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

                                   FORM 10-QSB

[X]    Quarterly  report  pursuant  to  Section  13 or  15(d)  of the Securities
       Exchange  Act of  1934  For the quarterly period ended: December 31, 1998

[ ]    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: 000-24001

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

       Delaware                                           76-0552098
State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization                              Identification No.)

  5444 Westheimer, Suite 2080, Houston, Texas                    77056
  (Address of principal executive officer)                     (Zip Code)

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 ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE  PRECEDING FIVE YEARS

         Check whether the registrant  filed all documents and reports  required
to be  filed  by  Section  12,  13 or  15(d)  of  the  Exchange  Act  after  the
distribution of securities under a plan confirmed by a court Yes No ___

APPLICABLE ONLY TO CORPORATE ISSUERS

         The number of shares of common stock, $0.01 par value, outstanding as 
December 31, 1998: 7,974,160 shares

Transitional Small Business Disclosure Format (check one):   Yes         No   X_




<PAGE>



                                   JVWEB, INC.
                         PERIOD ENDED DECEMBER 31, 1998

                                      INDEX
<TABLE>
<CAPTION>

PART I.  FINANCIAL INFORMATION                                                       Page  

         Item 1.  Financial Statements

         Condensed financial statements of JVWeb, Inc.:
<S>                                                                                 <C>  

              Balance sheet as of December 31, 1998                                  3
                Income statements for the three and six months ended  December 31,
                  1998 and period  from  October  28,  1997 (Date of  Inception)
                  through  December  31, 1997 and from October 28, 1997 (Date of
                  Inception) to December 31, 1998                                    4

                Statement of stockholders' equity for the period from October
                  28, 1997  (Date of Inception) through December 31, 1998            5

                     Statements of cash flows for the nine months ended December
                  30, 1998  and period from October  28, 1997  (Date of
                  Inception) through December 31, 1997 and period from
                  October 28, 1997 (Date of Inception) to December
                  31, 1998                                                            6

              Notes to financial statements                                           7

         Item 2.  Management's Discussion and Analysis of Financial Condition
                  And Results of Operations                                           9

PART II. OTHER INFORMATION

         Item 2.   Changes in Securities and Use of Proceeds                         10

         Item 6.  Exhibits and Reports on Form 8-K.
                                                                                     10

                             (a)Exhibits

SIGNATURE                                                                            10
</TABLE>



<PAGE>


PART 1.   FINANCIAL INFORMATION

Item 1.   Financial Statements

                                   JVWeb, Inc.
                          (A Development Stage Company)
                                  Balance Sheet
                             As of December 31, 1998
                                    Unaudited


                      ASSETS
<TABLE>
<S>                                                                                       <C> 

Cash                                                                                  $      505
Inventory                                                                                  8,946
Prepaid legal expenses                                                                     4,300

     Total Current Assets                                                                 13,751

Office equipment and furniture (net of $969
     accumulated depreciation)                                                             3,421
                                                                                           -----

     Total Assets                                                                      $  17,172
                                                                                       =========


      LIABILITIES & STOCKHOLDERS' EQUITY

Accounts payable                                                                       $  19,437
Notes payable to related parties                                                         102,500
                                                                                       ---------

     Total Liabilities                                                                   121,937

Preferred stock, $0.01 par, 10,000,000
     shares authorized, no shares issued or
     outstanding                                                                            -
Common stock, $0.01 par, 50,000,000 shares
     authorized, 7,974,160 shares issued and
     outstanding                                                                          79,742
Paid-in capital                                                                          295,595
Accumulated deficit during
     the development stage                                                              (480,102)
                                                                                        -------- 

     Total Stockholders' Equity                                                          (104,765)
                                                                                         -------- 

     Total Liabilities & Stockholders' Equity                                          $  17,172
                                                                                       =========

</TABLE>

















<PAGE>


                                   JVWeb, Inc.
                          (A Development Stage Company)
                                Income Statements
              For the Three and Six Months Ended December 31, 1998,
           October 28, 1997 (Date of Inception) to December 31, 1997,
            and the Period From October 28, 1997 (Date of Inception)
                              to December 31, 1998
                                    Unaudited

<TABLE>
<CAPTION>

                                                        3 Months              6 Months             Inception             Inception
                                                          Ended                 Ended               Through               Through
                                                         Dec. 31,              Dec. 31,             Dec. 31,              Dec. 31,
                                                           1998                  1998                 1997                  1998


