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

                                   FORM 10-QSB


(Mark One)

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

                For the quarterly period ended: March 31, 2000

Or

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

                   For the transition period from        to

                        Commission file number: 0 - 26597

                        DOT COM ENTERTAINMENT GROUP, INC.
           (Name of Small Business Issuer as specified in its charter)

           Florida                                      58-2466312
(State or other jurisdiction of              (I.R.S. Employer Identification
incorporation or organization)                             Number)

150 Randall St.,                                          L6J 1P3
Oakville, Ontario, Canada
(Address of principal executive offices)                 (zip code)

                                 (716) 853-1964
                            Issuer's telephone number

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_____

As of April 27,  2000,  the  registrant  had  10,730,000  shares of Common Stock
outstanding.

Transitional Small Business Disclosure Format (check one);

                               Yes_____ No__X__

<PAGE>

Part I - Financial Information
------------------------------

Statements  contained  in this  quarterly  report  on Form  10-QSB  that are not
historical facts are  forward-looking  statements as that term is defined in the
Private  Securities   Litigation  Reform  Act  of  1995.  Such   forward-looking
statements  are subject to risks and  uncertainties,  which  could cause  actual
results to differ materially from estimated  results.  Certain of such risks and
uncertainties   are  detailed  in  filings  with  the  Securities  and  Exchange
Commission and the discussion in "Item 2.  MANAGEMENT'S  DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS" below.

Item 1 - Financial Statements:

dot com ENTERTAINMENT  GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                   (Unaudited)
                                                    March 31,              December 31,
                                                      2000                    1999
                                                   -----------             ------------
<S>                                               <C>                      <C>
        ASSETS

Current assets:
     Cash and cash equivalents                    $  504,622               $   51,707
     Accounts receivable:
         Trade                                       299,909                  254,471
         Other                                       100,280                   76,460
                                                  ----------               ----------
              Total current assets                   904,811                  382,638

Deferred tax asset                                   306,000                  323,000
                                                  ----------               ----------
                                                  $1,210,811               $  705,638
                                                  ==========               ==========

         LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
     Accounts payable and accrued liabilities     $  166,095               $  126,901
     Accounts payable - officers                      69,500                  100,916
     Income taxes payable                              3,400                    3,400
                                                  ----------               ----------
              Total current liabilities              238,995                  231,217

Stockholders' equity:
     Common stock, $0.001 par value, 50,000,000
     shares authorized, 10,730,000 shares issued
     and outstanding (10,500,000 - 1999)              10,730                   10,500
     Additional paid in capital:
         Common Stock                                610,320                  238,050
         Stock options / warrants                    801,500                  701,000
     Accumulated deficit                            (450,734)                (475,129)
                                                  ----------               ----------
                                                     971,816                  474,421
                                                  ----------               ----------
                                                  $1,210,811               $  705,638
                                                  ==========               ==========
</TABLE>

(see accompanying notes)

<PAGE>

dot com ENTERTAINMENT  GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

                                                    Three Months Ended March 31,
                                                       2000              1999
                                                       ----              ----
Revenues                                            $ 305,910         $ 66,049


Expenses:
     Marketing                                         33,879           25,800
     Development                                      117,271           14,221
     General and administrative                        95,365           25,143
     Stock and stock option compensation               18,000                -
                                                   ----------        ---------
                                                      264,515           65,164
                                                   ----------        ---------
Net income before income taxes                         41,395              885
Income tax expense                                     17,000                -
                                                   ----------        ---------
Net income                                         $   24,395        $     885
                                                   ==========        =========
Net income per share - basic                       $    0.002        $   0.000
                                                   ==========        =========
Weighted average number of common
  shares outstanding - basic                       10,653,333        8,333,333
                                                   ==========        =========
(see accompanying notes)

<PAGE>

dot com ENTERTAINMENT  GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

                                                   Three Months Ended March 31,
                                                      2000              1999
                                                      ----              ----
Cash flows from operating activities:

     Net income                                      $ 24,395        $   885
     Adjustments to reconcile net income to
      net cash used in operations:
         Expenses satisfied via the issuance of
         common stock and stock options                18,000              -
         Deferred income tax expense                   17,000              -
         Changes in non-cash working capital items:
             Accounts receivable                      (69,258)       (87,507)
             Prepaid expenses                               -        (16,500)
             Accounts payable                           7,778          4,504
                                                     --------        -------
         Net cash used in operating activities         (2,085)       (98,618)

Cash flows from financing activities:

     Proceeds from issuance of common stock           455,000        248,420
                                                    ---------       --------
         Net cash provided by financing activities    455,000        248,420
                                                    ---------       --------

Net increase in cash during the period                452,915        149,802
Cash and cash equivalents, beginning of period         51,707          3,419
                                                    ---------       --------
Cash and cash equivalents, end of period            $ 504,622       $153,221
                                                    =========       ========
(see accompanying notes)

<PAGE>

DOT COM ENTERTAINMENT  GROUP, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements


NOTE 1. - BASIS OF PRESENTATION

The accompanying  unaudited financial statements of dot com Entertainment Group,
Inc. and  Subsidiaries  (the "Company ") have been  prepared in accordance  with
generally accepted accounting  principles for interim financial  information and
with the  instructions to Form 10-QSB.  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 month
period ended March 31, 2000 are not  necessarily  indicative of the results that
may be expected for the year ended December 31, 2000.  For further  information,
refer to the Company's  Annual Report on Form 10-KSB for the year ended December
31, 1999,  which includes audited  financial  statements and footnotes as of and
for the years ended December 31, 1999 and 1998.

NOTE 2. - STOCKHOLDERS' EQUITY

During the quarter  ended March 31, 2000,  the Company  issued  200,000 units of
equity instruments in a private placement offering. Each unit was sold for $2.50
and  consisted  of one share of the  Company's  common  stock and one warrant to
purchase  a share of common  stock at a price of $4.00 per share.  The  warrants
vest  immediately and expire two years from the date of grant. The proceeds from
the sale of these instruments amounted to approximately $455,000, net of related
costs amounting to $45,000, of which approximately  $85,500 was allocated to the
warrants. This amount was determined using the Black-Scholes pricing model.

During the quarter ended March 31, 2000,  30,000 shares of the Company's  common
stock were issued in exchange for consulting  services rendered.  These services
had a value of $3,000.

NOTE 3. - STOCK OPTIONS

During the quarter ended March 31, 2000,  the Company  granted 50,000 options to
purchase  shares  of the  Company's  common  stock,  in  exchange  for  services
rendered.  These  services  had a value of  $15,000.  In  addition,  the Company
granted  50,000  incentive  stock options to employees,  accounted for under the
provisions of APB 25. Both of the above groups of options have an exercise price
of $3.00, vest immediately and expire in 2005.

NOTE 4. - EARNINGS PER SHARE

In  accordance  with  Statement  of  Financial  Accounting  Standards  No.  128,
"Earnings Per Share," the Company has reported basic earnings per share. Diluted
earnings per share has not been presented due to the fact that the conversion of
outstanding options and warrants are not considered in the calculation since the
average  market  price  is less  than the  exercise  price  for all  exercisable
securities  during  the  quarter  ended  March  31,  2000.  There  are no  other
potentially dilutive securities outstanding.

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

Results of Operations

General

dot com  Entertainment  Group,  Inc. ("dot com" or the "Company") is an Internet
software  development  company,  specializing  in the  creation  and  support of
Internet  entertainment  products  and  related  services.  dot com  derives its
revenues  from several  sources,  including  its  assessment of license fees and
royalties from the use of its software. Additionally, dot com provides licensees
with technical support, maintenance,  software upgrades, information and systems
consulting  services,  and marketing and  promotional  initiatives  and services
geared toward dot com brand awareness.

dot com is not an  Internet  gaming  company,  in that it does not  directly  or
indirectly  accept wagers used to play games of chance on the Internet.  Rather,
it  develops  and  licenses  the use of its  commercial  software  products  and
trademarks to independent  third parties  located in  jurisdictions  that permit
Internet gaming as a legitimate business enterprise.

The  following  tables set forth  selected  information  from the  statements of
operations  for the three  months  ended March 31, 2000 and 1999 and the balance
sheets as at March 31, 2000 and December 31, 1999.

