UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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, 2000

[ ] Transition Report pursuant to 13 or 15(d) of the Securities  Exchange Act of
    1934

     For the transition period from -------------  to  -------------

     Commission File Number 0-26535

                            VIAVID BROADCASTING, INC.

        (Exact name of Small Business Issuer as specified in its charter)


NEVADA                                                 98-020-6168
---------------------------                            -----------
(State or other jurisdiction of                        (IRS Employer
incorporation )                                        Identification No.)

3955 GRAVELEY STREET, BURNABY, BRITISH COLUMBIA        V5C 3T4
-----------------------------------------------        -------
(Address of principal executive offices)               (Zip Code)

Issuer's telephone number, including area code         604-669-0047
                                                       ------------

Indicate by a check mark  whether the issuer (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 issuer was required
to file such reports),  and (2) has been subject to such filing requirements for
the past 90 days [ X ] Yes [ ] No

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

                                         Outstanding as of
     Class                               February 5, 2000
     ------------------------------      -----------------
     Common Stock                        7,963,000 shares


<PAGE>


                      PART 1 B FINANCIAL INFORMATION

Item 1.  FINANCIAL STATEMENTS

GENERAL

The Company's unaudited financial statements for the nine months ending December
31, 2000 are included with this Form 10-QSB. The unaudited financial  statements
for the nine months ending December 31, 2000 include:

         (a) Consolidated  Balance  Sheet as of December  31, 2000 and March 31,
             2000;

         (b) Consolidated    Statement   of   Operations   -   Cumulative   from
             Incorporation  to December 31, 2000, nine months ended December 31,
             2000 and December 31, 1999 and Three months ended December 31, 2000
             and December 31, 1999;

         (c) Consolidated  Statement  of  Shareholders'  Equity  for the  period
             ending December 31, 2000;

         (d) Consolidated   Statement   of   Cash   Flows  -   Cumulative   from
             Incorporation  to December 31, 2000, nine months ended December 31,
             2000 and December 31, 1999;

         (e) Notes to Consolidated Financial Statements.

The unaudited  financial  statements  have been prepared in accordance  with the
instructions to Form 10-QSB and,  therefore,  do not include all information and
footnotes  necessary  for a complete  presentation  of the  financial  position,
results of operations,  cash flows, and stockholders'  equity in conformity with
generally  accepted  accounting  principles.  In the opinion of management,  all
adjustments  considered  necessary  for a fair  presentation  of the  results of
operations  and financial  position have been included and all such  adjustments
are of a normal recurring  nature.  Operating  results for the nine months ended
December  31, 2000 are not  necessarily  indicative  of the results  that can be
expected for the year ending March 31, 2001.



                              FINANCIAL STATEMENTS



                                      2
<PAGE>


                            VIAVID BROADCASTING INC.
                          (A DEVELOPMENT STAGE COMPANY)

                        CONSOLIDATED FINANCIAL STATEMENTS
                      (EXPRESSED IN UNITED STATES DOLLARS)
                                   (UNAUDITED)

                                DECEMBER 31, 2000



                                       3
<PAGE>



VIAVID BROADCASTING INC.
(A Development Stage Company)
CONSOLIDATED BALANCE SHEETS
(Expressed in United States Dollars)
(Unaudited)
<TABLE>
<CAPTION>

========================================================================================== ================= ================

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



<S>                                                                                        <C>              <C>
ASSETS

CURRENT

    Cash                                                                                   $       122,763   $       134,540
    Accounts receivable                                                                             11,644             6,164
    Prepaid expenses                                                                                 7,587            13,045
                                                                                           ---------------   ---------------

                                                                                                   141,994           153,749

Capital assets (Note 4)                                                                            167,342           183,740
                                                                                           ---------------   ---------------

                                                                                           $       309,336   $       337,489
========================================================================================== ================= ================

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT

    Accounts payable and accrued liabilities                                               $        34,836   $        31,794
    Due to related parties                                                                          37,388            17,780
                                                                                           ---------------   ---------------

                                                                                                    72,224            49,574
                                                                                           ---------------   ---------------

SHAREHOLDERS' EQUITY
    Capital stock (Note 5)
       Authorized
              25,000,000  common shares with a par value of $0.001 per share
       Issued
               7,701,000  common shares (6,652,000 at March 31, 2000)                                7,701             6,652
    Additional paid-in capital                                                                   1,984,891         1,358,077
    Deficit accumulated during the development stage                                            (1,755,480)       (1,076,814)
                                                                                           ---------------   ---------------

                                                                                                   237,112           287,915
                                                                                           ---------------   ---------------

                                                                                           $       309,336   $       337,489
========================================================================================== ================= ================
</TABLE>


NATURE OF OPERATIONS (Note 1)

SUBSEQUENT EVENTS (Note 11)

              The accompanying notes are an integral part of these
                       consolidated financial statements.