<S>                                                       <C>                   <C>                  <C>                   <C>
REVENUES                                                                                           $      167            $      190
COST OF SALES                                                                                                                    48
                                                                                                         ----                   ---

    Gross Margin                                                                                          167                   142

EXPENSES
    General & administrative                            $ 125,762             $ 305,043                42,828               479,381
    Depreciation                                              244                   439                                         969
                                                        ---------              ---------              ----------            --------

                                                          126,006               305,482                42,828               480,350
                                                        ---------             ---------            ----------             ---------

    Operating (Loss)                                     (126,006)             (305,482)            (  42,661)             (480,208)

INTEREST INCOME                                                                                                                 106
                                                        ----------            ----------           -----------             ---------
    Net deficit accumulated
       during the development
       stage                                            $(126,006)            $(305,482)           $(  42,661)            $(480,102)
                                                        =========             =========            ==========             =========


NET LOSS PER COMMON SHARE                               $(    .02)            $(    .04)           $(     .01)            $(    .07)

WEIGHTED AVERAGE COMMON
       SHARES OUTSTANDING                               7,894,160             7,497,080             6,200,000             6,968,832
</TABLE>



<PAGE>


                                   JVWeb, Inc.
                          (A Development Stage Company)
                        Statement of Stockholders' Equity
                Period from October 28, 1997 (Date of Inception)
                            Through December 31, 1998
<TABLE>
<CAPTION>

                                                                                                           Deficit
                                                                                                           During the
                                                              Common Stock              Paid-in            Development
                                                      Shares            Amount          Capital             Stage           Totals

<S>                                                    <C>               <C>             <C>                 <C>             <C> 
Shares issued at
    inception to founding
     shareholder for cash                           6,200,000         $  62,000        $   7,516                          $  69,516

Shares issued:
  for cash                                            700,000             7,000           48,000                             55,000
  for services                                        200,000             2,000           58,000                             60,000
  deposit on purchase
   of subsidiary                                       70,000               700          129,300                            130,000

Returnable shares                                                                       (130,000)                          (130,000)

Net (deficit)                                                                                            $(174,620)        (174,620)
                                                   ----------            -------        ---------        ----------       ----------
Balances, June 30,
 1998 (Audited)                                     7,170,000            71,700          112,816          (174,620)           9,896
                                                   ----------         ---------        ---------         ---------        ---------

Shares issued:
    for cash                                          620,240             6,202          116,976                            123,178
    for services                                      358,860             3,589           66,454                             70,043

Shares returned from
    subsidiary purchase
      deposit                                      (   70,000)         (    700)             700

Fractional shares issued                               45,060               451         (    451)

Shares repurchased from
    founding shareholder                           (  150,000)         (  1,500)        (    900)                          (  2,400)

Net deficit                                                                                               (305,482)        (305,482)
                                                    ---------          ---------        ---------         ---------        ---------

Balance, December 31,
 1998 (Unaudited)                                   7,974,160         $  79,742        $ 295,595         $(480,102)       $(104,765)
                                                   ==========         =========        =========         =========        =========
</TABLE>









<PAGE>


                                   JVWeb, Inc.
                          (A Development Stage Company)
                            Statements of Cash Flows
                        For the Six Months Ended December
                 31, 1998, Period from October 28, 1997(Date of
                         Inception)to December 31, 1997,
            and the period from October 28, 1997 (Date of Inception)
                              to December 31, 1998
                                    Unaudited
<TABLE>
<CAPTION>


                                                                         6 Months               Inception               Inception
                                                                          Ended                  Through                 Through
                                                                       December 31,            December 31,            December 31,
                                                                           1998                    1997                    1998

<S>                                                                        <C>                     <C>                      <C>    
CASH FLOWS FROM OPERATIONS
   Net deficit                                                           $( 305,482)            $(  42,661)             $( 480,102)
   Adjustments to reconcile net
     deficit to cash provided
       from operating activities
         Depreciation                                                           439                                            969
         Common stock issued for
           services                                                          70,043                                        130,043
         Write off of deposits on
           purchase of subsidiary                                            55,000                                         55,000
Net changes in:
           Employee advance                                                   2,550
           Inventory                                                      (   3,641)                                     (   8,946)
           Prepaid legal expenses                                            15,200                                      (   4,300)
           Accounts payable                                                  11,956                                         19,437
                                                                         ----------                                     ----------
     NET CASH USED BY OPERATING
         ACTIVITIES                                                       ( 153,935)             (  42,661)              ( 287,899)
                                                                         ----------             ----------              ----------

