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

                                   FORM 10-QSB

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

        For  the  Quarterly  Period  Ended  March  31,  2000

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

        For  the  transition  period  from  _________  to  _________

                        Commission File Number:  0-28007

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

               Nevada                                    43-1627555
-----------------------------------         ------------------------------------
   (State or other jurisdiction of                   (I.R.S. Employer
    incorporation or organization)                 Identification Number)

                12771 Pala Drive, Garden Grove, California  92841
--------------------------------------------------------------------------------
                    (Address of principal executive offices)

                                 (714) 899-4274
                           --------------------------
                           (Issuer's telephone number)

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

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

As  of  April 30, 2000, the Company had 12,991,348 shares of common stock issued
and  outstanding.

Transitional  Small  Business  Disclosure  Format:  Yes  [  ]  No  [X]

Documents  incorporated  by  reference:  None.


                                        1
<PAGE>
                  GOLFGEAR INTERNATIONAL, INC. AND SUBSIDIARIES

                                      INDEX


PART  I.   FINANCIAL  INFORMATION

   Item 1.  Financial Statements

            Consolidated Balance Sheets (Unaudited) - December  31, 1999
            and March 31, 2000

            Consolidated Statements of Operations (Unaudited) -
            Three Months Ended March 31, 2000 and 1999

            Consolidated Statements of Cash Flows (Unaudited) -
            Three Months Ended March 31, 2000 and 1999

            Notes to Consolidated Financial Statements (Unaudited)  -
            Three Months Ended March 31, 2000 and 1999

   Item 2.  Management's  Discussion  and  Analysis  or  Plan  of
            Operation


PART  II.   OTHER  INFORMATION

   Item 2.  Changes  in  Securities  and  Use  of  Proceeds

   Item 6.  Exhibits  and  Reports  on  Form  8-K


SIGNATURES


                                        2
<PAGE>
         GolfGear International, Inc. and Subsidiaries
             Consolidated Balance Sheets (Unaudited)


                                       March 31,  December 31,
                                         2000        1999
                                     -----------  -----------

ASSETS

Current assets:
  Cash and cash equivalents          $  135,843   $  793,262
  Accounts receivable, net of
    allowance for doubtful
    accounts of $48,808 and
    $40,000 at March 31, 2000
    and December 31, 1999,
    respectively                        837,936      446,214
  Inventories
    Component parts                     501,481      296,847
    Finished goods                      143,309      155,425
  Prepaid expenses                       15,144       20,610
                                     -----------  -----------
Total current assets                  1,633,713    1,712,358
                                     -----------  -----------

Property and equipment                  431,783      381,595
Less accumulated depreciation
  and amortization                     (269,979)    (259,549)
                                     -----------  -----------
                                        161,804      122,046
                                     -----------  -----------
Other assets:
  Patents and trademarks, net
    of accumulated amortization
    of $111,333 and $107,114 at
    March 31, 2000 and December
    31, 1999, respectively              152,285      156,504
  Deposits                               12,400       23,025
                                     -----------  -----------
                                        164,685      179,529
                                     -----------  -----------
Total assets                         $1,960,202   $2,013,933
                                     ===========  ===========


                          (continued)


                                        3
<PAGE>
          GolfGear International, Inc. and Subsidiaries
       Consolidated Balance Sheets (Unaudited) (continued)


                                         March 31,   December 31,
                                           2000          1999
                                        -----------  ------------
LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
  Bank credit line payable              $   14,975   $    16,020
  Notes payable to stockholders             33,434        35,434
  Notes payable                             52,049        70,631
  Accounts payable and accrued
    expenses                               785,540       641,498
  Accrued product warranties                39,663        36,000
  Accrued interest                          11,534        12,448
  Accrued officer's compensation           133,750       124,000
                                        -----------  ------------
Total current liabilities                1,070,945       936,031
                                        -----------  ------------

Stockholders' equity:
  Preferred stock, $.001 par value;
    Authorized - 10,000,000 shares
    Series A Senior Convertible
    Preferred Stock:
    Issued and outstanding -
    219,858 shares and 216,626 shares
    at March 31, 2000 and December 31,
    1999, respectively (stated value -
    $9.50 per share)                           220           217
  Common stock, $.001 par value;
    Authorized - 50,000,000 shares
    Issued and outstanding -
    12,826,348 shares and 12,816,348
    shares at March 31, 2000 and
    December 31, 1999, respectively         12,826        12,816
  Additional paid-in capital             8,023,312     7,981,695
  Accumulated deficit                   (7,147,101)   (6,916,826)
                                        -----------  ------------
Total stockholders' equity                 889,257     1,077,902
                                        -----------  ------------
Total liabilities and
  stockholders' equity                  $1,960,202   $ 2,013,933
                                        ===========  ============


          See accompanying notes to consolidated financial statements.


