FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

(Mark One)

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

For the quarterly period ended March 31, 2000

                                       OR

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

For the transition period from ________ to ___________

Commission file number: 0-22675

                               800-JR Cigar, Inc.

                       Delaware                                   52-2022117
            (State or other jurisdiction of                   (I.R.S. Employer
            incorporation or organization)                   Identification No.)

               301 Route 10 East, Whippany, New Jersey 07981, USA

                                  (973)884-9555

                                 Not applicable
(Former name, former address, and former fiscal year, if changed since last
report)

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

                                      (APPLICABLE ONLY TO CORPORATE REGISTRANTS)

         Indicate the number of shares  outstanding of each of the  registrant's
classes of common stock, as of the latest practicable date.

                                 Common Stock, $.01 par value - 11,867,085 share
as of April 14, 2000.

<PAGE>
                      800-J.R. Cigar, Inc. and Subsidiaries

                               Index to Form 10-Q

Part I - Financial Information

Item 1.  Financial Statements                                               Page
   Consolidated Statements of Income for the Three-Month Periods
     ended March 31, 2000 and 1999 (Unaudited).................................3
   Consolidated Balance Sheets as of March 31, 2000 (Unaudited) and
     December 31, 1999 (Audited)...............................................4
   Consolidated Statements of Cash Flows for the Three-Month Periods ended
     March 31, 2000 and 1999 (Unaudited).......................................5
   Notes to Consolidated Financial Statements..................................6

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


Part II - Other Information

Item 1.  Legal Proceedings....................................................12

Item 6.  Exhibits and Reports on Form 8-K.....................................12
Signatures....................................................................13

<PAGE>

                      800-J.R. Cigar, Inc. and Subsidiaries

                        Consolidated Statements of Income

                                   (Unaudited)

                            (In thousands, except share and per share amounts)
<TABLE>
<CAPTION>

                                                          Three-month period
                                                            ended March 31
                                                     ---------------------------
                                                            2000          1999
                                                     ---------------------------
<S>                                                       <C>          <C>
Net sales                                                 $70,435      $ 72,821
Cost of goods sold                                         58,293        59,994
                                                     ---------------------------
Gross profit                                               12,142        12,827

Operating expenses:
   Selling                                                 1,670         1,956
   General and administrative expenses                     6,132         6,216
   Depreciation and amortization                             656           489
                                                     ---------------------------
Income from operations                                     3,684         4,166

Other income (expense):
   Interest expense                                          (181)         (255)
   Interest income                                            254           244
   Rental income                                               40            40
   Other, net                                                  53           (71)
                                                     ---------------------------
Income before income taxes                                  3,850         4,124

Provision for income taxes                                  1,530         1,678
                                                     ---------------------------
Net income                                               $  2,320      $  2,446
                                                     ===========================
Per share data:
  Earnings per share - basic                             $    .19      $    .19
                                                     ===========================
  Earnings per share - diluted                           $    .19      $    .19
                                                     ===========================
  Weighted-average shares outstanding - basic              11,935        12,600
                                                     ===========================
  Weighted-average shares outstanding - diluted            11,952        12,600
                                                     ===========================
See accompanying notes.
</TABLE>

<PAGE>
                      800-J.R. Cigar, Inc. and Subsidiaries

                           Consolidated Balance Sheets

                                 (In thousands)

<TABLE>
<CAPTION>

                                                                               March          December
                                                                              31, 2000        31, 1999
                                                                          ---------------------------------
Assets                                                                      (Unaudited)      (Audited)
Current assets:
<S>                                                                           <C>             <C>
   Cash and cash equivalents                                                  $    8,900      $    9,107
   Marketable securities - current                                                 6,334           6,568
   Accounts receivable, net                                                        1,410           4,436
   Merchandise inventory                                                          45,252          40,043
   Prepaid expenses and other current assets                                       4,257           3,757
   Loans receivable - affiliates and other associated entities                       882             806
   Deferred tax asset                                                                 51              51
                                                                          ---------------------------------
Total current assets                                                              67,086          64,768

Property, equipment and improvements, at cost, net of accumulated
   depreciation and amortization                                                  35,106          34,241
Other assets                                                                         434             379
Marketable securities - non-current                                                  531           2,113
                                                                          ---------------------------------
                                                                                $103,157        $101,501
                                                                          =================================

Liabilities and stockholders' equity Liabilities:

  Current portion of distribution notes payable to stockholders               $    2,983      $    4,967
  Accounts payable                                                                11,882          13,919
  Accrued expenses                                                                 4,482           3,309
  Notes payable                                                                    3,000               -
                                                                          ----------------------------------
Total liabilities                                                                 22,347          22,195

Stockholders' equity:
   Common stock                                                                      128             128
   Additional paid-in capital                                                     52,795          52,795
   Retained earnings                                                              36,267          33,947
                                                                          ---------------------------------
                                                                                  89,190          86,870
   Less treasury stock, at cost                                                   (8,380)         (7,564)
                                                                          ---------------------------------
Total stockholders' equity                                                        80,810          79,306
                                                                          ---------------------------------
                                                                                $103,157        $101,501
                                                                          =================================



See accompanying notes.
</TABLE>

<PAGE>
                      800-J.R. Cigar, Inc. and Subsidiaries

                      Consolidated Statements of Cash Flows

                                   (Unaudited)

                                 (In thousands)

<TABLE>
<CAPTION>
                                                                                      Three-month period
                                                                                        ended March 31
                                                                                      2000           1999
                                                                                 ------------------------------

Cash flows from operating activities
<S>                                                                                 <C>            <C>
Net income                                                                          $   2,320      $   2,446
Adjustments to reconcile net income to net cash used in
   operating activities:
     Depreciation and amortization                                                        656            489
     Provision for uncollectible accounts                                                  23             30
     Gain on sale of marketable securities                                                  -            (25)
     Changes in operating assets and liabilities:
       Accounts receivable                                                              3,003           (500)
       Merchandise inventory                                                           (5,209)           504
       Prepaid expenses and other current assets                                         (500)           156
       Other assets                                                                       (55)             -
       Accounts payable and accrued expenses                                             (864)        (6,116)
                                                                                 ------------------------------
Net cash used in operating activities                                                    (626)        (3,016)

Cash flows from investing activities
Purchases of marketable securities                                                          -           (931)
Proceeds from sales of marketable securities                                            1,816          4,826
Purchase of property and equipment                                                     (1,521)          (529)
Loans extended to affiliates and other
  associated entities                                                                     (76)          (350)
                                                                                 ------------------------------
Net cash provided by investing activities                                                 219          3,016

Cash flows from financing activities
Purchase of treasury stock                                                               (816)        (1,844)
Proceeds from issuance of common stock                                                      -              1
Proceeds from short-term borrowings                                                     3,000          2,000
Payments on distribution notes                                                         (1,984)        (1,984)
                                                                                 ------------------------------
Net cash provided by (used in) financing activities                                       200         (1,827)
                                                                                 ------------------------------

Net decrease in cash and cash equivalents                                                (207)        (1,827)
Cash and cash equivalents at beginning of period                                        9,107         12,759
                                                                                 ------------------------------
                                                                                 ------------------------------
Cash and cash equivalents at end of period                                          $   8,900      $  10,932
                                                                                 ==============================

Supplemental disclosures of cash flow information
Interest paid                                                                       $     110      $     211
                                                                                 ==============================

Income taxes paid                                                                   $     705      $     566
                                                                                 ==============================

See accompanying notes.
</TABLE>

<PAGE>
                       800-JR Cigar, Inc. and Subsidiaries

                   Notes to Consolidated Financial Statements

                                   (Unaudited)

                             (In thousands, except per share amounts)

                                 March 31, 2000

1.  Unaudited Financial Statements

The accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting  principles for interim financial information
and with  the  instructions  to Form  10-Q and  Rule  10-01 of  Regulation  S-X.
Accordingly, they do not include all of the information and footnote disclosures
normally included in complete financial  statements  prepared in accordance with
generally  accepted  accounting  principles.  For further  information,  such as
significant  accounting policies followed by the Company,  refer to the notes to
the  Company's  audited  consolidated  financial  statements  for the year ended
December 31, 1999.

In the opinion of management,  the unaudited  financial  statements  include all
necessary  adjustments  (consisting  of normal,  recurring  accruals) for a fair
presentation of the financial position, results of operations and cash flows for
the interim  periods  presented.  The results of operations for the  three-month
periods  ended March 31, 2000 and 1999,  are not  necessarily  indicative of the
operating results to be expected for a full year.