                                       4
<PAGE>

VIAVID BROADCASTING INC.
(A Development Stage Company)
CONSOLIDATED STATEMENT OF OPERATIONS
(Expressed in United States Dollars)
(Unaudited)
<TABLE>
<CAPTION>
====================================== ================ ================= ================ ================= ================

                                            Cumulative
                                                  From
                                         Incorporation       Three Month      Three Month        Nine Month       Nine Month
                                                    to      Period Ended     Period Ended      Period Ended     Period Ended
                                          December 31,      December 31,     December 31,      December 31,     December 31,
                                                  2000              2000             1999              2000             1999
-------------------------------------- ---------------- ----------------- ---------------- ----------------- ----------------

<S>                                     <C>             <C>               <C>              <C>               <C>
REVENUE

    Broadcast and web income           $        65,698  $         8,860   $         3,981  $        17,618   $        18,426
                                       ---------------  ---------------   ---------------  ---------------   ---------------


EXPENSES

    Amortization                                76,082           12,568            17,531           36,533            37,709
    Consulting                                 597,111          108,790            76,229          290,683           163,387
    Equipment rental                             9,877              512               325            2,113             2,801
    Foreign exchange                            13,000              404               658            8,978             1,692
    Internet, website and graphics              88,876            7,857            30,560           35,710            70,203
    Office and miscellaneous                   108,643           18,904            26,749           45,839            65,938
    Professional fees                          166,399           17,807            24,787           52,747            51,092
    Rent                                        86,374           11,904            19,579           31,068            36,577
    Salaries and benefits                      227,732           33,736            31,427          124,968            51,807
    Stock based compensation                   389,492           17,288                 -           51,863                 -
    Travel and entertainment                    69,297            6,067             6,787           21,983            18,572
                                       ---------------  ---------------   ---------------  ---------------   ---------------

                                            (1,832,883)        (235,837)         (234,632)        (702,485)         (499,778)
                                       ---------------  ---------------   ---------------  ---------------   ---------------


NON-OPERATING INCOME

    Interest income                             11,705            2,586             2,573            6,201             3,681
                                       ---------------  ---------------   ---------------  ---------------   ---------------


LOSS FOR THE PERIOD                    $    (1,755,480) $      (224,391)  $      (228,078) $      (678,666)  $      (477,671)
====================================== ================ ================= ================ ================= ================

BASIC AND DILUTED LOSS PER SHARE                        $         (0.03)  $         (0.04) $         (0.10)  $         (0.08)
====================================== ================ ================= ================ ================= ================

WEIGHTED AVERAGE
    SHARES OUTSTANDING                                        7,565,630         6,414,758        7,058,924         6,064,630
====================================== ================ ================= ================ ================= ================
</TABLE>





              The accompanying notes are an integral part of these
                       consolidated financial statements.



                                       5
<PAGE>

VIAVID BROADCASTING INC.
(A Development Stage Company)
CONSOLIDATED STATEMENT OF CASH FLOWS
(Expressed in United States Dollars)
(Unaudited)
<TABLE>
<CAPTION>

========================================================================= ================= ================ =================

                                                                                Cumulative
                                                                                      From
                                                                             Incorporation       Nine Month        Nine Month
                                                                                        to     Period Ended      Period Ended
                                                                              December 31,     December 31,      December 31,
                                                                                      2000             2000              1999
------------------------------------------------------------------------- ----------------- ---------------- -----------------

<S>                                                                        <C>               <C>              <C>
  CASH FLOWS FROM OPERATING ACTIVITIES
      Loss for the period                                                  $     (1,755,480) $      (678,666) $      (477,671)
      Items not affecting cash:
         Amortization                                                                76,082           36,533           37,709
         Stock based compensation                                                   389,493           51,863                -
         Stock issued for consulting fees                                            50,000           50,000                -
      Changes in non-cash working capital items:
         Increase in accounts receivable                                            (11,644)          (5,480)          (2,989)
         Increase in accounts payable                                                34,836            3,042            8,636
         (Increase) decrease in prepaid expenses                                     (7,587)           5,458                -
                                                                            ---------------   ---------------  ---------------