                                        4
<PAGE>
      GolfGear International, Inc. and Subsidiaries
    Consolidated Statements of Operations (Unaudited)


                                         Three Months Ended
                                              March 31,
                                     ------------------------
                                         2000        1999
                                     -----------  -----------

Sales                                 $ 624,445   $  418,727

Cost of goods sold                      293,480      181,080
                                     -----------  -----------
Gross profit                            330,965      237,647
                                     -----------  -----------

Expenses:
  Selling and marketing                 180,025      153,381
  Tour and pro contracts                 10,231       93,010
  Provision for bad debts                15,000        5,000
  General and administrative            312,151      301,479
  Depreciation and amortization          14,649       10,478
                                     -----------  -----------
Total expenses                          532,056      563,348
                                     -----------  -----------
Net loss from operations               (201,091)    (325,701)

Other income (expense):
  Interest income                         5,008
  Interest expense                       (3,492)     (10,448)
                                     -----------  -----------
Net loss                             $ (199,575)  $ (336,149)
                                     ===========  ===========

Net loss applicable to common
  stockholders:
  Net loss                            $(199,575)   $(336,149)
  Less dividends on Series A
    Senior Convertible
    Preferred Stock                     (30,701)
                                     -----------  -----------
Net loss applicable to common
  stockholders                       $ (230,276)  $ (336,149)
                                     ===========  ===========
Net loss per common share -
  Basic and diluted                  $    (0.02)  $    (0.03)
                                     ===========  ===========
Weighted average number of
  common shares outstanding -
  basic and diluted                  12,819,681   12,506,027
                                     ===========  ===========


See accompanying notes to consolidated financial statements.


                                        5
<PAGE>
         GolfGear International, Inc. and Subsidiaries
       Consolidated Statements of Cash Flows (Unaudited)


                                          Three Months Ended
                                               March 31,
                                        -------------------------
                                             2000         1999
                                        -------------  ----------

Cash flows from operating activities:
  Net loss                                 $(199,575)  $(336,149)
  Adjustments to reconcile net loss
    to net cash used in operating
    activities:
    Depreciation and amortization             14,649      10,478
    Provision for bad debts                   15,000       5,000
    Common stock issued for services
      received                                            13,770
    Fair value of stock options and
      warrants issued to non-employees                   139,100
    Changes in operating assets and
      liabilities:
      (Increase) decrease in:
        Accounts receivable                 (406,722)   (108,789)
        Inventories                         (192,518)     37,829
        Prepaid expenses                       5,466      12,450
        Deposits                              10,625
      Increase (decrease) in:
        Accounts payable and
          accrued expenses                   144,042     126,165
        Accrued product warranties             3,663      (2,576)
        Accrued interest                          16
        Accrued officer's
          compensation                         9,750
                                        -------------  ----------
Net cash used in operating
  activities                                (595,604)   (102,722)
                                        -------------  ----------

Cash flows from investing activities:
  Purchase of property and equipment         (50,188)
                                        -------------  ----------
Net cash used in investing activities        (50,188)
                                        -------------  ----------


                              (continued)


                                        6
<PAGE>
       GolfGear International, Inc. and Subsidiaries
Consolidated Statements of Cash Flows (Unaudited) (continued)



                                        Three Months Ended
                                             March 31,
                                       --------------------
                                          2000       1999
                                       ----------  --------

Cash flows from financing activities:
  Decrease in notes payable to
    stockholders                       $  (2,000)  $
  Increase (decrease) in bank credit
    line                                  (1,045)   18,964
  Proceeds from short-term borrowings               60,000
  Repayments on short-term borrowings     (8,582)
                                       ----------  --------
Net cash provided by (used in)
  financing activities                   (11,627)   78,964
                                       ----------  --------

Cash and cash equivalents:
  Net decrease                          (657,419)  (23,758)
  At beginning of period                 793,262    31,771
                                       ----------  --------
  At end of period                     $ 135,843   $ 8,013
                                       ==========  ========


          See accompanying notes to consolidated financial statements.


