase 142,858 shares of common stock in a
private placement at $7 per share for an aggregate of $1,000,000 with
underwriting commissions and expenses of $115,000. In May 1999, we issued three
notes payable in a private placement for aggregate proceeds of $550,000 net of
commissions and expenses of $108,000. In connection with these three notes
payable agreements, we also issued warrants to purchase 78,571 shares of common
stock. In June 1999 we sold 2,000,000 shares of common stock in its initial
public offering at $8.50 per share for an aggregate of $17,000,000 with
underwriting commissions and expenses of $1,870,000 and offering expenses of
$2,722,803. In July, we purchased an office building in Van Nuys, California for
$11,100,000 for which we issued a note payable in the amount of $7,856,250. In
the third quarter of 1999, we increased our $750,000 line of credit to
$1,500,000 from a major financial institution that is collateralized by
substantially all of our assets, except our office building, and the loan is
guaranteed by our majority stockholder. From November 1999 to March 2000 we have
borrowed $7,823,651 from debenture secured in November 1999. In connection with
this debenture, we issued warrants to purchase 750,000 shares of common stock
with an exercise price of $7.00. In February 2000, the Company issued a
convertible debenture in the amount of $1,000,000 along with a warrant to
purchase 22,500 shares of the Company's common stock at an exercise price of
$12.00 and the issuance of 15,000 shares of the Company's common stock. The
debenture is convertible into common stock at $5.00 per share if it is held to
maturity. The debenture was due on April 7, 2000 and has been repaid. We took a
charge to earnings for the 15,000 common shares issued in connection with this
debenture in the amount of $103,125. On May 2, 2000, the Company issued 4,000
shares of its Series B Convertible Preferred Stock to two investors for gross
proceeds of $4,000,000. The Series B Convertible Preferred Stock has a
liquidation preference of $1,000 per share and carries a 5% cumulative dividend
payable at the end of each calendar quarter. The Company also issued to the
investors an aggregate of 112,000 warrants to purchase the Company's common
stock at $17.74 per share, which represents 115% of the market value of the
Company's stock at the closing date. The Series B Convertible Preferred Stock is
convertible into common stock at 110% of the market value of the Company's
common stock at the closing date ("Fixed Price") if converted within 45 days
after the closing date, and the lesser of the Fixed price or the market value of
the Company's common stock at the conversion date if converted 45 days or more
after the closing date.

                                       14

<PAGE>
During the three months ended March 31, 2000, we spent $1,169,314 on capital
expenditures and used $6,396,689 in operations.

We expect to spend additional capital to expand our product lines, expand our
telemarketing division, and make strategic acquisitions. We anticipate spending
$15 - 20 million over the next 18 months to develop and deploy interactive
multimedia kiosks in regional shopping malls across the United States and in
other entertainment centers.

We believe that our current cash and cash equivalents on hand, together with
existing credit facilities and the cash flow expected to be generated from
operations, will be adequate to satisfy our current and planned operations
through the middle of 2001. However, we are currently seeking to acquire a bank
credit line or similar credit facility and seeking to refinance our mortgage on
our new office building to help finance future operations and acquisitions. We
are currently negotiating with certain lenders to obtain additional financing to
expand CENTERLINQ. If we are not successful, out ability to expand CENTERLINQ
will be adversely affected. The Company is also seeking additional financing to
expand its existing business to purchase new products and purchase media time to
advertise for these products. If the Company is unable to obtain this financing,
its ability to purchase media time to advertise its products will be
significantly limited.


IMPACT OF YEAR 2000

The Company instituted a comprehensive program to address potential Year 2000
impacts and as a result, critical systems and infrastructure operated smoothly
through the arrival of Year 2000 and leap year boundaries. Additionally, the
Company experienced no Year 2000 related disruptions in the products and
services provided by its significant suppliers or other third-party business
relationships. Many of the improvements made in preparation for the Year 2000
are expected to provide the Company with long-term benefits.

FORWARD LOOKING STATEMENTS

This report contains certain forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Stockholders are cautioned that all
forward-looking statements involve risks and uncertainty, including without
limitation, the ability of us to install new kiosks, general market conditions,
competition and pricing. Although we believe the assumptions underlying the
forward-looking statements contained herein are reasonable, any of the
assumptions could be inaccurate, and therefore, there can be no assurance that
the forward-looking statements contained in the report will prove to be
accurate.

                                       15

<PAGE>



Part II.   OTHER INFORMATION

Item 1.    Legal Proceedings

On November 14, 1997, the Commodity Futures Trading Commission issued an order
authorizing the issuance of subpoenas and depositions in a private investigation
involving Jake Bernstein and MBH Commodity Advisors, a company not affiliated
with Genesis. Although the order does not reference Genesis, its employees or
affiliates, the CFTC has nonetheless requested that the Company provide various
documents arising out of our involvement in the production and marketing of an
infomercial titled Success and You which promotes and markets a video series
titled Trade Your Way To Riches. To date, the CFTC has directed one subpoena to
Genesis. Various documents have been produced on our behalf in response to the
subpoena. Additionally, the CFTC has taken the deposition of Ramy El-Batrawi,
our president, in connection with its investigation. The Company has not to date
been required to discontinue sales of Trade Your Way To Riches products or
services as a result of the CFTC's actions.