2.  Basis of Presentation

800-JR Cigar,  Inc. ("800-JR Cigar") was incorporated in Delaware in March 1997.
In  connection  with  800-JR  Cigar's  initial  public  offering  of stock  (the
"Offering")  on June 26, 1997, the former  principals of a predecessor  group of
companies  contributed  to  800-JR  Cigar  all of the  outstanding  stock in the
entities  that  comprise the  predecessor  group of  companies,  in exchange for
9,300,000 shares of common stock of 800-JR Cigar.

All significant intercompany balances and transactions have been eliminated.

<PAGE>
                       800-JR Cigar, Inc. and Subsidiaries

                   Notes to Consolidated Financial Statements

                             (Unaudited) (continued)

                          (In thousands, except per share amounts)


3.  Computation of Basic and Diluted Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per
share:

<TABLE>
<CAPTION>

                                                                   Three-month period
                                                                     ended March 31
                                                                   2000          1999
                                                              -----------------------------

Numerator:
<S>                                                              <C>           <C>
 Net income                                                      $  2,320      $  2,446
                                                              =============================

Denominator:
 Denominator for basic earnings per share - weighted-average
  shares                                                           11,935        12,600

 Effect of dilutive securities - stock options                         17             -
                                                              -----------------------------

Denominator for diluted earnings per share - adjusted
 weighted-average shares and assumed conversion
                                                                   11,952        12,600
                                                              =============================

Basic earnings per share                                       $      .19    $      .19
                                                              =============================

Diluted earnings per share                                     $      .19    $      .19
                                                              =============================
</TABLE>

Common stock  equivalents are excluded from the calculation of diluted  earnings
per share for the three month  period ended March 31, 1999 as their effect would
be anti-dilutive.

4.  Revolving Credit Facility

The Company has a $20 million revolving Credit Facility which expires on May 31,
2000.  Borrowings  under this  facility are  unsecured  and bear interest at the
bank's  prime rate minus  1/2% or, at the option of the  Company,  1.5% over the
London  Interbank  Offered  Rate  (LIBOR).  At March 31,  2000,  $3 million  was
outstanding under this facility.

<PAGE>
                       800-JR Cigar, Inc. and Subsidiaries

                   Notes to Consolidated Financial Statements

                             (Unaudited) (continued)

                           (In thousands, except per share amounts)


5.  Stock Repurchase Plan

On August 25, 1998, the Board of Directors  approved the repurchase of up to $10
million  of the  Company's  common  stock  from time to time  subject  to market
conditions.  Purchases can be made in the open market or in privately negotiated
transactions. At March 31, 2000 and December 31, 1999, the Company had purchased
872,300 shares and 783,000 shares, respectively, at a cost of $8,380 and $7,564,
respectively.

6.  Stock Option Plans

On January 4, 2000,  the Board  approved a change in the exercise price from the
original price to the quoted market price at the close of business on January 4,
2000 ($8.75 per share) for options  outstanding at that date under the Incentive
Plan and the Directors' Plan.

On February 1, 2000, the Company issued options to purchase 79,500 shares of its
common stock under the Incentive Plan at an exercise price of $9.63 per share.

7.  Segment Reporting

The  Company has two  segments  determined  by type of  customer  and made up of
retail and wholesale  operations.  The Company's  retail  division sells cigars,
tobacco  products,  cigarettes,  fragrances and other merchandise to the general
public through direct mail order,  cigar stores, and discount outlet stores. The
Company's   wholesale   division   sells  cigars  and  cigarettes  to  wholesale
distributors through the wholesale mail order and wholesale cigarette operations
located within the Company's  discount outlet stores.  The Company operates only
throughout the United States.

The reportable  segments are each managed separately because the Company markets
these segments of the business  separately.  Although revenues of the retail and
wholesale  divisions are further monitored based upon marketing and distribution
channel, overall profitability is measured only at the retail/wholesale level.

The  Company  evaluates  performance  based on  profit or loss.  The  accounting
policies  of the  reportable  segments  are the same as those  described  in the
summary of  significant  accounting  policies.  The accounting for the assets of
each segment is the same as in consolidation.