                                        7
<PAGE>
                  GolfGear International, Inc. and Subsidiaries
             Notes to Consolidated Financial Statements (Unaudited)
                   Three Months Ended March 31, 2000 and 1999

1.  Organization  and  Basis  of  Presentation

Basis  of  Presentation  -  The  accompanying  consolidated financial statements
include  the  operations  of  GolfGear  International, Inc. and its wholly-owned
subsidiaries  (the  "Company").  All  significant  intercompany transactions and
balances  have  been  eliminated  in  consolidation.

Business - The Company designs, develops and markets golf clubs and related golf
products  utilizing  its  proprietary  forged  face  insert  technology.

Comments - The accompanying consolidated financial statements are unaudited, but
in  the  opinion  of  management  of the Company, contain all adjustments, which
include  normal recurring adjustments, necessary to present fairly the financial
position at March 31, 2000, the results of operations for the three months ended
March 31, 2000 and 1999, and the cash flows for the three months ended March 31,
2000  and  1999.  The  consolidated  balance  sheet  as  of December 31, 1999 is
derived  from  the  Company's  audited  financial  statements.

Certain  information  and  footnote  disclosures  normally included in financial
statements  that  have  been  presented  in  accordance  with generally accepted
accounting  principles  have been condensed or omitted pursuant to the rules and
regulations  of  the  Securities and Exchange Commission, although management of
the  Company  believes  that  the  disclosures  contained  in  these  financial
statements  are  adequate  to  make  the  information  presented  therein  not
misleading.  For  further  information,  refer  to  the  consolidated  financial
statements  and  notes  thereto  included in the Company's Annual Report on Form
10-KSB for the fiscal year ended December 31, 1999, as filed with the Securities
and  Exchange  Commission.

The  preparation  of  financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect  the reported amounts of assets and liabilities, disclosure of contingent
assets and liabilities at the date of the financial statements, and the reported
amounts  of  revenues  and expenses during the reporting period.  Actual results
could  differ  from  those  estimates.

The  results  of  operations  for  the three months ended March 31, 2000 are not
necessarily  indicative of the results of operations to be expected for the full
fiscal  year  ending  December  31,  2000.


                                        8
<PAGE>
Loss  Per  Share  - Basic earnings per share are calculated by dividing net loss
applicable  to  common  shareholders  by  the  weighted average number of common
shares  outstanding  during the period.  Diluted earnings per share reflects the
potential  dilution  that  would  occur  if  stock  options  and  warrants  were
exercised.  These  potentially  dilutive  securities  were anti-dilutive for all
periods presented, and accordingly, basic and diluted earnings per share are the
same  for  all  periods  presented.  As  of  March  31, 2000, potential dilutive
securities  consisted  of  1,979,903  stock  options  and 2,119,679 common stock
purchase  warrants  outstanding.

Comprehensive  Income  - A statement of comprehensive income is not presented as
the  Company  has  no  items  of comprehensive income for the periods presented.


2.  Stockholders'  Equity

During  the three months ended March 31, 2000, the Company repaid a note payable
for  $10,000 by issuing 10,000 shares of common stock valued at $1.00 per share.

During  the  three months ended March 31, 1999, the Company issued 18,500 shares
of  common  stock  for  services  received  and recognized non-cash compensation
expense  of  $13,770.

The  Company accounts for stock options and warrants granted to non-employees in
accordance with Statement of Financial Accounting Standards No. 123, "Accounting
for  Stock-Based  Compensation",  which  establishes  a  fair  value  method  of
accounting  for  stock-based compensation plans and for transactions in which an
entity  acquires  goods  or  services  in  exchange for equity instruments.  The
Company  calculates  the  fair value of the stock options and warrants issued on
the  date of grant using the Black-Scholes option pricing model, and charges the
fair  value to operations over the expected period of benefit.  During the three
months ended March 31, 1999, the Company recognized $139,100 of such costs.  The
Company did not recognize any such costs during the three months ended March 31,
2000.

