U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

(MARK ONE)

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

                      For the quarter ended March 31, 2000
                                            --------------

[ ]  TRANSITION REPORT UNDER SECTION 13 OR A5(d) OF THE SECURITIES  EXCHANGE ACT
     OF 1934 (no fee required)

                         Commission file number 0-23544
                                                -------

                         HUMAN PHEROMONE SCIENCES, INC.
                 -----------------------------------------------
                 (Name of small business issuer in its charter)

                  California                                   94-3107202
---------------------------------------------            -----------------------
(State or other jurisdiction of incorporation               (I.R.S. employee
or organization)                                           Identification No.)


      4034 Clipper Court, Fremont, California                    94538
-------------------------------------------------        -----------------------
      (Address of principal executive offices)                (Zip code)

                    Issuer's telephone number: (510) 226-6874
                                               --------------

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

                   (APPLICABLE ONLY TO CORPORATE REGISTRANTS)

         State the number of shares  outstanding of each of the issuer's classes
of common equity, as of the latest practicable date.  3,429,839 shares of Common
Stock as of May 5, 2000.


<PAGE>

                         HUMAN PHEROMONE SCIENCES, INC.
<TABLE>
                                      INDEX
<CAPTION>

                                                                                                           Page
<S>                                                                                                          <C>
PART I
FINANCIAL INFORMATION

    Item 1. Financial Statements

             Consolidated Balance Sheets as of March 31, 2000 (Unaudited)
             and December 31, 1999...........................................................................3

             Consolidated Statements of Operations and Comprehensive Loss (Unaudited) for the
             Three Months Ended March 31, 2000 and 1999..................................................... 4

             Consolidated Statements of Cash Flows (Unaudited) for the Three Months
             Ended March 31, 2000 and 1999...................................................................5

             Notes to Consolidated Financial Statements (Unaudited)..........................................6

    Item 2. Management's Discussion and Analysis

             Management's Discussion and Analysis of Financial Condition and Results of Operations...........7

PART II
OTHER INFORMATION

         Item 6. Exhibits and Reports on Form 8-K...........................................................11

SIGNATURES..................................................................................................12
</TABLE>

                                        1
<PAGE>

                                     PART I

                              FINANCIAL INFORMATION

Item 1.  Financial Statements


                                        2
<PAGE>
<TABLE>
<CAPTION>
                                               Human Pheromone Sciences, Inc.

                                                Consolidated Balance Sheets

                                                                         March 31,        December 31,
(in thousands except share data)                                           2000               1999
-----------------------------------------------------------              --------           --------
                                                                       (unaudited)
<S>                                                                      <C>                <C>
Assets

Current assets:
  Cash and cash equivalents                                              $    177           $    108
  Accounts receivable, net of allowances of $297
   and $338 in 2000 and 1999, respectively                                    931              2,050
  Inventories                                                               1,975              2,304
  Other current assets                                                         31                 36
                                                                         --------           --------
Total current assets                                                        3,114              4,498
Property and equipment, net                                                    12                 14
                                                                         --------           --------
                                                                         $  3,126           $  4,512
                                                                         ========           ========
Liabilities and Shareholders' Equity

Current liabilities:
  Bank borrowings                                                        $    200           $    900
  Accounts payable                                                            300                573
  Accrued advertising                                                         209                313
  Accrued commissions                                                          65                286
  Other accrued expenses                                                      338                374
                                                                         --------           --------
Total current liabilities                                                   1,112              2,446
                                                                         --------           --------
Commitments and Contingencies

Shareholders' equity:
  Preferred stock, issuable in series, no par value, 10,000,000
shares
    authorized, 1,433,333 Series AA convertible shares issued
    and outstanding at March 31, 2000 and December 31, 1999,
    16,484 and 14,203 Series BB convertible shares issued and
    outstanding at March 31, 2000 and December 31, 1999,
    respectively                                                            3,556              3,296
    Common stock, no par value, 13,333,333 shares authorized,
    3,429,839 shares issued and outstanding on each date                   17,667             17,667
  Accumulated deficit                                                     (19,152)           (18,847)
  Foreign currency translation                                                (57)               (50)
                                                                         --------           --------
Total shareholders' equity                                                  2,014              2,066
                                                                         --------           --------
                                                                         $  3,126           $  4,512
                                                                         ========           ========
<FN>
See accompanying notes to consolidated financial statements
</FN>
</TABLE>

                                        3
<PAGE>

<TABLE>
                              Human Pheromone Sciences, Inc.