<PAGE>
                       800-JR Cigar, Inc. and Subsidiaries

                   Notes to Consolidated Financial Statements

                             (Unaudited) (continued)

                        (In thousands, except per share amounts)


8.  Segment Reporting (continued)

The Company's  operations  by business  segment for the three months ended March
31, 2000 and 1999 are as follows:

<TABLE>
<CAPTION>

                        Three-month period ended March 31

                                                   2000                         1999
                                       ----------------------------------------------------------
                                           Retail      Wholesale        Retail      Wholesale
                                       ----------------------------------------------------------

<S>                                        <C>           <C>            <C>           <C>
Net sales                                  $34,492       $35,943        $36,338       $36,483
Segment profit                               2,695         1,327          2,841         1,730

</TABLE>
<TABLE>
<CAPTION>

                                                                      Three month period
                                                                         ended March 31
                                                                     2000             1999
                                                              ------------------------------------

Profit and loss

<S>                                                                  <C>               <C>
Total profit for reportable segments                                 $4,022            $4,571
Corporate segment loss                                                 (172)             (447)
                                                              ------------------------------------
Consolidated income before income taxes                              $3,850            $4,124
                                                              ====================================
</TABLE>

There has been no  material  change in total  assets by segment  from the amount
disclosed in the annual report on Form 10-K at December 31, 1999.

<PAGE>
Item 2.  Management's Discussion and Analysis of Financial Condition and Results
of Operation

This report contains  certain  "forward-looking  statements."  Those  statements
appear in a number of places in this report and include statements regarding the
intent,  belief or current  expectations  of the company,  its directors and its
officers with respect to, among other things: (i) trends affecting the Company's
financial  condition  or results of  operations;  (ii) the  Company's  financing
plans; (iii) the Company's  business and growth strategies;  (iv) the use of the
proceeds of the Offering by the Company;  (v) the Company's  ability to identify
and address Year 2000 issues; and (vi) the declaration and payment of dividends.
Prospective investors are cautioned that any such forward-looking statements are
not guarantees of future  performance  and involve risks and  uncertainties  and
that  actual  results  may  differ   materially  from  those  projected  in  the
forward-looking statements as a result of various factors.

General.

The  Company is one of the largest  distributors  and  retailers  of tobacco and
tobacco related  products in North America.  The Company operates in a large and
highly fragmented industry  characterized by multiple and relatively undeveloped
channels of  distribution.  With its 30-year history in the cigar industry,  the
Company has  established  itself as an important  participant in the movement of
tobacco products from  manufacturers to the customers.  Manufacturers  value the
Company's  ability  to  perform  distribution,   credit,  customer  support  and
marketing  functions,  which  would  otherwise  be  the  responsibility  of  the
manufacturer.  Customers  value  the  Company's  extensive  variety  of  tobacco
products  and rapid order  fulfillment  and benefit  from  advantageous  pricing
derived   through  the  Company's   volume  buying  as  a  direct  importer  and
distributor.

Three-month Period Ended March 31, 2000 Compared to Three-Month Period Ended
March 31, 1999

Net sales were $70.4  million and $72.8  million for the first  quarters of 2000
and 1999,  respectively,  a  decrease  of $2.4  million  or 3.3%.  Retail  sales
decreased 5.1% to $34.5 million for the first quarter of 2000 from $36.3 million
for the first quarter of 1999. The decrease in retail sales was due primarily to
a $2.0 million, or 12.1% decrease in discount outlet store operations  resulting
from  inclement   weather  in  North  Carolina  and  the  New  Jersey/New   York
metropolitan  area in the first quarter of 2000.  Wholesale sales decreased 1.5%
to $35.9  million for the first quarter of 2000 from $36.5 million over the same
period in the prior  year.  The  decrease in  wholesale  sales was due to a $1.7
million,  or 13.1% decrease in direct mail cigar sales,  partially  offset bt an
increase of $1.1 million in cigarette sales.

Gross profit was $12.1 million and $12.8 million for the first  quarters of 2000
and 1999,  respectively,  a decrease of $0.7 million or 5.3%. As a percentage of
net sales,  gross profit  decreased to 17.2% for the first  quarter of 2000 from
17.6% for the first quarter of 1999,  primarily  due to  increasing  competitive
prices on premium cigars.

<PAGE>

Selling,  general and administrative ("S, G & A") expenses were $7.8 million and
$8.2 million for the first quarters of 2000 and 1999,  respectively,  a decrease
of $0.4  million  or 4.5%.  As a  percentage  of net  sales,  S, G & A  expenses
decreased  to 11.1%  for the  first  quarter  of 2000  from  11.2% for the first
quarter of 1999  primarily  due to a decrease in  professional  fees and freight
costs.

Income from  operations was $3.7 million and $4.2 million for the first quarters
of 2000 and 1999,  respectively,  a  decrease  of $0.5  million  or 11.6%.  As a
percentage of net sales, income from operations  decreased to 5.2% for the first
quarter of 2000 from 5.7% for the first quarter of 1999.