On  September  27,  1999,  the Company entered into an agreement for the sale of
210,526  shares  of  its  Series  A  Senior  Convertible  Preferred  Stock,  for
$2,000,000,  which was received in cash during October 1999.  The 210,526 shares
of  Series  A  Senior Convertible Preferred Stock are convertible into 2,105,260
shares  of  the  Company's  common  stock,  currently  equal  to  14.3%  of  the
post-converted  outstanding  common  stock  of the Company.  The Series A Senior
Convertible  Preferred  Stock  votes  on  an  "as if converted" basis and may be
converted  in  whole  or  in  part  for  a  period  of  two years after which it
automatically  converts  into  common  stock.  A  6%  annual dividend is payable
quarterly  in  cash or additional shares of preferred stock at the option of the
Company.  In  conjunction  with  the preferred stock financing, the Company also
issued  330,000  common  stock  purchase warrants exercisable at $1.00 per share
through  October  2002.


                                        9
<PAGE>
For  the  three  months ended December 31, 1999, 2,339 shares of Series A Senior
Convertible Preferred Stock were issued as payment of dividends of $22,215.  For
the  three  months  ended  March  31,  2000,  3,232  shares  of  Series A Senior
Convertible  Preferred  Stock  were  issued  as payment of dividends of $30,701.

Anti-dilution provisions permit the preferred stockholder to purchase additional
shares  of  preferred  stock so as to maintain its 14.3% interest in the Company
for  a period of five years.  Furthermore, on a one-time only basis, as a result
of  the  acquisition  of  the  Bel  Air  Golf Companies (see Note 4), additional
preferred  shares  are required to be issued to the preferred stockholder for no
additional  consideration in order to maintain the preferred stockholder's 14.3%
interest  in  the  Company.  Accordingly,  during 1999, the Company issued 3,761
additional  shares  of  Series  A  Senior  Convertible  Preferred  Stock  to the
preferred  stockholder,  and  as  a  result  of  the closing of the Bel Air Golf
Companies  transaction during April 2000 (see Note 4), the Company will issue an
additional  3,170  shares  of Series A Senior Convertible Preferred Stock to the
preferred  stockholder.


3.     Segment  and  Geographic  Information;  Major  Customers

The Company operates in one business segment.  The Company sells to customers in
both  the  United  States and the Far East.  During the three months ended March
31, 2000, sales to customers in the United States and the Far East were $509,881
(82%) and $114,564 (18%), respectively.  During the three months ended March 31,
1999,  sales  to  customers  in the United States and the Far East were $182,427
(44%)  and  $236,300  (56%),  respectively.

During  the  three  months  ended  March 31, 2000, three customers accounted for
approximately 51% of total sales.  During the three months ended March 31, 1999,
two  customers  accounted  for  approximately  62%  of  total  sales.


4.  Subsequent  Event  -  Acquisition  of  Bel  Air  Golf  Companies

On  April  11,  2000, the Company completed the acquisition of certain assets of
the Bel Air Golf Companies, which included the "Bel Air Golf" and "Players Golf"
trade  names.  The  acquisition  consisted  primarily of inventory, trade names,
trademarks and other intangible assets.  The Bel Air Golf Companies offer a full
line  of  junior  golf  clubs  under the Players Golf brand, and Bel Air Golf is
known primarily for golf club products and accessories that offer both value and
quality.  The  Company,  through  its  wholly-owned  subsidiary, Bel Air-Players
Group,  Inc.,  a California corporation, is operating the Bel Air Golf Companies
as  a  separate division of the Company, and will continue to market junior golf
clubs  under the name Players Golf and will continue to develop and market other
products  under  the  Players  Golf  line, the Bel Air Golf line and other trade
names  acquired.


                                       10
<PAGE>
In  consideration  for  these assets, the Company assumed a liability of $50,000
and issued 400,000 shares of its restricted common stock.  The Company agreed to
issue  255,000 common stock purchase warrants exercisable at $1.00 per share for
a  period  of six months from closing and 100,000 common stock purchase warrants
exercisable  at  $1.00  per  share  for  a  period of one year from closing.  In
addition,  the  Company  agreed  to issue 100,000 common stock purchase warrants
exercisable  at  $1.00  per  share,  100,000  common  stock  purchase  warrants
exercisable  at  $2.00  per  share,  and  100,000 common stock purchase warrants
exercisable  at  $3.00  per  share, vesting and exercisable only if net revenues
from  Bel  Air Golf and Players Golf reach $1,500,000, $2,000,000 and $2,500,000
in  2000,  2001  and  2002,  respectively.  The  Company  also issued 10% of the
securities  described  above as a finder's fee with respect to this transaction.

