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

                                 AMENDMENT NO.1
                                       TO
                                   FORM 10-QSB

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

         For the period ended January 31, 2001

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

                         Commission File Number 0-23903

                              eAUTOCLAIMS.COM, INC.
                              --------------------
               (Exact name of registrant as specified in charter)


              Nevada                               95-4583945
              ------                               ----------
   (State or other jurisdiction                  (IRS Employer
 of incorporation or organization)              Identification No.)

2708 Alt. 19 N., Suite 604, Palm Harbor, Florida                 34683
------------------------------------------------                 -----
    (Address of principal executive offices)                   (Zip Code)

Registrant's telephone Number, including area code: (727) 781-0414

Securities registered pursuant to Section 12(b) of the Exchange Act: None

     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.

                  [ X ] Yes  [   ] No

     The number of shares  outstanding of the Issuer's  Common Stock,  $.001 Par
Value, as of January 31, 2001 was 11,224,900.

     Transitional Small Business Disclosure Format:

                  [   ] Yes  [ X ] No


                         TRANSFORMATION PROCESSING, INC.
                         -------------------------------
          (Former name or former address, if changed since last report)


<PAGE>




                                         EAUTOCLAIMS.COM, INC. AND SUBSIDIARIES

                                                           INDEX TO FORM 10-QSB
--------------------------------------------------------------------------------




                                     PART I

                              FINANCIAL INFORMATION

Item 1.  Consolidated Financial Statements                                  2

   Balance Sheets                                                           3
   Statement of Operations                                                  4
   Statement of Stockholders Equity                                         5
   Statement of Cash Flows                                                  6
   Notes to Consolidated Financial Statements                             7 - 9

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

                                     PART II

                                OTHER INFORMATION

Item 1.  Legal Proceedings                                                 14

Item 2.  Changes in Securities                                             14

Item 5.  Other Information                                                 15

Item 6.  Exhibits and Reports on Form 8-K                                  15

Signatures                                                                 16


<PAGE>






                     EAUTOCLAIMS.COM, INC. AND SUBSIDIARIES


                                     PART I

                              FINANCIAL INFORMATION


ITEM 1.        FINANCIAL STATEMENTS.

          The consolidated  financial  statements of  eAutoclaims.com,  Inc. and
Subsidiaries (collectively the "Company") included herein were prepared, without
audit,  pursuant  to  rules  and  regulations  of the  Securities  and  Exchange
Commission. Because certain information and notes normally included in financial
statements prepared in accordance with generally accepted accounting  principles
were  condensed  or  omitted  pursuant  to such  rules  and  regulations,  these
financial statements should be read in conjunction with the financial statements
and notes thereto included in the audited financial statements of the Company as
included in the Company's Form 10-KSB for the year ended July 31, 2000.

                                       2
<PAGE>

<TABLE>
<CAPTION>


                                                                                     EAUTOCLAIMS.COM, INC. AND SUBSIDIARIES

                                                                                                CONSOLIDATED BALANCE SHEETS
-----------------------------------------------------------------------------------------------------------------------------

                                                                                             January 31,            July 31,
                                                                                                2001                  2000
-----------------------------------------------------------------------------------------------------------------------------
ASSETS                                                                                       (Unaudited)
<S>                                                                                  <C>                      <C>
Current Assets:
  Cash and cash equivalents                                                                   $ 815,302            $ 239,979
  Accounts receivable, less allowance for doubtful accounts
    of $60,000 and $30,000, respectively                                                      1,180,224              578,729
  Due from related parties                                                                      138,867              182,684
  Preferred stock subscription receivable                                                       250,000                    -
  Prepaid expenses and other current assets                                                      33,503               81,686
-----------------------------------------------------------------------------------------------------------------------------
         Total current assets                                                                 2,417,896            1,083,078
Property and Equipment, net of accumulated depreciation
   of $123,485 and $55,731, respectively                                                        456,858              285,212

Goodwill, net of accumulated amortization
    of $126,569 and $7,019, respectively                                                      1,427,083            1,534,633

Other Assets                                                                                     24,402               11,661

Deferred Income Tax Asset, net of valuation
   allowance of $1,746,000 and $1,121,000, respectively                                               -                    -
-----------------------------------------------------------------------------------------------------------------------------
         Total Assets                                                                       $ 4,326,239          $ 2,914,584
=============================================================================================================================

LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities:
   Accounts payable and accrued expenses                                                    $ 2,367,586            $ 778,265
   Advances for the issuance of preferred stock                                                       -              500,000
   Common stock to be issued for acquisition                                                          -            1,200,000
   Loans payable - stockholders                                                                 177,800              218,365
-----------------------------------------------------------------------------------------------------------------------------
         Total current liabilities                                                            2,545,386            2,696,630
Loans Payable - stockholders, net of current maturities                                               -               66,635
-----------------------------------------------------------------------------------------------------------------------------
         Total liabilities                                                                    2,545,386            2,763,265
-----------------------------------------------------------------------------------------------------------------------------