      Net cash used in operating activities                                      (1,224,300)        (537,250)        (434,315)
                                                                            ---------------   ---------------  ---------------


  CASH FLOWS FROM INVESTING ACTIVITIES
      Acquisition of capital assets                                                (237,990)         (20,135)        (175,822)
      Acquisition of subsidiary                                                        (335)               -                -
                                                                            ---------------   --------------   --------------

      Net cash used in investing activities                                        (238,325)         (20,135)        (175,822)
                                                                            ---------------   --------------   --------------


  CASH FLOWS FROM FINANCING ACTIVITIES
      Proceeds from common shares                                                 1,548,000          526,000          537,000
      Loans from related parties                                                     37,388           19,608           (8,397)
                                                                           ---------------   ---------------  ---------------

      Net cash provided by financing activities                                   1,585,388          545,608          528,603
                                                                           ---------------   ---------------  ---------------


  CHANGE IN CASH FOR THE PERIOD                                                     122,763          (11,777)         (81,534)


  CASH, BEGINNING OF PERIOD                                                              -           134,540          163,406
                                                                           ---------------   ---------------  ---------------


  CASH, END OF PERIOD                                                       $      122,763   $       122,763  $        81,872
  ======================================================================== ================= ================ =================
</TABLE>

SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS (Note 10)

              The accompanying notes are an integral part of these
                       consolidated financial statements.


                                       6
<PAGE>



VIAVID BROADCASTING INC.
(A Development Stage Company)
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
(Expressed in United States Dollars)
(Unaudited)
<TABLE>
<CAPTION>

=============================================== ============================== ============== =============== ===============

                                                                                                     Deficit
                                                        Common Stock                             Accumulated
                                                ------------------------------    Additional      During the
                                                       Number                        Paid-in     Development
                                                    of Shares          Amount        Capital           Stage            Total
----------------------------------------------- -------------- --------------- -------------- --------------- ---------------

<S>                                                 <C>        <C>             <C>            <C>             <C>
Issued shares for acquisition                       5,100,000  $        5,100  $          -   $           -   $        5,100

Issued shares for cash at $0.01 per share             500,000             500          4,500              -            5,000

Issued shares for cash at $0.50 per share             100,000             100         49,900              -           50,000

Issued shares for cash at $1.00 per share             184,000             184        183,816              -          184,000

Loss for the period                                         -               -              -         (71,668)        (71,668)
                                                -------------  --------------  -------------  --------------  --------------

Balance at March 31, 1999                           5,884,000           5,884        238,216         (71,668)        172,432

Shares issued for cash                                768,000             768        782,232              -          783,000

Stock-based    compensation   for   options
    issued to consultants and non employees
                                                            -               -        337,629              -          337,629

Loss for the year                                           -               -              -      (1,005,146)     (1,005,146)
                                                -------------  --------------  -------------  --------------  --------------

Balance at March 31, 2000                           6,652,000           6,652      1,358,077      (1,076,814)        287,915

Stock-based    compensation   for   options
    issued to consultants and non employees
                                                            -               -         51,863               -          51,863

Issued shares for cash at $1.00 per share             180,000             180        179,820               -         180,000
Issued  shares  for  services  at $0.50 per
    share                                              75,000              75         37,425               -          37,500

Issued  shares  for  services  at $0.25 per
    share                                              50,000              50         12,450               -          12,500
Issued shares for cash at $0.50 per share             740,000             740        369,260               -         370,000
Issued  shares for finders fee at $0.50 per
    share                                               4,000               4          1,996               -           2,000
Finders fees paid in cash                                   -               -        (24,000)              -         (24,000)
Finders fees paid in shares                                 -               -         (2,000)              -          (2,000)
Loss for the period                                         -               -              -        (678,666)       (678,666)
                                                -------------  --------------  -------------  --------------  --------------

Balance at December 31, 2000                        7,701,000  $        7,701  $   1,984,891  $   (1,755,480) $      237,112
=============================================== ============== =============== ============== =============== ===============
</TABLE>

              The accompanying notes are an integral part of these
                       consolidated financial statements.