The  Company  issued  250,000  of  the 400,000 shares on November 29, 1999 as an
advance, in order to be able to operate the Bel Air Golf Companies on an interim
basis.  The  250,000  shares,  as  well as the related 25,000 shares issued as a
finder's  fee,  were  valued  at  $168,934  and  allocated  to  inventories.

In  connection  with  the  agreement,  during  April  2000  the Company issued a
promissory  note for $50,000 with interest at 8% per annum commencing January 1,
2000,  with  quarterly  interest  payments  of $1,000 through March 31, 2003, at
which  time  all  principal and unpaid accrued interest is due and payable.  The
Company  also  issued 25,000 common stock purchase warrants exercisable at $1.50
per  share  through  March  31,  2003.


                                       11
<PAGE>
ITEM  2.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF  OPERATION

Cautionary  Statement  Pursuant  to  Safe  Harbor  Provisions  of  the  Private
Securities  Litigation  Reform  Act  of  1995:

This  Quarterly  Report  on Form 10-QSB for the quarterly period ended March 31,
2000  contains  "forward-looking"  statements  within the meaning of the Federal
securities  laws.  These  forward-looking  statements  include,  among  others,
statements  concerning  the Company's expectations regarding its working capital
requirements,  gross  margin, results of operations, business, growth prospects,
competition  and  other  statements  of  expectations, beliefs, future plans and
strategies,  anticipated  events  or  trends, and similar expressions concerning
matters  that  are not historical facts.  The forward-looking statements in this
Quarterly  Report  on  Form 10-QSB for the quarterly period ended March 31, 2000
are subject to risks and uncertainties that could cause actual results to differ
materially  from  those  results  expressed  in  or  implied  by  the statements
contained  herein.

Overview:

The  Company designs, develops and markets golf clubs and related golf products.
The  Company  utilizes  its proprietary forged face insert technology to offer a
full  line  of  golf  equipment and accessories.  The Company's patent portfolio
with  respect  to insert technology is the largest and most comprehensive in the
golf  industry,  with nine domestic and foreign patents issued related to forged
face insert technology.  These patents incorporate a wide variety of forged face
insert  materials, including titanium, beryllium copper, stainless steel, carbon
steel,  aluminum, and related alloys thereof, and include technology relating to
varying  the  face  thickness  of  the  insert.

The Company operates in one business segment.  The Company sells to customers in
both  the  United  States and the Far East.  During the three months ended March
31, 2000, sales to customers in the United States and the Far East were $509,881
(82%) and $114,564 (18%), respectively.  During the three months ended March 31,
1999,  sales  to  customers  in the United States and the Far East were $182,427
(44%)  and  $236,300  (56%),  respectively.

During  the  three  months  ended  March 31, 2000, three customers accounted for
approximately 51% of total sales.  During the three months ended March 31, 1999,
two  customers  accounted  for  approximately  62%  of  total  sales.

The  golf  club industry is highly seasonal, with most companies experiencing up
to  60%  of their annual sales between February and June, with an additional 20%
of  their  annual sales occurring between October and December for the Christmas
buying  season.


                                       12
<PAGE>
Recent  Developments:

On  April  11,  2000, the Company completed the acquisition of certain assets of
the Bel Air Golf Companies, which included the "Bel Air Golf" and "Players Golf"
trade  names.  The  acquisition  consisted  primarily of inventory, trade names,
trademarks and other intangible assets.  The Bel Air Golf Companies offer a full
line  of  junior  golf  clubs  under the Players Golf brand, and Bel Air Golf is
known primarily for golf club products and accessories that offer both value and
quality.  The  Company,  through  its  wholly-owned  subsidiary, Bel Air-Players
Group,  Inc.,  a California corporation, is operating the Bel Air Golf Companies
as  a  separate division of the Company, and will continue to market junior golf
clubs  under the name Players Golf and will continue to develop and market other
products  under  the  Players  Golf  line, the Bel Air Golf line and other trade
names  acquired.

In  consideration  for  these assets, the Company assumed a liability of $50,000
and issued 400,000 shares of its restricted common stock.  The Company agreed to
issue  255,000 common stock purchase warrants exercisable at $1.00 per share for
a  period  of six months from closing and 100,000 common stock purchase warrants
exercisable  at  $1.00  per  share  for  a  period of one year from closing.  In
addition,  the Company agreed to issue 100,000 common stock warrants exercisable
at  $1.00 per share, 100,000 common stock purchase warrants exercisable at $2.00
per  share,  and 100,000 common stock purchase warrants exercisable at $3.00 per
share,  vesting  and  exercisable  only  if  net  revenues from Bel Air Golf and
Players Golf reach $1,500,000, $2,000,000 and $2,500,000 in 2000, 2001 and 2002,
respectively.  The  Company also issued 10% of the securities described above as
a  finder's  fee  with  respect  to  this  transaction.