Stockholders' Equity:
  Convertible  preferred stock - $.001 par value;  authorized  5,000,000 shares,
   issued and outstanding 420 and -0- shares, respectively,
   aggregate liquidation preference of $2,100,000                                                     1                    -
  Common stock - $.001 par value; authorized 50,000,000 shares, issued
   and outstanding 11,224,900  and 10,790,367 shares, respectively                               11,225               10,790
  Additional paid-in capital                                                                 10,008,848            3,216,286
  Accumulated deficit                                                                        (8,239,221)          (3,075,757)
-----------------------------------------------------------------------------------------------------------------------------
         Stockholders' equity                                                                 1,780,853              151,319
-----------------------------------------------------------------------------------------------------------------------------
         Total Liabilities and Stockholders' Equity                                         $ 4,326,239          $ 2,914,584
=============================================================================================================================
</TABLE>

See Notes to Consolidated Financial Statements

                                       3
<PAGE>

<TABLE>
<CAPTION>

                                                                  EAUTOCLAIMS.COM, INC. AND SUBSIDIARIES

                                                                   CONSOLIDATED STATEMENTS OF OPERATIONS
--------------------------------------------------------------------------------------------------------
                                                                                           Period from
                                                   Three-month period Six-month period  December 7, 1999
                                                          ended            ended         (inception) to
                                                   January 31, 2001  January 31, 2001   January 31, 2000
--------------------------------------------------------------------------------------------------------
                                                       (Unaudited)      (Unaudited)          (Unaudited)
<S>                                               <C>                 <C>                  <C>
Revenue:
  Collision repairs management                        $ 4,071,128       $ 5,383,024            $ 50,586
  Glass repairs                                           426,106           969,788                   -
  Fleet repairs management                                293,741           528,665             134,203
  Other repairs and fees                                  143,881           272,646               3,161
---------------------------------------------------------------------------------------------------------
Total revenue                                           4,934,856         7,154,123             187,950
---------------------------------------------------------------------------------------------------------

Expenses:
  Claims processing charges                             4,087,769         5,857,511             159,848
  Selling, general and administrative                   1,387,204         2,735,700              81,297
  Depreciation and amortization                            96,222           187,304                   -
---------------------------------------------------------------------------------------------------------
Total expenses                                          5,571,195         8,780,515             241,145
---------------------------------------------------------------------------------------------------------
Net loss                                               $ (636,339)      $(1,626,392)          $ (53,195)
=========================================================================================================

Loss per common share - basic and diluted                 $ (0.21)          $ (0.46)            $ (0.01)
=========================================================================================================
Weighted-average number of common
 shares outstanding - basic and diluted                11,193,181        11,163,128           6,093,750
=========================================================================================================
</TABLE>

See Notes to Consolidated Financial Statements

                                       4
<PAGE>

<TABLE>
<CAPTION>

                                                                                             EAUTOCLAIMS.COM, INC. AND SUBSIDIARIES

                                                                                    CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
------------------------------------------------------------------------------------------------------------------------------------
     Six-month period ended January 31, 2001 (unaudited)
                                                                                             Additional
                                              Preferred Stock             Common Stock        Paid-in     Accumulated  Stockholders'
                                            Shares       Amount        Shares       Amount    Capital       Deficit       Equity
------------------------------------------------------------------------------------------------------------------------------------
<S>                                          <C>       <C>        <C>             <C>        <C>          <C>           <C>
Balance at July 31, 2000                         -            -    10,790,367        10,790    3,216,286    (3,075,757)     151,319
(unaudited)
     Shares of common stock issued
      in acquisitions                            -            -       322,372           322    1,211,678             -    1,212,000
     Issuance of common stock for services       -            -       112,161           113      239,967             -      240,080
     Issuance of preferred stock               420          $ 1             -             -    1,849,943             -    1,849,944
     Recognition of beneficial conversion
      feature of convertible preferred stock     -            -             -             -    1,715,198    (1,715,198)           -
     Proceeds from stock options                 -            -             -             -          740             -          740
      Accrued dividend on preferred stock        -            -             -             -            -       (46,838)     (46,838)
     Fair value of warrants issued in
      connection with the preferred stock        -            -             -             -    1,775,036    (1,775,036)           -
     Net loss                                    -            -             -             -            -    (1,626,392)  (1,626,392)
------------------------------------------------------------------------------------------------------------------------------------
Balance at January 31, 2001 (unaudited)        420          $ 1    11,224,900      $ 11,225  $10,008,848   $(8,239,221)  $1,780,853
====================================================================================================================================
</TABLE>

See Notes to Consolidated Financial Statements

                                       5
<PAGE>

<TABLE>
<CAPTION>
                                                                                    EAUTOCLAIMS.COM, INC. AND SUBSIDIARIES

                                                                                     CONSOLIDATED STATEMENTS OF CASH FLOWS
----------------------------------------------------------------------------------------------------------------------------
                                                                                                              Period from
                                                                                          Six-month period  December 7, 1999
                                                                                               ended         (inception) to
                                                                                          January 31, 2001   January 31, 2000
----------------------------------------------------------------------------------------------------------------------------
                                                                                            (Unaudited)       (Unaudited)


<S>                                                                                      <C>                 <C>
Cash flows from operating activities:
  Net loss                                                                                 $ (1,626,392)       $    (53,195)
  Adjustments to reconcile net loss to net cash used in operating activities:
    Depreciation and amortization                                                               187,304                   -
    Common stock issued for services                                                            212,293                   -
    Allowance for doubtful accounts                                                              30,000                   -
    Changes in operating assets and liabilities:
      Increase in accounts receivable                                                          (631,495)           (186,144)
      Decrease (increase) in due from related parties                                            43,817             (80,849)
      Decrease in prepaid expenses and other current assets                                      48,183                   -
      Increase in other assets                                                                  (12,741)                  -
      Increase in accounts payable and accrued expenses                                       1,570,270             213,750
----------------------------------------------------------------------------------------------------------------------------
            Net cash used in operating activities                                              (178,761)           (106,438)
----------------------------------------------------------------------------------------------------------------------------