                                       7
<PAGE>

VIAVID BROADCASTING INC.
(A Development Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in United States Dollars)
(Unaudited)
DECEMBER 31, 2000
================================================================================
1.       NATURE OF OPERATIONS

         ViaVid  Broadcasting  Inc., a Nevada  corporation,  was incorporated on
         January 20,  1999.  On January 27,  1999,  the  Company  completed  the
         acquisition of ViaVid  Broadcasting Corp., a Canadian company operating
         in Vancouver, British Columbia, Canada.

         The Company was incorporated in order to create a global internet video
         broadcasting  company that offers a network of video services utilizing
         streaming video technology.

2.       GOING CONCERN

         As at December  31,  2000,  the Company has an  accumulated  deficit of
         $1,755,480.  The  Company's  ability to continue as a going  concern is
         dependent on continued  financial support in the form of loans from its
         shareholders and other related  parties,  the ability of the Company to
         raise equity  financing,  and the attainment of profitable  operations.
         Management is of the opinion that  sufficient  working  capital will be
         obtained  from external  financing and further share  issuances to meet
         the Company's liabilities as they become due.

         These consolidated  financial  statements have been prepared on a going
         concern basis,  which assumes the realization of assets and liquidation
         of  liabilities  in the normal course of business.  They do not include
         any adjustments to the  recoverability  and  classification of recorded
         asset  amounts  and  liabilities  that  might be  necessary  should the
         Company be unable to continue as a going concern.

3.       BASIS FOR PRESENTATION

         The financial  information included herein is unaudited;  however, such
         information  reflects  all  adjustments  (consisting  solely  of normal
         recurring  adjustments)  which,  in  the  opinion  of  management,  are
         necessary for a fair statement of results for this interim period.  The
         accompanying   consolidated   financial  statements  include  estimated
         amounts and disclosures based on management's  assumptions about future
         events. Actual results may differ from those estimates.  The results of
         operations and cash flows for the interim  periods are not  necessarily
         indicative of the results to be expected for the full year.

         The condensed  consolidated  financial statements have been prepared by
         the Company,  without audit,  pursuant to the rules and  regulations of
         the  Securities  and  Exchange  Commission.   Certain  information  and
         footnote disclosures normally included in financial statements prepared
         in accordance with generally accepted  accounting  principles have been
         condensed or omitted pursuant to such rules and  regulations,  although
         the  Company  believes  that  the  disclosures  are  adequate  to  make
         information presented not misleading.

         These  financial  statements  should  be read in  conjunction  with the
         financial  statements  included  in the  Company's  Form 10-KSB for the
         fiscal  year  ended  March 31 2000 as filed  with  the  Securities  and
         Exchange Commission.

4.       CAPITAL ASSETS
<TABLE>
<CAPTION>
===================================================== ============= ================ ================================
                                                                                              Net Book Value
                                                                                         ---------------------------
                                                                         Accumulated     December 31,       March 31,
                                                               Cost     Amortization             2000            2000
----------------------------------------------------- ------------- ---------------- ---------------- ---------------

<S>                                                   <C>           <C>              <C>              <C>
Computer equipment                                    $     147,625 $       48,729   $       98,896   $      106,508
Office furniture                                             12,246          3,422            8,824            8,675
Telephone and video equipment                                78,120         18,498           59,622           68,557
                                                      ------------- --------------   --------------   --------------

                                                      $     237,991 $       70,649   $      167,342   $      183,740
===================================================== ============= ================ ================ ===============
</TABLE>

                                       8
<PAGE>

VIAVID BROADCASTING INC.
(A Development Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in United States Dollars)
(Unaudited)
DECEMBER 31, 2000
================================================================================
5.       CAPITAL STOCK

         The Company  issued shares of common stock during the nine month period
         ended December 31, 2000 as follows:

             In April 2000, the Company issued 180,000 shares of common stock on
             the exercise of stock options for total proceeds of $180,000.

             In July 2000,  the Company  issued 75,000 shares of common stock in
             exchange  for  consulting  services at a deemed  value of $0.50 per
             share.  The Company  issued the common  stock under  Regulation  D,
             subject to Rule 144 of the Securities Act of 1933, as amended.

             In September,  the Company  issued  230,000 units at $1.00 per unit
             pursuant to a unit offering  under  Regulation S of the  Securities
             Act of 1933, as amended.  Each unit  consisted of two common shares
             and one share  purchase  warrant to purchase an  additional  common
             share at $0.50 per share, until September 30, 2003. The proceeds to
             the Company were $214,500 (net of finders fees of $15,500).