The  Company  issued  250,000  of  the 400,000 shares on November 29, 1999 as an
advance, in order to be able to operate the Bel Air Golf Companies on an interim
basis.  The  250,000  shares,  as  well as the related 25,000 shares issued as a
finder's  fee,  were  valued  at  $168,934  and  allocated  to  inventories.

In  connection  with  the  agreement,  during  April  2000  the Company issued a
promissory  note for $50,000 with interest at 8% per annum commencing January 1,
2000,  with  quarterly  interest  payments  of $1,000 through March 31, 2003, at
which  time  all  principal and unpaid accrued interest is due and payable.  The
Company  also  issued 25,000 common stock purchase warrants exercisable at $1.50
per  share  through  March  31,  2003.


                                       13
<PAGE>
Results  of  Operations:

Three  Months  Ended  March  31,  2000  and  1999  -

For  the  three  months ended March 31, 2000, net sales increased by $205,718 or
49.1%  to $624,445, as compared to $418,727 for the three months ended March 31,
1999,  as  a  result of increased unit sales and increasing market acceptance of
the Company's proprietary forged face insert technology products.  Approximately
20%  of  sales  for  the  three  months  ended March 31, 2000 consisted of sales
generated  by  the  product  lines  acquired  from  the  Bel Air Golf Companies.

For  the  three months ended March 31, 2000, gross profit increased to $330,965,
as compared to $237,647 for the three months ended March 31, 1999.  As a percent
of  net  sales,  gross  margin  decreased  to  53.0% in 2000 from 56.8% in 1999,
primarily as a result of sales in 2000 including the product lines acquired from
the  Bel  Air  Golf  Companies,  which have gross margins somewhat less then the
Company's  proprietary  forged  face  insert  technology  product  lines.

For  the  three  months  ended  March  31,  2000, selling and marketing expenses
increased  by  $26,644  or  17.4%  to  $180,025 (28.8% of sales), as compared to
$153,381  (36.6%  of  sales) for the three months ended March 31, 1999.  Despite
decreasing  as  a  percent of sales, selling and marketing expenses increased in
2000  as  compared  to  1999  on  an absolute basis due to increased selling and
marketing  activities,  particularly  with respect to the product lines acquired
from  the  Bel  Air  Golf  Companies.

For  the  three months ended March 31, 2000, tour and pro contracts decreased by
$82,779  or  89.0%  to $10,231 (1.6% of sales), as compared to $93,010 (22.2% of
sales)  for  the  three  months  ended  March  31,  1999, as a result of reduced
emphasis  and  reliance  on the services of touring professionals to promote the
Company's  products.

For  the  three months ended March 31, 2000, general and administrative expenses
increased  by  $10,672  or  3.5%  to  $312,151  (50.0% of sales), as compared to
$301,479  (72.0%  of  sales)  for  the  three  months  ended  March  31,  1999.

Net  loss was $199,575 for the three months ended March 31, 2000, as compared to
a  net  loss  of  $336,149  for  the  three  months  ended  March  31,  1999.

Liquidity  and  Capital  Resources  -  March  31,  2000:

The  Company  utilized cash of $595,604 in operating activities during the three
months  ended  March  31, 2000, as compared to utilizing cash of $102,722 during
the  three  months  ended  March  31,  1999.  The  increase  in cash utilized in
operating  activities  in  2000  as compared to 1999 of $492,882 was primarily a
result of an increase in cash utilized for accounts receivables and inventories.
At  March  31,  2000,  cash  and  cash equivalents had decreased by $657,419, to
$135,843,  as  compared  to  $793,262  at  December  31, 1999.  As a result, the
Company  had  working  capital  of  $562,768  at  March 31, 2000, as compared to
working capital of $776,327 at December 31, 1999, resulting in current ratios of
1.53:1  and  1.83:1  at  March  31,  2000  and  December 31, 1999, respectively.


                                       14
<PAGE>
During  the  three  months  ended  March  31,  2000,  net cash used in investing
activities  for  the purchase of property and equipment was $50,188.  During the
three  months  ended  March  31,  1999,  the Company did not utilize any cash in
investing  activities.