Cash flows from investing activities:
  Purchases of property and equipment                                                          (239,400)           (102,021)
----------------------------------------------------------------------------------------------------------------------------

Cash flows from financing activities:
  Proceeds from stock options                                                                       740                   -
  Net proceeds from issuance of preferred stock                                               1,099,944
  Net proceeds from issuance of common stock                                                                        450,000
  Principal payments on stockholder loans                                                      (107,200)                  -
----------------------------------------------------------------------------------------------------------------------------
            Cash provided by financing activities                                               993,484             450,000
----------------------------------------------------------------------------------------------------------------------------
Net increase in cash and cash equivalents                                                       575,323             241,541

Cash and cash equivalents at beginning of period                                                239,979                   -
----------------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents at end of period                                                 $    815,302         $   241,541
============================================================================================================================


Supplemental disclosure of cash flow information:

  Cash paid during the period for interest                                                  $     9,236         $         -
============================================================================================================================


Supplemental disclosure of noncash investing and financing activities:

  Receivable in connection with preferred stock                                             $   250,000          $        -
============================================================================================================================
  Contribution of fixed assets for common stock                                             $         -          $   68,930
============================================================================================================================
</TABLE>

See Notes to Consolidated Financial Statements

                                       6
<PAGE>

                                          EAUTOCLAIMS.COM, INC. AND SUBSIDIARIES

                                       NOTESTO CONSOLIDATED FINANCIAL STATEMENTS
--------------------------------------------------------------------------------

Note 1 - Basis of presentation
------------------------------

The accompanying  consolidated  financial  statements  reflect the operations of
eAutoclaims.com  and its  wholly  owned  Subsidiaries  for the  three-month  and
six-month  periods  ended  January 31, 2001 and for the period from  December 7,
1999 (inception) to January 31, 2000.  eAutoclaims.com,  Inc. and Transformation
Processing,  Inc.  completed  a  reverse  merger on May 25,  2000.  Prior to the
reverse  merger,  Transformation  Processing,  Inc. had ceased  operations.  The
Company began operations on December 7, 1999.

The  accompanying   unaudited  consolidated  financial  statements  contain  all
adjustments (consisting only of those of a normal recurring nature) necessary to
present fairly the financial  position of the Company as of January 31, 2001 and
its results of operations and its cash flows for the  three-month  and six-month
periods  ended  January  31,  2001 and for the  period  from  December  7,  1999
(inception) to January 31, 2000.  Results of operations for the  three-month and
six-month  periods ended January 31, 2001 are not necessarily  indicative of the
results that may be expected for the year ending July 31, 2001.

Note 2 - Per share calculations
-------------------------------

Basic loss per share is  computed  as net loss  divided by the  weighted-average
number of common  shares  outstanding  for the  period.  Diluted  loss per share
reflects the potential  dilution  that could occur from common  shares  issuable
through  stock-based  compensation  including  stock options,  restricted  stock
awards,  warrants and convertible  securities.  Potential common shares have not
been included in diluted loss per share since the effect would be anti-dilutive.
The calculation of basic and diluted loss per common share is as follows:

<TABLE>
<CAPTION>

                                                                                           Period from
                                                   Three-month period Six-month period  December 7, 1999
                                                          ended            ended         (inception) to
                                                   January 31, 2001  January 31, 2001   January 31, 2000
                                                   -----------------------------------------------------
<S>                                                <C>               <C>                <C>
Net loss                                               $   (636,339)    $ (1,626,392)       $  (53,195)

Less: Preferred stock dividends                             (30,685)         (46,838)                -
         Deduction related to Series A convertible
           preferred stock                               (1,713,908)      (3,490,234)                -
                                                      --------------    -------------    --------------

Net loss applicable to common stock                    $ (2,380,932)    $ (5,163,464)        $ (53,195)
                                                      ==============    =============    ==============

Basic and diluted:

Weighted average number of
 common shares outstanding                               11,193,181       11,163,128          6,093,750
                                                      ==============    =============    ===============

Basic and diluted loss per common share                $      (0.21)    $      (0.46)        $    (0.01)
                                                      ==============    =============    ===============
</TABLE>


                                       7
<PAGE>
                                          EAUTOCLAIMS.COM, INC. AND SUBSIDIARIES

                                       NOTESTO CONSOLIDATED FINANCIAL STATEMENTS
--------------------------------------------------------------------------------

Note 3 - Equity Transactions
----------------------------

As of July 31, 2000,  the Company had not issued any shares of  preferred  stock
but had received  $500,000 in cash toward shares of preferred stock.  During the
six-month  period  ended  January 31,  2001,  the  Company  issued 420 shares of
preferred  stock and received an  additional  $1,099,944 in cash that was net of
$250,056 of offering costs and $250,000 which was received in February 2001.