CASH FLOWS FROM INVESTING ACTIVITIES
   Purchase of office equipment
     and furniture                                                                                                       (   4,390)
   Deposit on purchase of subsidiary                                      (  30,000)                                     (  55,000)
                                                                         ----------             -----------             ----------
     NET CASH USED BY INVESTING
         ACTIVITIES                                                       (  30,000)                                     (  59,390)
                                                                         ----------             -----------             ----------

CASH FLOWS FROM FINANCING ACTIVITIES
   Notes payable to founding
     shareholder                                                             64,500                     833                102,500
   Reduction of note payable                                             (    1,250)
   Issuance of common stock                                                 120,778                  69,516                245,294
                                                                         ----------             -----------             ----------
     NET CASH PROVIDED BY FINANCING
       ACTIVITIES                                                           184,028                  70,349                347,794
                                                                         ----------             -----------             ----------

     NET INCREASE (DECREASE) IN CASH                                             93                  28,688                    505
     CASH BEGINNING                                                             412
                                                                         ----------             -----------             -----------

     CASH ENDING                                                         $      505             $    28,688             $      505
                                                                         ==========             ===========             ==========
</TABLE>






<PAGE>


                                   JVWeb, Inc.
                          NOTES TO FINANCIAL STATEMENTS


NOTE A - BASIS OF PRESENTATION

The accompanying  unaudited interim financial statements of JVWeb, Inc., a Texas
corporation  ("Company"),  have  been  prepared  in  accordance  with  generally
accepted  accounting  principles  and the rules of the  Securities  and Exchange
Commission ("SEC"), and should be read in conjunction with the audited financial
statements  and notes thereto  contained in the  Company's  latest Annual Report
filed  with  the  SEC  on  From  10-KSB.  In  the  opinion  of  management,  all
adjustments,  consisting of normal recurring  adjustments,  necessary for a fair
presentation of financial position and the results of operations for the interim
periods  presented  have been  reflected  herein.  The results of operations for
interim periods are not necessarily indicative of the results to be expected for
the full year.  Notes to the  financial  statements  which  would  substantially
duplicate the disclosure  contained in the audited financial  statements for the
most recent  fiscal year ended June 30, 1998,  as reported in Form 10-KSB,  have
been omitted.


NOTE B - DEPOSIT FORFEITURE

The Company  entered  into an  agreement on July 31, 1998 to acquire a financial
publication known as "Wall Street Whispers" from Time Financial  Services,  Inc.
("Seller") for $140,000.  As of December 31, 1998 $55,000 had been paid for this
purchase.  Due to stock market  volatility  and Company  concerns  about overall
financing,  the Company agreed to terminate the purchase obligation,  and Seller
was  permitted to retain the $55,000.  Consequently,  the Company has recorded a
loss on this acquisition attempt.

NOTE C - CONSULTING AGREEMENT

The Company  entered into an agreement with a consultant on October 1, 1998. The
Company agreed to issue 120,000 options at $0.50 per share as compensation for 2
years of consulting services.


<PAGE>



NOTE D - STOCK OPTIONS

As permitted under Statement of Financial  Accounting  Standards (ASFAS) No. 123
(Accounting  for Stock-Based  Compensation),  the Company has continued to apply
Accounting  Principles  Board (AAPB) Opinion No. 25 (Accounting for Stock Issued
to Employees) and related interpretations.  Accordingly, no compensation expense
has been  recognized  for the stock  options.  The Company  has granted  options
pursuant to its stock option plan.  Grants are made at management's  discretion,
and are  compensation  for  services.  At December 31, 1998 a total of 4,161,250
options were outstanding and exercisable with the following exercise prices:

                                            3,756,250     at    $0.10
                                              285,000     at    $0.25
                                              120,000     at    $0.50

Options that have been granted and are  outstanding  expire in 5 years from date
of grant, and are 100% exercisable at date of grant.