               Consolidated Statements of Operations and Comprehensive Loss
                                        (unaudited)
<CAPTION>
                                                                   Three months ended March 31,
                                                                   ----------------------------
(in thousands except per share data)                                  2000             1999
-----------------------------------------------------------         -------           -------
<S>                                                                 <C>               <C>
Net sales ( including license fees of $252,000 and $77,000
    in 2000 and 1999, respectively.)                                $ 1,533           $ 2,239
Cost of goods sold                                                      546               779
                                                                    -------           -------
Gross profit                                                            987             1,460
                                                                    -------           -------

Operating expenses:
    Research and development                                             80                84
    Selling, general and administrative                               1,188             1,663
                                                                    -------           -------
Total operating expenses                                              1,268             1,747
                                                                    -------           -------
Loss from operations                                                   (281)             (287)
                                                                    -------           -------

Other  expense
    Interest expense                                                    (22)              (22)
    Other                                                                (2)                2
                                                                    -------           -------
Total other expense                                                     (24)              (20)
                                                                    -------           -------

Net loss available to common shareholders                              (305)             (307)

Other comprehensive loss - translation adjustment                        (7)              (37)
                                                                    -------           -------

Comprehensive loss                                                  $  (312)          $  (344)
                                                                    =======           =======

Net loss per common share-basic and diluted                         $ (0.09)          $ (0.09)
                                                                    =======           =======

Weighted average common shares outstanding                            3,430             3,430
                                                                    =======           =======
<FN>
See accompanying notes to consolidated financial statements
</FN>
</TABLE>

                                        4
<PAGE>
<TABLE>
                              Human Pheromone Sciences, Inc.

                           Consolidated Statements of Cash Flows
                                        (unaudited)

<CAPTION>

                                                                 Three months ended March 31,
                                                                 ----------------------------
(in thousands)                                                       2000             1999
----------------------------------------------------------         -------           -------
<S>                                                                <C>               <C>
Cash flows from operating activities
Net loss                                                           $  (305)          $  (307)
Adjustments to reconcile net loss
  to net cash provided by (used in) operating activities:
  Depreciation and amortization                                          4                12

  Changes in operating assets and liabilities:
    Accounts receivable                                              1,119               358
    Inventories                                                        329                41
    Other current assets                                                 5               (79)
 Accounts payable and accrued liabilities                             (634)             (380)
                                                                   -------           -------
Net cash provided by (used in) operating activities                    518              (355)

Cash flows from investing activities
  Purchase of property and equipment                                    (2)             --
                                                                   -------           -------
Net cash used in investing activities                                   (2)             --

Cash flows from financing activities
  Proceeds from bank borrowings                                        150               500
  Repayment of bank borrowings                                        (850)             (374)
  Proceeds from issuance of convertible preferred stock                260               300
                                                                   -------           -------
Net cash (used in) provided by financing activities                   (440)              426

Effect of exchange rate changes on cash                                 (7)              (37)
                                                                   -------           -------
Net increase in cash and cash equivalents                               69                34
Cash and cash equivalents at beginning of period                       108                77
                                                                   -------           -------
Cash and cash equivalents at end of period                         $   177           $   111
                                                                   =======           =======
<FN>
See accompanying notes to consolidated financial statements
</FN>
</TABLE>

                                        5
<PAGE>


                         Human Pheromone Sciences, Inc.

                   Notes to Consolidated Financial Statements
                                   (unaudited)

                                 March 31, 2000

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization and Nature of Operations

         Human Pheromone Sciences,  Inc. (the "Company") was incorporated in the
State of  California  in 1989 under the name of EROX  Corporation.  The  Company
changed the name to Human Pheromone  Sciences,  Inc. in May 1998. The Company is
engaged in the research,  development,  manufacturing  and marketing of consumer
products  containing  synthetic  human  pheromones  as a component.  The Company
initiated commercial  operations in late 1994 with a line of fine fragrances and
toiletries

Basis of Presentation

         The accompanying  unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-QSB and Rule 10-01 of
Regulation  S-X.  Accordingly,  they do not include all of the  information  and
footnotes  required by generally  accepted  accounting  principles  for complete
financial statements. In the opinion of management,  all adjustments (consisting
of normal recurring accruals)  considered necessary for a fair presentation have
been included.  Operating  results for the three months ended March 31, 2000 are
not necessarily  indicative of the results that may be expected for the calendar
year  ending  December  31,  2000.  For  further   information,   refer  to  the
consolidated   financial  statements  and  footnotes  thereto  included  in  the
Company's annual report on Form 10-KSB for the year ended December 31, 1999.