In connection  with the issuance of  convertible  preferred  stock,  the Company
issued  warrants to purchase  818,165  shares of common stock.  The warrants are
exercisable at prices ranging from $1.4625 to $4.50 per share,  are  exercisable
upon  issuance,  and  expire  in  five  years.  The  fair  value  of  $1,775,036
attributable  to the  warrants has been  treated as a cost  associated  with the
issuance  of the  convertible  preferred  stock,  and has  been  recorded  as an
increase to  accumulated  deficit and an increase in the net loss  available  to
common shareholders.

On the  date of  issuance  of the  convertible  preferred  stock,  a  beneficial
conversion feature of the convertible stock existed represented by the intrinsic
value of that feature.  That amount is calculated as the difference  between the
conversion price and the fair value of the common stock into which the preferred
stock is  convertible,  multiplied  by the  number  of  shares  into  which  the
preferred stock is convertible.  This amount has been recorded as an increase to
accumulated  deficit  and an  increase  in the  net  loss  available  to  common
shareholders.  The aggregate  amount  attributable to the beneficial  conversion
feature is $1,715,198.

During the  six-month  period ended January 31, 2001,  the company  issued 2,372
shares of restricted  common stock on the acquisition of  SalvageConnection.com,
Inc.  These  shares were valued at the fair market value at the date of issuance
that totaled $12,000.

During the  six-month  period ended January 31, 2001,  the Company  entered into
agreements  with three  consultants  to provide  services to the Company.  These
consultants  will receive cash and 86,136 shares of the  Company's  common stock
for these  services.  The Company  will record a charge to  operations  when the
services  are  performed  based on the fair market value of the shares of common
stock on the date in which the  services  are  performed.  During the  six-month
period ended January 31, 2001,  approximately $142,073 was charged to operations
as a result of these agreements.  At January 31, 2001, 68,621 common shares have
been earned.

During the six-month  period ended January 31, 2001, the Company agreed to issue
50,000 shares of common stock in exchange for $100,000 of legal services.  As of
January 31, 2001,  $76,620 in legal  services had been invoiced (of which 18,900
had been treated as a cost of issuance of the preferred stock) and 38,310 common
shares have been earned.

During the six-month  period ended January 31, 2001,  the Company issued options
to employees to purchase  781,050 shares of common stock. The exercise prices of
the options are equal to or greater than the fair market value of the  Company's
common stock on the date of each grant.

During  January  2001,  the  Company  issued  5,230  shares of  common  stock to
directors  in  exchange  for their  services.  The  Company  charged  operations
$12,500, which was equal to the fair market value of the shares when earned.

                                       8
<PAGE>
                                          EAUTOCLAIMS.COM, INC. AND SUBSIDIARIES

                                       NOTESTO CONSOLIDATED FINANCIAL STATEMENTS
--------------------------------------------------------------------------------

Note 4 - Acquisitions
---------------------

On  August  1,  2000,   the  Company   acquired   the   outstanding   shares  of
SalvageConnection.com,  Inc.  for the  issuance  of 2,372  shares of  restricted
common  stock.  These shares were valued at the fair market value at the date of
issuance  that  totaled  $12,000.  SalvageConnection.com  is  an  Internet-based
procurement   network  for  recycled  and   remanufactured   automobile   parts.
SalvageConnection.com  was  incorporated  in  December  1999 had no  significant
assets  and  liabilities  and  has  not had  any  substantial  operations  since
incorporation.  The  acquisition  has been  accounted for as a purchase with the
entire consideration recorded as goodwill, to be amortized over 7 years.

Note 5 - Additional information
-------------------------------

The Company's  records and the records of its transfer agent differ with respect
to the number of outstanding shares of the Company's common stock.  According to
the  transfer  agent,  the  number  of shares of  common  stock  outstanding  is
approximately  31,500  shares  greater  than  the  11,224,900  indicated  by the
Company's  records.  The Company believes that its records are correct and is in
the  process of  resolving  this  difference.  The number of shares  outstanding
reflected in the Company's  financial  statements do not include these shares or
any adjustment that might be necessary to resolve this difference.


                                       9
<PAGE>

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

The  statements  contained  in this Report on Form  10-QSB,  that are not purely
historical, are forward-looking information and statements within the meaning of
Section 27A of the  Securities  Act of 1933 and  Section  21E of the  Securities
Exchange Act of 1934.  These  include  statements  regarding  our  expectations,
intentions,   or  strategies   regarding  future  matters.  All  forward-looking
statements included in this document are based on information available to us on
the date hereof.  It is important to note that our actual  results  could differ
materially from those projected in such forward-looking  statements contained in
this Form 10-QSB. The forward-looking  statements  contained herein are based on
current expectations that involve numerous risks and uncertainties.  Assumptions
relating to the foregoing involve judgments  regarding,  among other things, our
ability to secure  financing  or  investment  for capital  expenditures,  future
economic and competitive market conditions,  and future business decisions.  All
these  matters are difficult or  impossible  to predict  accurately  and many of
which may be beyond our control.  Although  the we believe that the  assumptions
underlying our forward-looking statements are reasonable, any of the assumptions
could  be  inaccurate  and,  therefore,  there  can  be no  assurance  that  the
forward-looking  statements  included  in this  form  10-QSB  will  prove  to be
accurate.