Although the CFTC has articulated its belief that Genesis, by virtue of our
involvement in the production and marketing of the infomercial, may be required
to be registered in some capacity to continue to engage in our sales activities
related to the Trade products, the Company believes the CFTC's analysis and
conclusions are incorrect and are based on incomplete information. In October
1998, the Company issued a written response to the CFTC's position setting forth
the reasons why the Company is not required to register in any capacity with the
CFTC. The CFTC has indicated that registration may be required. The Company has
been advised by our counsel that the initiation of a CFTC enforcement action
against us requiring registration or seeking the imposition of sanctions is
unwarranted. As of the date of this filing, there has been no indication that
the CFTC seeks any relief other than registration. To date, no complaint or
enforcement action has been asserted against Genesis, our officers, directors or
employees.

If it is determined in the investigation or any resulting proceeding that
registration is required, the Company intends promptly to effect any required
registration. It is estimated that the cost of registering Genesis with the CFTC
will be less than $1,000. In the event that the CFTC were to bring an
enforcement action against Genesis by virtue of our failure to register, which
the Company believes would be unwarranted, any adverse determination or
settlement in this action could adversely affect us. The range of possible
sanctions available to the CFTC in enforcement actions generally includes a
simple request to become registered, a cease and desist order--which could, if
successfully applied to the Company or TYWR, terminate sales of some Trade Your
Way To Riches products or services--and a possible order of disgorgement of
profits--which could, again if applied to us, result in substantial payments by
us. In February 1999, the Company commenced negotiations with the CFTC to
terminate the investigation and settle all underlying claims against us and all
other persons subject to the investigation. Although the Company believes that a
settlement can be reached that will not have a material adverse impact on us,
the Company can not predict whether any settlement proposal the Company may make
will be accepted by the CFTC or by what time. For the reasons discussed in the
preceding paragraph, the Company believes that if the Company is unable to reach
agreement on a consensual resolution with the CFTC, then the final resolution of
the investigation or any ensuing action or proceeding will not have a material
adverse effect on the Company.


                                       16
<PAGE>



On February 5, 1999, the former chief executive officer of our Genesis
Intermedia, Inc. subsidiary commenced a suit for wrongful termination in
California Superior Court in Los Angeles County. The plaintiff is Sam Hassabo
and the principal defendants are Genesis, our Genesis Intermedia, Inc.
subsidiary and our chief executive officer, Mr. El-Batrawi. The complaint
alleges wrongful termination and breach of employment contract. The complaint
also alleges that the defendants engaged in fraud and negligent
misrepresentation in connection with the plaintiff's hiring and the termination
of his employment. Mr. Hassabo was terminated from his position as director and
chief executive officer of Genesis Intermedia, Inc. in December 1998. The
complaint primarily seeks monetary and punitive damages. The Company believes
the suit is frivolous and the Company intends to defend it vigorously. The
Company carries employment practices and general liability insurance which the
Company believes is adequate to cover any potential liability.

The Company may also be involved from time to time in various other claims and
legal actions incident to its operations, either as plaintiff or defendant. As
an advertiser, the Company may be exposed to unforeseen liability to consumers,
competitors or others, against which the Company is not insured. The Company
from time to time may be, or may be joined as, a defendant in litigation brought
against us or our clients by third parties. As the Company acquires the rights
to diverse new products and increases our client base, the likelihood of that
type of suit will increase. These possible claims include those brought by
clients' competitors, regulatory bodies or consumers alleging that advertising
claims are false, deceptive or misleading, that our clients' products are
defective or injurious or that marketing and communications materials infringe
on the proprietary rights of third parties. The Company does not maintain
insurance designed specifically for advertising agency liability. If the Company
is not adequately insured or indemnified, then the damages, costs, expenses or
attorneys' fees could have an adverse effect on us.

In addition, the contracts the Company enters into with our clients sometimes
require us to indemnify clients for claims brought by competitors or others
claiming that advertisements or other communications infringe on intellectual
property rights. Although the Company maintains business insurance the Company
believe is adequate for our operations, adequate insurance coverage may not be
available in the future or the insurance held by us may not be sufficient if a
significant adverse claim is made.

                                       17

<PAGE>



Item 2.    Change in Securities and Use of Proceeds

None


Item 3.    Defaults Upon Senior Securities

None


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

Not applicable


Item 5.    Other Information

Not applicable


Item 6.    Exhibits and Reports on Form 8-K

(a)      Exhibits

10.32    Agreement and Plan of Merger with Dynatype Design and Graphics Centers,
         Inc. dated April 1, 2000

27.1     Financial Data Schedule

(b)      Reports on Form 8-K

On February 24, 2000 the Company filed a Report on Form 8-K announcing that
Blair LaCorte, resigned as of December 15, 1999 as a member of the board of
directors of the Company, and that on December 3, 1999, Michael Roy Fugler was
appointed a member of the Company's board of directors to succeed Mr. LaCorte.

                                   SIGNATURES

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

                                                 GENESISINTERMEDIA.COM, INC.



                                                 By: /s/ Douglas E. Jacobson
                                                 ---------------------------
                                                   Douglas E. Jacobson
                                                 Chief Financial and Principal
                                                 Accounting Officer


Date:  May 15, 2000

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