U.S. SECURITIES AND EXCHANGE COMMISSION
                      Washington, DC 20549


                           FORM 10-QSB

     (Mark One)

     [X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
     SECURITIES AND EXCHANGE ACT OF 193 FOR THE QUARTERLY PERIOD
     ENDED 03/31/00

     [ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE
     SECURITIES AND EXCHANGE       ACT OF 1934 FOR THE TRANSITION
     PERIOD FROM ___________ TO ___________.

     Commission file number 0-27647

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

 2400 Loop 35, #1502, Alvin, Texas                          77511
 (Address of principal executive offices)                 (Zip Code)


                         (281) 331-5580
                   (Issuers telephone number)



 (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 _____ No _____

     Applicable   only   to   issuers  involved   in   bankruptcy
proceedings during the past 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

     State  the  number  of shares outstanding  of  each  of  the
     issuer=s classes of common equity, as of the
     latest practicable date: Common 1,600,000.

     Transitional Small Business Disclosure Format
     (Check one):
     Yes _____   No _____






Part I - Financial Information

Item 1.   Financial Statements

     The  unaudited  financial statements for the  quarter  ended
     December  31,  1999  are  attached hereto  by  reference  as
     EXHIBIT A.

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

     The  Company  is  in  the  development  stage  and  has  not
     generated any revenues from operations as yet.  All payments
     and  royalties  due on the Companys distribution  agreement
     have  been  deferred   by the grantor  of  the  distribution
     rights for a period of two years from the effective date.

Part II - Other Information

Item 1.   Legal Proceedings

     Registrant  has no knowledge of, or is there presently,  any
     legal proceedings on behalf of, or against the Company.

Item 2.   Changes in Securities and Use of Proceeds

     None

Item 3.   Defaults Upon Senior Securities

     Not Applicable

Item 4.   Submission of Matters to a vote of Securities Holders.

     No  matters  have been submitted to a vote of the Securities
     holders during the quarter ended March 31, 2000.

Item 5.   Other Information

     None

Item 6.   Exhibits and Reports on Form 8K

     None



                           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.


                                   XAIBE INC.

                                   /S/ John T. Bauska
                                   John T. Bauska, President and
                                   Director











                            EXHIBIT A







            Financial Statements for the Period Ended
                         March 31, 2000
                    (Prepared by Management)

                           XAIBE, INC.
                (A Development Stage Enterprise)

                          BALANCE SHEET

                     CONDENSED BALANCE SHEET
                         March 31, 2000

                        October 31, 1999

      ASSETS


CURRENT ASSETS:
  Cash in checking                                 2,204



OTHER ASSETS:

  License Rights                  1,000
  Deferred Offering Costs        10,005
     Total other Assets                           11,005

     TOTAL ASSETS
                                                  13,209

              LIABILITIES AND STOCKHOLDERS EQUITY



CURRENT LIABILITIES:                                     0

  STOCKHOLDERS= EQUITY:
  Common stock, $0.001 Par
  Value, 10,000,000 shares
  Authorized, 1,600,000 shares
  Issued and outstanding             1,600

  Additional Paid-In capital        19,900

  Retained earnings (Deficit)      (8,291)

     Total Stockholders= Equity                     13,209

     Total Liabilities and
     Stockholders= Equity                           13,209



                                1


                           XAIBE, INC.
                (A Development Stage Enterprise)

                     STATEMENT OF OPERATIONS

                CONDENSED STATEMENT OF OPERATIONS

        For the three month period ending March 31, 2000

            For the period July 17, 1998 (Inception)
                       Through October 31,
                              1999


REVENUES:                                       $         0




OPERATING EXPENSES:
  Bank charges                                           66
  Management fees                                     5,000
  Legal and Accounting Fees                           3,000
  Office Expenses                                       225

     Total Operating Expenses                         8,291

  NET (LOSS)                                        (8,291)

  NET (LOSS) PER

NET (LOSS) PER
  SHARE OF COMMON STOCK                             (.0085)

Weighted Average

Weighted Average
Number of shares

Number of shares
Outstanding                                       1,600,000












                                2


                           XAIBE, INC.
                (A Development Stage Enterprise)


                     STATEMENT OF CASH FLOWS

        For the three month period ending March 31, 2000

          For the period from July 17, 1998 (Inception)
                    Through October 31, 1999




CASH FLOWS FROM OPERATING
ACTIVITIES:

  Net Income (Loss)                          $    (8,291)

Adjustments to Reconcile
Net (Loss) to Cash Flow From
Operating Activities:
     Increase in license rights                   (1,000)

     Increase in deferred offering costs         (10,005)

  Net cash provided (Used)
  By operating activities                        (19,296)

By operating activities                          (19,296)

CASH FLOWS FROM FINANCING

CASH FLOWS FROM FINANCING
ACTIVITIES:

  Issuance of Common
  Stock                                            21,500

  Net increase in Cash                              2,204



CASH, BEGINNING OF PERIOD                               0
CASH, END OF PERIOD                                 2,204





                                3


                           XAIBE, INC.
                (A Development Stage Enterprise)

       NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)




NOTE A B BASIS OF PRESENTATION

The accompanying unaudited financial statements have been
prepared in accordance with generally accepted accounting
principles for interim financial information and with US Security
and Exchange Commission (SEC)requirements. Accordingly, they do
not include all of the information and footnotes required by
generally accepted accounting principles for complete financial
statements.  The accompanying statements should be read in
conjunction with the audited financial statements of June 30,
1999.  In the opinion of management all adjustments (consisting
only of normal recurring accruals) considered necessary in order
to make the financial statements not misleading, have been
included.  Operating results for the period ended March 31, 2000
are not necessarily indicative of the results that may be
expected for full fiscal years ending June 30.  The financial
statements are presented on an accrual basis.