GENERAL

eAutoclaims.com,  Inc.  ("eAutoclaims.com",  the  "Company"  or  "we")  provides
Internet based vehicle  collision claims  administration  services for insurance
companies and self-insured  automobile fleet management companies.  On behalf of
our  customers,  we administer  the vehicle repair process from the reporting of
the accident through the repair of damage.  We monitor and audit all repair work
to help assure that high  quality  repair work is  performed  at the  negotiated
price.  eAutoclaims.com  has established a nationwide  network of  approximately
2,200 automotive repair shops and 4,100 glass shops. We derive our revenues from
administrative  fees paid by our customers  and by sharing in discounts  that we
obtain  on  behalf of our  customers  from  parts  and  service  providers  when
processing collision work through our system.

Our  business  model is  similar  to that of  health  maintenance  organizations
("HMO's") and preferred provider organizations  ("PPO's").  HMO's and PPO's seek
to control  the cost of medical  services by  bringing  the various  health care
providers,  such as doctors and  hospitals,  together in a single  organization,
thereby  exerting control over the costs of services paid for by the HMO or PPO.
eAutoclaims.com administers the vehicle repair process from the reporting of the
accident through the satisfactory repair of damage. We coordinate the activities
of the  insurance  company,  its insured,  and the various  parties  involved in
evaluating a repair,  negotiating the cost of parts and services, and performing
necessary  repair  services.  We monitor  the  performance  of parts and service
providers  to help assure that the  expectations  of the  insurance  company for
quality,   timeliness   and  cost  are  being  met.  As  HMO's  and  PPO's  have
relationships  with  many  providers,  we have  established  relationships  with
approximately  2,200 body shops and over 4,100 glass shops throughout the United
States.  Because of these  relationships,  we are typically able to obtain lower
cost parts and  services for our  customers  and increase the volume of work for
repair shops that are part of our preferred provider network.


RESULTS OF OPERATIONS

The accompanying  consolidated  financial  statements  reflect the operations of
eAutoclaims.com  and its  wholly  owned  Subsidiaries  for the  three-month  and
six-month   periods   ended   January  31,  2001.   eAutoclaims.com,   Inc.  and
Transformation  Processing,  Inc.  completed a reverse  merger on May 25,  2000.
Prior  to  the  reverse  merger,  Transformation  Processing,  Inc.  had  ceased
operations.  Since the Company began  operations on December 7, 1999,  and there

                                       10
<PAGE>

were no material  operations  during the prior  three-month and six-month period
ended  January  31, 2000  operating  results  are not  meaningful  and have been
excluded from these discussions.

FOR THE THREE-MONTH PERIOD ENDED JANUARY 31, 2001

REVENUE

Total Revenue for the three-month  period ended January 31, 2001 was $4,934,856,
which  consists of  $4,071,128  in collision  repairs  management  for insurance
companies,  $426,106 in glass repairs, $293,741 in fleet repairs management, and
$143,881 in other repairs and fees.  Revenues  increased from  $2,219,267 in the
three-month  period ended  October 31, 2000 to  $4,934,856  for the  three-month
period ended January 31, 2001, an increase of $2,715,589 or 122%.  This increase
is primarily the result of growth in revenues  attributed to our core  collision
repairs management  business which increased from $1,311,896 for the three-month
period ended October 31, 2000 to  $4,071,128  for the  three-month  period ended
January 31, 2001.  During these periods collision  repairs  management  revenues
increased  $2,759,232 or 210%.  During the three-month  period ended January 31,
2001,  we  derived  65% of our  revenues  from  one  customer.  The loss of this
customer or a  significant  reduction  in the amount of business it does with us
would substantially reduce our revenues and adversely affect our operations.  We
have signed a letter of intent with an  insurance  company that is ranked in the
top 25 insurance  companies in revenue in the United States. If finalized,  this
customer is expected to process claims that will meet or exceed revenues for our
current  largest   customer  and  thereby   significantly   reduce  our  revenue
concentrations with our existing largest customer.

EXPENSES

Claims processing charges for the three-month period ended January 31, 2001 were
$4,087,769,  or 83% of revenues  which  increased 3% from 80% of revenues in the
three-month  period ended  October 31, 2000.  This  increase is caused by volume
discounts  extended  to our largest  customers  that  caused  claims  processing
charges as a percentage of collision repairs management  revenues to increase in
the period ended January 31, 2001. Claims  processing  charges include the costs
of  collision  repairs  paid by  eAutoclaims.com  to its  collision  repair shop
network. We expect margins on claims repairs to remain low in the near future as
we use favorable  pricing as a means to obtain increased market share.  However,
we expect our  margins as a whole to  increase by  supplementing  our  collision
repairs management  revenues with new complimentary  higher margin product lines
such as the sale of estimating software to independent  adjustors and appraisers
and click fees associated with uploading information from our network.

We are  dependent  upon our third party  collision  repair  shops for  insurance
claims repairs.  eAutoclaims.com,  Inc. currently includes over 2,200 affiliated
repair and 4,100 auto glass  vendors  facilities  in its network  for  insurance
claims repairs. We electronically and manually audit individual claims processes
to their  completion  using  remote  digital  photographs  transmitted  over the
Internet. However, if the quality of service provided by a collision repair shop
falls below a satisfactory standard leading to poor customer service, this could
have a harmful effect on our business.  We control our service  requirements  by
continually  monitoring  customer service levels and providing staff inspections
of our network  shops and, if required,  establish  similar  relationships  with
other collision repair shops.