Inventories

         Inventories  are  stated  at the  lower of cost  (first  in - first out
method) or market.  The inventory at March 31, 2000  consists of finished  goods
inventory valued at $518,000,  work in process of $164,000, and raw materials of
$1,293,000.  At December 31, 1999,  these balances were  $662,000,  $472,000 and
$1,170,000, respectively.

Capital Stock and Stock Options

         On  March  26,  2000  the  Company  sold  2,281  shares  of  Series  BB
convertible  preferred  stock for $260,000,  net of issuance costs, to a current
shareholder. The cash was used to reduce bank borrowings.

         Outstanding options to purchase to purchase shares of common stock were
excluded from the  computation of diluted  earnings per share since their effect
would be antidilutive.

         During the three months  ended March 31, 2000 no common  stock  options
were granted and no issued options were exercised.

Subsequent Event

         On April 24, 2000 the Company entered into a multi-year agreement under
which it licensed its Realm(R) fragrance and toiletry brands to Niche Marketing,
Inc. in exchange for a royalty on Niche Marketing sales,  with guaranteed annual
minimum  payments  due to the  Company.  The license  includes  all  territories
excluding the Far East,  which the company  retains.  As part of the  agreement,
Niche Marketing will also purchase the Company's  applicable  inventory for cash
between the date of the agreement and for a period of five months thereafter.


                                        6
<PAGE>


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

         This report contains  forward-looking  statements within the meaning of
Section 27A of the  Securities  Act of 1933, as amended,  and Section 21E of the
Securities  Exchange  Act  of  1934,  as  amended.  Except  for  the  historical
information contained in this discussion and analysis of financial condition and
results  of  operations,  the  matters  discussed  herein  are  forward  looking
statements.  These forward looking statements include but are not limited to the
Company's  plans for sales  growth and  expansion  into new  channels  of trade,
expectations  of gross  margin,  expenses,  new  product  introduction,  and the
Company's   liquidity  and  capital  needs.  These  matters  involve  risks  and
uncertainties  that could cause  actual  results to differ  materially  from the
statements made. In addition to the risks and  uncertainties  described in "Risk
Factors",  below,  these risks and  uncertainties  may include  consumer trends,
business cycles,  scientific  developments,  changes in governmental  policy and
regulation,  currency  fluctuations,  economic  trends in the United  States and
inflation. These and other factors may cause actual results to differ materially
from those anticipated in forward-looking statements.  Readers are cautioned not
to place undue reliance on these forward-looking statements, which speak only as
of the date hereof.

Risk Factors

         The  Company's  future  results  may be affected to a greater or lesser
degree by the following factors among others:

         The  Company  may  not be  able  to  effectively  compete  with  larger
companies  or with new  products.  The  prestige  fragrance  market is extremely
competitive.  Many  fragrance  products  are  better  known  than the  Company's
products and compete for  advertising and retail shelf space.  Many  competitors
have  significantly  greater  resources  that will  allow  them to  develop  and
introduce new competing products or increase the promotion of current products.

         The  product  life cycle of a  fragrance  can be very  short.  Changing
fashions  and fads can  dramatically  shift  consumer  preferences  and demands.
Traditional  fragrance  companies  introduce a new  fragrance  every year or so.
Changing  fashions and new products may reduce the chance of creating  long term
brand loyalty to the Company's products.

         The Company's marketing strategy may not be successful. The Company may
not be able to  establish  and  maintain the  necessary  sales and  distribution
channels.  Retail  outlets and  catalogs  may choose not to carry the  Company's
products.  The Company may not have sufficient funds to successfully  market its
products if the current  marketing  strategy is not successful.  The Company may
not be able to successfully  complete  negotiations  for licensing its pheromone
technology.

         The  current  retail  environment  may cause  pricing  and  promotional
pressures.  Five  companies  control  the  majority  of the  sales  in the U. S.
department  store arena.  Because of their market share,  each company will have
significant power to determine the price and promotional terms which the Company
must meet in order to sell its products in the companys' department stores.

         Upper end  department  stores face  increasing  competition by discount
perfumeries,  drug  chains  and  lower  priced  department  stores  for sales of
fragrances  and  cosmetics.  To compete,  upper end  department  stores have cut
inventories,  reduced co-op advertising, and increased promotions. These tactics
may  force  the  Company  to  reduce  its  prices  or  increase  the cost of its
promotions.