<PAGE>


                  MANAGEMENT'S DISCUSSION AND ANALYSIS

SUMMARY

In general,  JVWeb is structured to pursue two main business activities:  1) the
joint venturing of Brands that have strong on-line  commerce  potential,  and 2)
the building of a strong fee for service division to deepen our capabilities. In
this past  quarter,  management  refined  its focus on building a strong fee for
service division. A significant  percentage of the resources of the company were
devoted to developing a  well-defined  marketing  campaign  around very specific
consulting services that emphasized the strengths of the company. At the present
time,  JVWEb has no significant  contracts  signed as a result of these efforts.
Management  anticipates seeing the benefits of this effort in the quarter ending
March 31, 1999.

We have  established  three profit centers within our fee for service  division.
The first is a web-hosting service, based in Phoenix, Arizona. The second is the
web development capabilities of Lernout & Hauspie that we market in the U.S. The
third is the strategic  internet services  consulting that is the core expertise
of JVWEb.

Among the resources  that have been  established  to initiate the marketing of a
fee for service  division  are the  previously  announced  web-hosting  facility
(co-located with GTE), as well as the offices being  established in New York and
San Francisco. The company continues to build on its relationship with Lernout &
Hauspie (L&H).  Management,  for example, is exploring opportunities to leverage
the  capabilities  of L&H in the U.S.,  while offering its web-hosting and other
services  to L&H in Europe.  We are  hopeful  that these  efforts  will  produce
significant revenue growth for us. However, at this time, we have not signed any
significant contracts as a result of these efforts.

INCOME STATEMENT
Revenue.  Management had previously  announced its first web-hosting customer at
the end of this quarter. Revenue for web-hosting will initiate in January, 1999,
and we are hopeful it will grow as new customers are added.  Management  also is
hopeful consulting revenue will initiate in the quarter ending March 31, 1999.

General and Administrative  Expenses.  Out of the total G&A expenditures for the
quarter,  44%, or $55,000 was due to the write-off of  accumulated  expenditures
related to the  aborted  acquisition  of Wall  Street  Whispers.  Management  is
continuing to have discussions with the owners of Whispers for a joint marketing
relationship  around the Whispers  newsletter,  however,  no agreement  has been
reached at this time on that possibility.

A material  percentage of the remaining G&A expenditures  represented travel and
organizational costs associated with the establishment of a presence in New York
and California,  as well as the pursuit of development with L&H in their Ipswich
(London) office.  Additional  expenditures were incurred in establishing the web
hosting capability in Phoenix, Arizona.

Remaining G&A expenditures  were related to the costs of being a public company,
including the associated  costs of maintaining a fully reporting status with the
S.E.C.

BALANCE SHEET

Cash.  The  principal  shareholder  and  related  parties,  continue to fund the
minimal operations of the company on an as-needed basis.

Inventory.  Inventory of $8,946 represents  merchandise  related to the Dadandme
and Frogletz product lines.  Management  continues to explore  relationships and
joint  venture  opportunities  that will  support a marketing  campaign to build
these  on-line  brands.  At this time,  no such talks are in serious  discussion
stages.

Accounts Payable.  As of February 15, 1999, a majority of the costs,  which were
associated with the establishment of JVWeb as a public company, have been paid.

Notes Payable to Related Parties.  We anticipate paying off these notes in 1999.

<PAGE>


PART II. OTHER INFORMATION

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

For services rendered (and agreed to be rendered in a written contract) having a
value  determined to be $24,000,  the Company  agreed to issue over the next two
years to a person  providing  services  to the  Company  options to  purchase an
aggregate of 120,000  shares of the Company's  common stock at an exercise price
of $.50 per share.  This issuance is claimed to be exempt pursuant to Regulation
D under the Act.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         (a)      The following exhibits are filed with this Quarterly Report or
                  are incorporated herein by reference:

                  Exhibit
                  Number   Description

                   27               Financial Data Schedule

         (b)      Reports on Form 8-K

                  The  Registrant  filed a  Current  Report  on Form  8-K  dated
                  November  6,  1998   reporting  on  the   termination  of  the
                  acquisition of Wall Street Whispers.


                                    SIGNATURE

         In accordance with the requirements of the Exchange Act, the Registrant
has duly  caused  this  Report to be signed  on its  behalf by the  undersigned,
thereunto duly authorized.

                            JVWEB, INC.   
                            (Registrant)


                             By: /s/Greg J. Micek
 
                             Greg J. Micek, President
                             (Principal Executive Officer, Principal
                             Financial Officer and Principal
                             Accounting Officer)

Dated: February 12, 1999






                                 EXHIBITS INDEX

           Exhibit
           Number             Description


           27              Financial Data Schedule