Selling,  general and  administrative  expenses for the three-month period ended
January  31,  2001 were  $1,387,204,  or 28% of  revenue.  Selling,  general and
administrative expenses have decreased substantially as a percentage of revenues
when compared to the three-month period ended October 31, 2000. Selling, general
and  administrative  expenses for the three-month  period ended October 31, 2000
were $1,348,496 or 61% of revenues. Selling, general and administrative expenses
consisted of salaries and other personnel related expenses,  facilities  related
expenses,  legal and other  professional  fees,  advertising  costs,  and travel
expenses.  This  decrease as a percentage  of revenues from the first quarter to
the  second  quarter  is a  result  of  economies  of  scale  realized  from our

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established  infrastructure.  Total non-cash charges for the three-month  period
ended  January  31,  2001 that  included  selling,  general  and  administrative
expenses and  depreciation  and  amortization  were $243,228.  Non-cash  charges
included  $147,006 in charges incurred  pertaining to consulting  agreements for
investor relations  services,  legal, and professional  consultants.  During the
three-month  period ended January 31, 2001 we incurred  payroll related expenses
of $936,971.

Depreciation  and  amortization  was $96,222 for the  three-month  period  ended
January 31, 2001. Depreciation of fixed assets represented $36,446. Amortization
expense of $59,776  reflects the  amortization  of goodwill  associated with our
Premier Express Acquisition.

In the event  that we  continue  to acquire  other  companies,  amortization  of
goodwill  will  continue to have an impact on our results of  operations  in the
future. Based on our previous acquisitions, future amortization of goodwill will
reduce net income  from  operations  by  approximately  $55,000 in each  quarter
through 2007.

Interest  expense  that is  included  in  selling,  general  and  administrative
expenses,  net of interest income was  approximately  $4,000 for the three-month
period ended January 31, 2001. Interest expense related primarily to interest on
shareholder loans and capital leases and interest income resulted primarily form
interest earned on our cash reserves.

NET LOSS

We recorded a net loss of $636,339 for the three-month  period ended January 31,
2001.  We reduced our net loss by $353,714 or 36% from the period ended  October
31, 2000. In addition our net loss as percentage of revenues  decreased from 45%
in the  three-month  period  ended  October 31,  2000 to 13% in the  three-month
period ended January 31, 2001. This decrease is the result of marginal increases
in selling,  general and administrative  expenses and substantial revenue growth
from our collision  repairs  management  business during the three-month  period
ended January 31, 2001. Net loss before non-cash charges incurred  pertaining to
consulting  agreements for investor relations services,  legal, and professional
consultants and depreciation and amortization was $393,111 or 8% of revenues for
the  three-month  period ended  January 31, 2001.  Management  is  continuing to
develop its  infrastructure  to support its rapid growth and we believe that our
business operations will benefit in the long-term by supporting higher levels of
claims processing charges leading to increased revenues.  It is expected that we
will  break-even  between the fourth  quarter of this fiscal year and the second
quarter of fiscal year 2002,  however  there are no  assurances  that we will be
able to meet this objective or obtain future profitability.

FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2001

REVENUE

Total  Revenue for the six-month  period ended January 31, 2001 was  $7,154,123,
which  consists of  $5,383,024  in collision  repairs  management  for insurance
companies,  $969,788 in glass repairs, $528,665 in fleet repairs management, and
$272,646 in other repairs and fees.  Revenues for the  three-month  period ended
January 31, 2001  represented  69% of revenues  in the  six-month  period  ended
January 31, 2001. During the six-month period ended January 31, 2001, we derived
54%  of our  revenues  from  one  customer.  The  loss  of  this  customer  or a
significant  reduction  in  the  amount  of  business  it  does  with  us  would
substantially  reduce our revenues and adversely affect our operations.  We have
signed a letter of intent with an insurance company that is ranked in the top 25
insurance companies in revenue in the United States. If finalized, this customer
is expected to process claims that will meet or exceed  revenues for our current
largest  customer and thereby  significantly  reduce our revenue  concentrations
with our existing largest customer.

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EXPENSES

Claims  processing  charges for the six-month period ended January 31, 2001 were
$5,857,511,  or 82% of revenues.  Of this  percentage,  claims  management costs
represented  64%,  while glass and other costs  represented  18% of total claims
processing  charges during this period.  Claims  processing  charges include the
costs of collision repairs paid by  eAutoclaims.com to its collision repair shop
network. We expect margins on claims repairs to remain low in the near future as
we use favorable  pricing as a means to obtain increased market share.  However,
we expect our  margins as a whole to  increase by  supplementing  our  collision
repairs management  revenues with new complimentary  higher margin product lines
such as the sale of estimating software to independent  adjustors and appraisers
and click fees associated with uploading information from our network.

We are  dependent  upon our third party  collision  repair  shops for  insurance
claims repairs.  eAutoclaims.com,  Inc. currently includes over 2,200 affiliated
repair and 4,100 auto glass  vendors  facilities  in its network  for  insurance
claims repairs. We electronically and manually audit individual claims processes
to their  completion  using  remote  digital  photographs  transmitted  over the
Internet. However, if the quality of service provided by a collision repair shop
falls below a satisfactory standard leading to poor customer service, this could
have a harmful effect on our business.  We control our service  requirements  by
continually  monitoring  customer service levels and providing staff inspections
of our network  shops and, if required,  establish  similar  relationships  with
other collision repair shops.