         Seasonality  in sales  may cause  significant  variation  in  quarterly
results.  Sales in the  fragrance  industry are  generally  seasonal  with sales
higher in the second half of the year  because of  Christmas.  This  seasonality
could  cause  a  significant  variation  in the  Company's  quarterly  operating
results.

         The Company not be able to protect its technology or trade secrets. The
Company's  patents  and  patent  applications  may  not  protect  the  Company's
technology or ensure that the Company's  technology does not infringe  another's
valid  patent.  Others  may  independently   develop  substantially   equivalent
proprietary information.  The Company may not be able to protect its technology,
proprietary information or trade secrets.


                                        7
<PAGE>


         The Company may not be able to recruit  and retain key  personnel.  The
Company's  success  substantially  depends upon  recruiting  and  retaining  key
employees and  consultants  with  research,  product  development  and marketing
experience.  The Company may not be successful in recruiting and retaining these
key people.

         The Company relies upon other  companies to  manufacture  its products.
The  Company  relies  upon  Pherin  and  other   companies  to  manufacture  its
pheromones,  supply  components,  and to blend,  fill and package its  fragrance
products.   The  Company  may  not  be  able  to  obtain  or  retain  pheromones
manufacturers,  fragrance  suppliers,  or component  manufacturers on acceptable
terms.  If not, the Company may not be able to obtain  commercial  quantities of
its products. This would adversely affect operating results.

Results of Operations

Three Months  ended March 31, 2000  compared to the Three Months ended March 31,
1999

         Net sales for the first quarter of 2000 were $1,533,000  representing a
decrease  of 32%  from  sales  of  $2,239,000  for  the  prior  year's  quarter.
Approximately  46% of the decrease are due to the absence of sales to department
stores with whom the Company has ceased doing business. The remaining department
store and  distributor  sales shortfall from the prior year is attributable to a
reduction of inventories by the retailers and the delay of shipments of Father's
Day value  sets in the  current  year.  The sales of  pheromones  under  license
agreements increased by 227% to $252,000 in the current year period.

         Direct sales to international  customers were consistent with the prior
year.  Net sales for the quarters  ended March 31, 2000 and 1999 were as follows
(in thousands).

------------------------------------------------------------------
Markets                                     2000            1999
------------------------------------------------------------------

U.S. Retail & Distributor Markets          $1,153          $2,037
License and Supply Revenues                   252              77
International Markets                         128             125
                                           ------          ------
Net Sales                                  $1,533          $2,239


         Gross  profit for the  quarter  ended March 31,  2000  declined  32% to
$987,000 from $1,460,000 in the prior year due to the reduced sales volume. As a
percentage of sales profit of 64% was comparable with last year of 65%.

         Research and  Development  expenses for the first  quarters of 2000 and
1999 were $80,000 and $84,000,  respectively.  These costs  principally  reflect
payments and costs under the Company's consulting agreements in this area.

         Selling,  general and  administrative  expenses  decreased  $475,000 to
$1,188,000 in the first quarter of 2000 from  $1,663,000 in the first quarter of
1999.  Advertising,  selling, and marketing expenses were $408,000 less than the
prior  year as the  Company  continued  to focus on  advertising  efforts in the
remaining  department store accounts and eliminated spending with non-profitable
accounts.  General and  administrative  costs were $67,000  lower in the current
year's quarter as the Company continues its efforts to reduce these expenses.

         The Company  incurred  $22,000 in net interest expense during the first
quarter of both years.  During the first quarter of 2000, the Company  decreased
its net borrowing  position as compared to the same period in 1999, but interest
rates were higher.


                                        8
<PAGE>


LIQUIDITY

         At March 31, 2000, the Company had  outstanding  borrowings of $200,000
against its $3,000,000 line of credit;  and working  capital was $2,002,000.  At
December 31, 1999 the Company had net borrowings of $900,000 and working capital
of $2,052,000.  For the first quarter of 2000, net cash generated from operating
activities  was $518,000  compared to $355,000 used in operating  activities for
the prior year's  quarter.  Accordingly,  the Company had a net repayment of its
line of  credit  of  $700,000  in the first  quarter  of 2000,  while it had net
additional borrowings of $126,000 in the first quarter of 1999.

         On March 24, 2000,  the Company  extended its Business  Loan  Agreement
with  Mid-Peninsula  Bank of Palo Alto,  California (the "Bank") providing for a
continued line of credit. The Company may borrow up to $1,500,000 at an interest
rate equal to the Bank's prime rate plus 1.0% with borrowings  secured primarily
by the Company's trade receivables and inventory.  The agreement,  which expires
on July 1, 2000, contains certain  debt-to-equity and working capital covenants.
At March 31, 2000 the Company was in compliance with such covenants.