Selected Statement of Operations Information
--------------------------------------------
                                             Three Months Ended March 31,
                                             2000                    1999
                                             ----                    ----

Revenues                               $    305,910             $    66,049
Operating expenses                          264,515                  65,164
Net income                                   24,395                     885

Selected Balance Sheet Information
-----------------------------------

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

Current assets                         $    904,811             $   382,638
Current liabilities                         238,995                 231,217
Stockholders' equity                        971,816                 474,421

Revenues increased to $305,910 for the quarter ended March 31, 2000 from $66,049
for the quarter ended March 31, 1999. The growth in revenues results from higher
royalties and support and maintenance charges and the assessment of license fees
to new software licensees who will take delivery of dot com technical systems in
the current  quarter.  The royalty  revenue  increased  to $221,910 in 2000 from
$55,306 in 1999 reflecting the increased  activity of the Company's  licensee in
Antigua. Support and maintenance revenue was $67,000 for the quarter ended March
31, 2000 resulting from upgrades being made to the  CyberBingo(TM)  software and
related  systems,  the  development  of The Bingo  Network  Program (TM) and the
delivery of the CyberBingo Network Program,  ongoing maintenance to the Antiguan
licensee and the development and delivery of marketing and promotional programs.
In 1999, support and maintenance revenue was $10,000. Licensing revenues totaled
$17,000 for the quarter ended March 31, 2000 as the Company has added additional
licensees.  Licensing  revenues  were nil in the  similar  period in 1999 as the
Company  only had one licensee  for that  period,  with the initial  license fee
having  been  paid in  1998.  It is  anticipated  that  the new  licensees  will
diversify the Company's concentration of revenue beginning in the second quarter
of fiscal year 2000.  The new licensees will also provide  additional  royalties
and  support  and  maintenance  revenue,  which will be in  addition  to initial
license fees where  applicable.  The Company earned $743 of advertising  revenue
during fiscal 1999 compared to nil in 2000.

Operating  expenses  increased to $264,515 for the quarter  ended March 31, 2000
from  $65,164 for the same quarter in 1999.  The  increased  operating  expenses
reflect the significantly higher level of activity at the Company. During fiscal
1999,  the Company had limited  operations  in the first  quarter,  resulting in
significantly  lower  expense  levels.  Marketing  expenses were $33,879 for the
first  quarter of 2000  compared to $25,800 for the first  quarter in 1999.  The
increase  is due  primarily  to the  inclusion  of a  marketing  director in the
current year. Development expenses grew to $117,271 the three months ended March
31,  2000  from  $14,221  in  1999.  The  primary  reason  for the  increase  in
development  expenses  results  from  the  hiring  of  software  developers  and
consultants  to  improve  the  Company's  products  and  services.  General  and
administrative  expenses  increased  to $95,365 for the quarter  ended March 31,
2000 from $25,143 for the similar period in the prior year. The increase results
from the remuneration of its senior management,  the leasing of office space and
the  incurrance  of the related  expenses  associated  with the higher  level of
activity  of the  Company  which were  expenses  not  incurred  during the first
quarter  of 1999.  There was  $18,000  of stock and  stock  option  compensation
expense in the first  quarter of fiscal  2000  related to 30,000  common  shares
bearing  a  restrictive  legend  and  50,000  non-qualified  options  issued  to
consultants.  These options were recorded as compensation  expense in accordance
with the  provisions  of SFAS No.  123,  based  on the  value of the  consulting
services. There was no similar expense in 1999.

The  Company had a net profit of $24,395  for the three  months  ended March 31,
2000  compared to a profit of $885 in 1999  resulting  from the higher levels of
revenue offsetting expense requirements.  As the Company increases the number of
its licensees and introduces new products it is anticipated  that  profitability
will continue.  There was a $17,000 tax provision recorded for the first quarter
of 2000 based on the profits for the period as compared to nil in the prior year
period.

LIQUIDITY AND CAPITAL RESOURCES

At March 31, 2000 the Company had cash  resources  of $504,622 as compared  with
$51,707 at December 31, 1999.

At March 31, 2000 the Company had working capital of  approximately  $650,000 as
compared  with  approximately  $150,000  at  December  31,  1999.  The  increase
primarily  reflects the  issuance of 200,000  units of equity  instruments  in a
private placement financing.  The per unit price was $2.50 providing proceeds of
approximately  $455,000  after  associated  expenses.  Each unit consists of one
share of the  Company's  common  stock and one  warrant  to  purchase a share of
common  stock at a price of $4.00 per share.  The  Company  intends to use these
funds to further develop its current  products,  create and develop new products
and to  expand  its  sales and  marketing  efforts  to  increase  the  number of
licensees of its products.

At March 31,  2000,  total  assets  increased  to  $1,210,811  from  $705,638 at
December 31, 1999.  The increase is due  primarily to the higher  levels of cash
associated with the issuance of the units as discussed above.

Total  liabilities  increased  marginally  to  $238,995  at March  31,  2000from
$231,217 at December 31, 1999.  This increase is consistent  with the heightened
level of business  activity of dot com in the  current  period  compared to that
leading to the year-end December 1999.