Selling,  general and  administrative  expenses for the  six-month  period ended
January 31, 2001 were $2,735,700 or 38% of revenue.  Total non-cash  charges for
the six-month period ended January 31, 2001 that included  selling,  general and
administrative   expenses  and  depreciation  and  amortization  were  $399,597.
Non-cash charges included $212,293 in charges incurred  pertaining to consulting
agreements for investor relations services, legal, and professional consultants.
During the six-month  period ended January 31, 2001 we incurred  payroll related
expenses of $1,573,979.

Depreciation  and  amortization  was  $187,304  for the  six-month  period ended
January 31, 2001. Depreciation of fixed assets represented $67,754. Amortization
expense of $119,550  reflects the  amortization of goodwill  associated with our
Premier Express Acquisition.

In the event  that we  continue  to acquire  other  companies,  amortization  of
goodwill  will  continue to have an impact on our results of  operations  in the
future. Based on our previous acquisitions, future amortization of goodwill will
reduce net income  from  operations  by  approximately  $55,000 in each  quarter
through 2007.

Interest  expense  that is  included  in  selling,  general  and  administrative
expenses,  net of interest  income was  approximately  $5,000 for the  six-month
period ended January 31, 2001. Interest expense related primarily to interest on
shareholder loans and capital leases and interest income resulted primarily form
interest earned on our cash reserves.

NET LOSS

Net loss for the six-month  period ended January 31, 2001 was  $1,626,392 or 23%
of revenues.  Net loss before non-cash charges incurred pertaining to consulting
agreements for investor relations services,  legal, and professional consultants
and  depreciation  and  amortization  was  $1,226,795 or 17% of revenues for the
six-month  period ended January 31, 2001. We expect our year-to-date net loss to
narrow as the company  experiences higher revenues that will increasingly absorb
our fixed costs associated with our established infrastructure.

                                       13
<PAGE>

Liquidity and Capital Resources

At January 31, 2001, we had cash and cash  equivalents of $815,302 and a working
capital deficiency of $127,490. The primary source of our working capital during
the six-month  period ended January 31, 2001, was from the sale of our preferred
stock to Thomson Kernaghan.

eAutoclaims.com's operations generated negative cash flow of $178,761 during the
six-month  period ended January 31, 2001, and  management  expects a significant
use of cash  during  the  upcoming  fiscal  quarter  as it funds  its  operating
businesses.  There is no assurance we will  continue to sustain our growth.  Our
business  has grown  significantly  since our  inception.  We  believe  that our
current cash resources,  access to capital and cash flow from operations will be
sufficient to sustain our operations for at least 12 months.  This estimate is a
forward-looking statement that involves risks and uncertainties. The actual time
period  may differ  materially  from that  indicated  as a result of a number of
factors so that we cannot assure that our cash  resources will be sufficient for
anticipated   or   unanticipated   working   capital  and  capital   expenditure
requirements  for this period.  In order to sustain our growth,  we will require
substantial  additional  capital.  If we  raise  additional  funds  through  the
issuance of our  securities,  these  securities may have rights,  preferences or
privileges  senior  to those  of our  Common  Stock,  and our  stockholders  may
experience additional dilution to their equity ownership.

As of July 31,  2000,  we had not issued any shares of  preferred  stock but had
received  $500,000 in cash toward the  purchase  of shares of  preferred  stock.
During the  six-month  period ended  January 31, 2001, we received an additional
$1,099,944  in cash that was net of $250,056  of  offering  costs and issued 420
shares of  preferred  stock for  total  gross  cash  received  of  approximately
$1,850,000.  Subsequent to January 31, 2001, the Company received  $250,000 from
the issuance of the January 26, 2001 preferred  stock.  We have an obligation to
register these shares of Common Stock  underlying the Preferred Stock to provide
these investors  future  liquidity of their  investment.  In connection with the
issuance of the preferred stock, we also issued,  to purchasers of the preferred
stock,  warrants to purchase 818,165 shares of Common Stock.  These warrants are
immediately  exercisable  at prices  ranging from $1.4625 to $4.50 per share and
expire five years from the date of issue.

We will need capital to implement our business objectives. We cannot provide any
assurance  that we  will  be  successful  in  raising  such  capital,  and  such
undertakings are difficult to complete.  Although  management is optimistic that
we will be successful in obtaining future financing,  there is no assurance that
such  financing  will be available to meet our needs.  We have been advised that
the  purchasers do not intend to acquire any  additional  shares of our Series A
Preferred Stock.

Our  principle  commitments  at January  31, 2001  consist of monthly  operating
rental payments, compensation of employees and accounts and notes payable.

Inflation

We believe that the impact of inflation  and changing  prices on our  operations
since the commencement of our operations has been negligible.

Seasonality

eAutoclaims.com does not deem its revenues to be seasonal.

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PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

The  Company is subject to a number of  lawsuits  and claims  arising out of the
conduct of its business.  Management  believes  that the probable  resolution of
such matters  will not  materially  affect the  financial  position,  results of
operations or cash flows of the Company.