         On April 24, 2000,  the Company signed a multi-year  license  agreement
with Niche  Marketing,  Inc.,  an affiliate of Northern  Brands,  Inc.,  for the
Realm(R) and  innerRealm(R)  brand of products.  Niche  Marketing  will purchase
applicable  inventories  and will pay the Company  royalties,  subject to annual
minimums,  on the sale of current REALM products and line  extensions  under the
Realm brand names.

         Assuming the Company's activities proceed substantially as planned, the
Company's cash proceeds from the license to Niche  Marketing,  license  revenues
and  anticipated  revenues  from  product  sales  should be adequate to meet its
working capital needs over the next twelve months.  Working capital requirements
will primarily be for research,  product  development  and lower  administrative
costs.

         Additional  working  capital may be required should the Company fail to
generate new products or new license revenues.  Furthermore,  additional working
capital may be required  should the Company  experience  a greater  than planned
success  with  its   products,   potential   products,   and  research   funding
requirements.  Funds would be needed for inventory  build,  accounts  receivable
financing and staffing  purposes.  If the Company fails to achieve revenues from
its 2000 marketing efforts,  or if product development proves to be more capital
intensive than planned, the Company may require additional funding.

         On March 26, 2000,  the Company  obtained  $260,000  additional  equity
capital from a current  shareholder by issuing  shares of convertible  preferred
stock.

RECENT ACCOUNTING PRONOUNCEMENTS

         In June 1998, the FASB issued SFAS No. 133,  "Accounting for Derivative
Instruments  and  Hedging  Activities".  SFAS  No.  133  requires  companies  to
recognize  all  derivatives  contracts as either  assets or  liabilities  in the
balance sheet and to measure them at fair value. If certain  conditions are met,
a derivative may be specifically  designated as a hedge,  the objective of which
is to match the timing of gain or loss  recognition  on the  hedging  derivative
with the recognition of (i) the changes in the fair value of the hedged asset or
liability that are  attributable  to the hedged risk or (ii) the earnings effect
of the hedged  forecasted  transaction.  For a derivative  not  designated  as a
hedging  instrument,  the gain or loss is  recognized in income in the period of
change.  SFAS No. 133, as amended by SFAS No. 137, is  effective  for all fiscal
quarters of fiscal quarters of fiscal years beginning after June 15, 2000.

The Company has not entered into derivatives  contracts either to hedge existing
risks or for  speculative  purposes.  Accordingly,  the Company  does not expect
adoption  of the new  standard  on  January  1,  2001 to  affect  its  financial
statements.

In  December  1999,  the SEC issued  Staff  Accounting  Bulletin  (SAB) No. 101,
Revenue Recognition in Financial  Statements.  SAB No. 101 summarizes certain of
the staff's  views in  applying  generally  accepted  accounting  principles  to
revenue  recognition in financial  statements.  SAB No. 101 is effective for all
transactions beginning


                                        9
<PAGE>


with the second quarter of 2000. The Company has not yet analyzed the impact, if
any, that SAB No. 101 will have on its financial statements.

Impact of Year 2000

         The year 2000 issue is the result of computer  programs  being  written
using two digits  (rather than four) to define the  applicable  year. We believe
that all of our material systems are substantially  year 2000 compliant.  To our
knowledge,  we have not experienced any significant problems as a result of year
200 issues. We will continue to monitor critical computer applications and those
of our suppliers and vendors throughout the year 2000 to ensure any latent risks
that may arise are addressed promptly.


                                       10
<PAGE>



                                     PART II

                                OTHER INFORMATION

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

(a)      Exhibit 10.19 Business Loan Agreement dated March 24, 2000
(b)      Exhibit 10.20 License Agreement with Niche Marketing, Inc.
(c)      Exhibit 27.01-Financial Data Schedule


                                       11
<PAGE>


                                   SIGNATURES

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

                                            HUMAN PHEROMONE SCIENCES, INC.

                                            Registrant

Date:  May 12, 2000                         /s/ William P. Horgan
                                            ---------------------
                                            William P. Horgan
                                            Chairman and Chief Executive Officer


Date:  May 12, 2000                         /s/ Gregory S. Fredrick
                                            -----------------------
                                            Gregory S. Fredrick
                                            Vice President Finance