Net cash used in  operating  activities  declined to  approximately  $2,000 from
$99,000 in the prior  year.  The  decrease  results  from  improved  net income,
increased  non-cash  expenses  and lower  increase in non-cash  working  capital
items.  During the first quarter of 2000 the Company issued common stock for net
proceeds  of  $455,000  as  described  above.  In the first  quarter of 1999 the
Company issued 6,500,000  common shares for proceeds of approximately  $248,000.
There was a net  increase in cash of $453,000  for the first  quarter of 2000 as
compared to $150,000 for the same period in 1999.

The Company intends to continue to pursue  financing  activities such as further
equity  offerings  and has  obtained  a line of  credit  supported  by its  cash
resources to support its ongoing  investment in activities to generate increased
revenues and profitability for the Company.

There are presently no material commitments for capital expenditures. Due to the
nature of its  business,  the Company does not require  significant  outlays for
capital  expenditures and, as a result, is not planning for any material capital
expenditures for the foreseeable future,  unless and until additional  financing
is realized.

IMPACT OF INFLATION

The  Company  believes  that  inflation  has not had a  material  effect  on its
business.

RISKS AND UNCERTAINTIES

The Company has identified  that there is uncertainty in North America  relating
to the lawfulness of Internet gaming. As such, notwithstanding the fact that its
licensees  operate  from  countries  where such  business is lawful if licensed,
governments elsewhere,  including the federal, state or any local governments in
the United States may take the position  that the Company's software and support
systems  are  being  played  and  or  used  unlawfully  in  their  jurisdiction.
Accordingly,  the  Company  may  face  criminal  prosecution  in any  number  of
jurisdictions,  either for operating an illegal gaming  operation,  or as aiding
and abetting  others,  such as its  licensees,  in  operating an illegal  gaming
operation.  The  Company  has  not  devoted  any of  its  limited  resources  to
investigating the legal climate in which it operates.  Many of the issues facing
the  Company are the same as those  facing all other  e-commerce  providers,  as
current  laws  are not  clear  as to  who,  if  anyone,  has  jurisdiction  over
Internet-based commerce. A number of proposals have been presented in the United
States congress to expressly ban Internet  gaming.  Although the Company intends
to do business  worldwide,  any enforceable ban on Internet gaming in the United
States would have a material  adverse effect on the Company's  business and both
its short-term and long-term liquidity and its revenues from operations.

YEAR 2000 RISKS

In FY 1999, the potential existed and dot com was exposed to a risk that certain
of its systems or those of licensees would fail or suffer impairment as a result
of the Year 2000 issue (hereinafter  "Y2K"). Y2K relates to the rollover date of
programming  defaulting  to 01/01/1900  rather than  01/01/2000  (the  "Rollover
Date").  Although  there was no impact on the  Company or its  licensees  on the
Rollover Date and management believes that all hardware is Y2K compliant,  there
may still be a risk that the  Company's  reliance on certain  hardware  systems,
software and related  services could result in a complete  system failure to its
software  and/or  hardware  systems  and/or any related  information  technology
system including communication systems.

Although the Company relies on systems developed using current technology and on
systems  designed  to be Y2K  compliant,  we may  have to  replace,  upgrade  or
re-engineer or program certain systems to ensure that all technology will be Y2K
compliant  when operating  together.  Management  does not anticipate  having to
incur any major  operating  or capital  expenditures  that would have a material
impact on our financial condition.  While management believes that the Company's
hardware  and  software  systems  are and will  continue  to  operate  after the
Rollover  Date,  there  can be no  assurance  that  all  systems  will  function
adequately.

Item 6 - Exhibits and Reports on Form 8-K

        (a)  Exhibits.

             Exhibit No.                        Exhibit Name
             -----------                        ------------
                 27                             Financial Data Schedule


        (b)  Reports on Form 8-K.

             None.

                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                       DOT COM ENTERTAINMENT GROUP, INC.
                                  (Registrant)


Date:  April 26, 2000              /s/  SCOTT WHITE
                                   -----------------
                                   Scott White
                                   President

Date:  April 26, 2000              /s/  ANDRE KERN
                                   -----------------
                                   Andre Kern
                                   Controller and Principal Accounting Officer
<PAGE>


                                 EXHIBIT INDEX



         Exhibit No.                            Exhibit Name
         -----------                            ------------
            27                                  Financial Data Schedule