In July 2000, EAUTO, LLC, a Texas entity, asserted that the Company's use of its
EAUTOCLAIMS.COM mark and website violated its federally registered EAUTO service
mark.  The Company  denied  this  assertion  on the  grounds  that the marks are
different,  the services offered by the Company are different than those offered
by EAUTO, Inc. and there is no likelihood of confusion among relevant consumers.
When EAUTO,  Inc. refused to withdraw its assertions of trademark  infringement,
the Company filed a lawsuit styled EAUTOCLAIMS.COM,  Inc. v. EAUTO, L.L.C., Case
No. 8:00CV-1855-T-26, in the United States District Court of the Middle District
of Florida, Tampa Division seeking a judicial declaration that the Company's use
of its  EAUTOCLAIMS.COM  mark and website are lawful.  On October 25, 2000,  our
attorneys   received  EAuto  LLC's  motion  to  dismiss  for  lack  of  personal
jurisdiction  and improper venue or alternatively a motion to transfer venue and
memorandum  or law in support of such motions.  We objected to such motions.  On
January,  2001 eAuto,  LLC announced it was ceasing  operations and disposing of
its assets,  including its trademarks and domain names. eAuto, LLC's counsel has
filed a motion to withdraw  from the case.  It is  uncertain  what effect  these
recent events will have on the ultimate outcome of this litigation.

On or about  October  23,  2000,  we  received  a demand  letter  from a website
developer for $135,000 alleging breach of contract. Our management believes that
we are entitled to a refund of $15,000.  It is too early to predict the ultimate
outcome of this  dispute.  On December 6, 2000,  we were served with a complaint
for  breech  of  contract  in  the  Pinellas   County  Circuit  Court  Case  No.
00-8376-C1-5 alleging we owe $135,000 to Offshore Websites, Inc.

We believe  that  there are no other  claims or  actions  pending or  threatened
against us, the  ultimate  disposition  of which  would have a material  adverse
effect on us.


ITEM 2. CHANGE IN SECURITIES AND USE OF PROCEEDS.

As of July 31,  2000,  we had not issued any shares of  preferred  stock but had
received  $500,000 in cash toward the  purchase  of shares of  preferred  stock.
During the  six-month  period ended  January 31, 2001, we received an additional
$1,099,944  in cash that was net of $250,056  of  offering  costs and issued 420
shares of preferred stock for total gross cash received  $1,850,000.  Subsequent
to January 31,  2001,  the Company  received  $250,000  from the issuance of the
January 26, 2001 preferred stock. We have an obligation to register these shares
of Common Stock underlying the Preferred Stock to provide these investors future
liquidity of their investment.  In connection with the issuance of the preferred
stock,  we also  issued,  to  purchasers  of the  preferred  stock,  warrants to
purchase  818,165  shares  of  Common  Stock.  These  warrants  are  immediately
exercisable  at prices  ranging  from $1.4625 to $4.50 per share and expire five
years from the date of issue.

During the  six-month  period ended January 31, 2001,  the company  issued 2,372
shares of restricted  common stock on the acquisition of  SalvageConnection.com,
Inc.  These  shares were valued at the fair market value at the date of issuance
that totaled $12,000.

During the  six-month  period ended January 31, 2001,  the Company  entered into
agreements  with three  consultants  to provide  services to the Company.  These
consultants  will receive cash and 86,136 shares of the  Company's  common stock

                                       15
<PAGE>

for these  services.  The Company  will record a charge to  operations  when the
services  are  performed  based on the fair market value of the shares of common
stock at the time of performance.

During the six-month  period ended January 31, 2001, the Company agreed to issue
50,000 shares of common stock in exchange for $100,000 of legal services.  As of
January 31, 2001,  $76,620 in legal services had been invoiced and 38,310 common
shares have been earned.


ITEM 5. OTHER INFORMATION

Since the Company is an  ebusiness  application  service  provider  and Internet
community  has  established  the  uses  of the  "e" as a  symbol  for  eCommerce
providers,  the board has moved to file for a change in the Company's  operating
name to eAutoclaims.

On  November  20,  2000,  George  Chajes  resigned  as a member  of our Board of
Directors.

On December 1, 2000, Tony Jessop was appointed as a member and  Vice-Chairman of
our Board of  Directors  to fill the vacancy  created  with the  resignation  of
George Chajes.

On November 22, 2000 we entered into a distribution  arrangement  with Comp-Est,
Inc., which is a developer of a Windows-based  collision estimating software. We
intend to market  this  software  product to members  of our  automobile  repair
facilities network. If we purchase at least 100 software units within a 10 month
period  beginning  November 1, 2000 and purchase an average of 15 software units
thereafter,  beginning July 1, 2001 Comp-Est has agreed not to sell the software
to  our  competitors.  Assuming  compliance  with  the  above  minimum  purchase
requirements,  this  agreement  has a  10-year  term.  We agree not to sell this
software package to Comp-Est's  current customers and Comp-Est has agreed not to
sell renewals to our customers.  We anticipate generating a monthly subscription
fee of $200 per month from each participating  repair facility.  We believe that
the addition of this software product will increase our revenues and improve the
quality of our services.

In December  2000,  we issued stock  options to purchase  100,000  shares of our
common stock to our board members. These options were issued at the market price
on the date of granting  and have an exercise  price  between $.90 and $1.31 per
share. They vest immediately and are exercisable for a period of five years.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

None

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SIGNATURES


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.



Date:   May 9, 2001     By:      /s/ Eric Seidel
                                 -----------------------------------------------
                                 Eric Seidel, Chief Executive Officer


                        By:      /s/ Scott Moore
                                 -----------------------------------------------
                                 Scott Moore, Chief Financial Officer


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