During  the  three  months  ended  March  31, 2000, the Company repaid $8,582 of
short-term  borrowings,  as  compared  to  generating  $60,000  from  short-term
borrowings  during  the  three  months  ended  March 31, 1999.  During the three
months  ended  March  31,  2000,  the Company reduced its bank line of credit by
$1,045, as compared to increasing it by $18,964 for the three months ended March
31,  1999.

The  Company  has  incurred  operating  losses  and  negative  cash  flows  from
operations  during  the  past  few  years,  and  has  relied  on the sale of its
securities  to  fund  its  operations since 1997.  The Company believes that the
anticipated  cash flows from operations, combined with the net proceeds from the
recent  sale  of  the  Company's  preferred  stock,  will  be  adequate  to fund
operations  for  2000.  However,  to  the  extent that the Company experiences a
substantial  increase  in  revenues  and/or  acquires  other  golf operations or
companies, the Company may seek additional debt or equity financing.  Should the
cash  flows  generated  by operating and financing activities be insufficient to
fund  the Company's future operations, the Company believes that it will be able
to  adjust  its expenditures and/or reduce its operations, as it has in previous
years,  to  a  level  consistent  with  its available working capital resources.

Year  2000  Issue:

As of December 31, 1999, the Company had completed any required modifications to
its  software to ensure that its software systems were Year 2000 compliant.  The
cost  of  such  modifications  was  not  significant.

Since  the date rollover on January 1, 2000, the Company has not experienced any
material  adverse effect from the Year 2000 Issue. While the primary risk to the
Company with respect to the Year 2000 Issue continued to be the ability of third
parties  to  provide  goods  and  services  in a timely and accurate manner, the
Company  has  not experienced any such disruption to date.  The Company does not
expect  any  remaining  risks  with  respect  to  the  Year 2000 Issue to have a
material  adverse  effect  on  the  Company.


                                       15
<PAGE>
New  Accounting  Pronouncement:

In June 1998, the Financial Accounting Standards Board issued Statement No. 133,
"Accounting for Derivative Instruments and Hedging Activities" ("SFAS No. 133"),
which  is  effective  for  financial  statements  for all fiscal quarters of all
fiscal  years  beginning  after  June  15,  2000.  SFAS No. 133 standardizes the
accounting  for derivative instruments, including certain derivative instruments
embedded in other contracts, by requiring that an entity recognize those item as
assets or liabilities in the statement of financial position and measure them at
fair  value.  SFAS No. 133 also addresses the accounting for hedging activities.
The  Company  will  adopt  SFAS No. 133 for its fiscal year beginning January 1,
2001.  The  Company  does  not  expect that adoption of SFAS No. 133 will have a
material  impact  on  its  financial  statement  presentation  or  disclosures.


                                       16
<PAGE>
                           PART II.  OTHER INFORMATION


ITEM  2.  CHANGES  IN  SECURITIES  AND  USE  OF  PROCEEDS

(c)  Recent  sales  of  unregistered  securities

During  the three months ended March 31, 2000, the Company repaid a note payable
for  $10,000 by issuing 10,000 shares of common stock valued at $1.00 per share.

For  the  three  months  ended  March  31, 2000, 3,232 shares of Series A Senior
Convertible  Preferred  Stock  were  issued  as payment of dividends of $30,701.

The  shares  of common stock and stock options were issued based on an exemption
from  registration  pursuant  to  Section 4(2) of the Securities Act of 1933, as
amended,  based  on  the  representations  of  the  recipients.


ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

(a)     Exhibits:

27     Financial  Data  Schedule  (electronic  filing  only)

(b)     Reports  on  Form  8-K:

Three  Months  Ended  March  31,  2000  -  None


                                       17
<PAGE>
                                   SIGNATURES



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



                                  GOLFGEAR INTERNATIONAL, INC.
                                  ----------------------------
                                           (Registrant)



Date:  May 10, 2000               By:  /s/ DONALD A. ANDERSON
                                       -------------------------
                                       Donald A. Anderson
                                       President
                                       (Duly Authorized Officer)




Date:  May 10, 2000               By:  /s/ ROBERT N. WEINGARTEN
                                       -------------------------
                                       Robert N. Weingarten
                                       Chief Financial Officer
                                       (Principal Financial
                                       Officer)


                                       18
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