Interest  expense was $0.2 and $0.3  million for the first  quarters of 2000 and
1999,  respectively,  a  decrease  of  $0.1  million.  Other  income,  primarily
interest,  was $0.3 million and $0.2 million for the first  quarters of 2000 and
1999,  respectively.  The  increase  in other  income  was  primarily  due to an
increase in display income.

Income  before  income  taxes was $3.8  million  and $4.1  million for the first
quarters of 2000 and 1999, respectively, a decrease of $0.3 million or 6.6%.

As a result of the foregoing,  the Company had net income of $2.3 million in the
first  quarter of 2000,  compared  to net income of $2.4  million  for the first
quarter of 1999, a decrease of $0.1 million or 5.2%.

Liquidity and Capital Resources

As of March 31, 2000, the Company had working capital of $44.7 million  compared
to $42.6 million at December 31, 1999.  Working  capital as of March 31, 2000 is
comprised  primarily of cash and cash  equivalents  of $8.9 million,  short-term
marketable  securities  of $6.3  million,  accounts  receivable of $1.4 million,
$45.3 million of inventory  and $5.2 million of other  current  assets offset by
$16.4  million  of  accounts  payable  and  accrued  expenses,  $3.0  million of
short-term   borrowings  and  $3.0  million  of  the  current   portion  of  the
distribution notes.

The Company has available a short term,  unsecured  line of credit in the amount
of $20.0  million  through May 31, 2000 with  interest at either the bank's base
rate minus 50 basis points or an increment over LIBOR, at the Company's  option.
The  Company  intends to renew such line of credit  upon its  expiration.  As of
March 31, 2000, $3.0 million was outstanding under this facility.

At March 31, 2000, the Company had outstanding  Distribution Notes in the amount
of $2.0 million which were issued to the former  principal  stockholders  of the
Company" subsidiaries prior to their acquisition by the Company on June 6, 1997.
These notes  represented  estimated  undistributed  accumulative  S  Corporation
earnings through June 26, 1997, the date of the initial public  offering.  These
notes bear interest at the rate of 7.0% per annum and are payable on a quarterly
basis until June 1, 2000. In addition, the Company has outstanding  Distribution
Notes  totaling  $1.0  million  bearing  interest  at the rate of 7.0% per annum
payable on June 1, 2000.

<PAGE>

The repurchase of up to $10.0 million of the Company's common stock was approved
by the Board of Directors subject to market conditions. During the quarter ended
March 31, 2000, the Company  repurchased 89,300 shares of its outstanding common
shares at an average  price of $9.13  raising the total  shares  repurchased  to
872,300 at an average cost of $9.61 as of March 31, 2000.

Year 2000

In prior years,  the Company  discussed  the nature and progress of its plans to
become Year 2000 ready.  During 1999, the Company  completed its remediation and
testing of systems.  As a result of those planning and  implementation  efforts,
the  Company   experienced  no  significant   disruptions  in  mission  critical
information technology and non-information technology systems and believes those
systems successfully  responded to the Year 2000 date change. The Company is not
aware of any material problems resulting from Year 2000 issues,  either with its
products,  its internal systems,  or the products and services of third parties.
The Company will continue to monitor its mission critical computer  applications
and those of its suppliers and vendors  throughout  the Year 2000 to ensure that
any latent Year 2000 matters that may arise are addressed promptly.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk
The Company does not trade in derivative  fianncial  instruments.  The company's
revolving  line of credit bears  interest at a variable  rate (prime minus 1/2%)
and,  therefore,  the Company is subject to  market-risk in the form of interest
rate fluctuations.

Part II.  Other Information

Item 1.  Legal Proceedings

The  Company  is not  presently  involved  in any legal  proceedings  which,  if
determined  adversely  to the  Company,  would  have a  material  effect  on the
Company.

Item 6.  Exhibits and Reports on Form 8-K

The Company did not file any reports on Form 8-K during the three  months  ended
March 30, 2000.

<PAGE>

                                   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.

                               800-JR Cigar, Inc.

May 9, 2000                     By:_/s/ Lewis I. Rothman______________________
                                    Lewis I. Rothman, Chairman and President



May 9, 2000                     By:_/s/ Michael E. Colleton___________________
                                    Michael E. Colleton, Chief Financial Officer