             In October,  the  Company  issued  140,000  units at $1.00 per unit
             pursuant to a unit offering  under  Regulation S of the  Securities
             Act of 1933, as amended.  Each unit  consisted of two common shares
             and one share  purchase  warrant to purchase an  additional  common
             share at $0.50 per share, until September 30, 2003. The proceeds to
             the Company were  $131,500  (net of a finders fees of $10,500).  In
             addition to the  offering,  the Company  issued  2,000 units at the
             same terms and  conditions for payment of a finder's fee in placing
             part of the offering.

             In December  2000, the Company issued 50,000 shares of common stock
             in exchange for consulting  services at a deemed value of $0.25 per
             share.  The Company  issued the common  stock under  Regulation  D,
             subject to Rule 144 of the Securities Act of 1933, as amended.

6.       SHARE PURCHASE WARRANTS

         As at December 31, 2000,  the following  share  purchase  warrants were
         outstanding:
<TABLE>
<CAPTION>
===================================== ======================== ======================================================

                              Number                 Exercise
                           of Shares                    Price                   Expiry Date
------------------------------------- ------------------------ ------------------------------------------------------

                             <S>                        <C>                     <C>
                             372,000                    $0.50                   September 30, 2003
===================================== ======================== ======================================================
</TABLE>

7.       RELATED PARTY TRANSACTIONS

         The  Company  entered  into the  following  transactions  with  related
         parties:

         a) Paid or accrued  consulting fees totalling $135,198 (1999 - $96,734)
         to three directors of the Company

         b) Paid salary totalling  $24,035 (1999 - $25,526) to an officer of the
         Company.



                                       9

<PAGE>

VIAVID BROADCASTING INC.
(A Development Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in United States Dollars)
(Unaudited)
DECEMBER 31, 2000
================================================================================
8.       INCOME TAXES

         The Company's total deferred tax asset is as follows:
<TABLE>

====================================================================================== ============== ===============

<S>                                                                                                   <C>
Net operating loss carry forward                                                                      $      441,170
Valuation allowance                                                                                         (441,170)
                                                                                                      --------------

                                                                                                      $           -
====================================================================================== ============== ===============
</TABLE>

         The  Company  has  United  States   operating  loss   carryforwards  of
         approximately  $451,000  which expire in the year 2019.  The  Company's
         subsidiary,  ViaVid  Broadcasting  Corp.,  has Canadian  operating loss
         carryforwards of approximately  $625,000 which expire in the year 2007.
         The Company  provided a full  valuation  allowance  on the deferred tax
         asset because of the uncertainty regarding realizability.

9.       STOCK-BASED COMPENSATION EXPENSE

         Statement of Financial  Accounting  Standards No. 123,  "Accounting for
         Stock-Based Compensation", encourages but does not require companies to
         record compensation cost for stock-based employee compensation plans at
         fair  value.   The  Company  has  chosen  to  account  for  stock-based
         compensation   using  Accounting   Principles  Board  Opinion  No.  25,
         "Accounting for Stock Issued to Employees".  Accordingly,  compensation
         cost for stock  options is measured  as the  excess,  if any, of quoted
         market  price of the  Company's  stock  at the  date of grant  over the
         option price. No stock based  compensation has resulted from the use of
         this standard.

         Following is a summary of stock options during 2000:
<TABLE>
<CAPTION>
         ===================================================================================== ============== ===============

                                                                                                                    Weighted
                                                                                                                     Average
                                                                                                      Number        Exercise
                                                                                                   of Shares           Price
         ------------------------------------------------------------------------------------- -------------- ---------------

         <S>                                                                                        <C>       <C>
         Outstanding at March 31, 2000                                                               642,000  $         1.49
             Granted                                                                                 630,000            0.83
             Forfeited                                                                              (295,000)          (1.85)
             Exercised                                                                              (180,000)          (1.00)
                                                                                               -------------

         Outstanding at December 31, 2000                                                            797,000  $         0.94
         ===================================================================================== ============== ===============
</TABLE>

         Weighted  average  fair value of  options  granted  during the  period:
         $1.03.

         On June 7, 2000,  302,000 stock options were  re-priced  from $3.50 per
         share to $1.00 per share.  The re-pricing  changed the weighted average
         at March 31, 2000 from $2.72 to $1.49.

         The  weighted  average  fair value of options  to  non-employees  as at
         December 31, 2000 is approximately $1.03 per share.



                                       10
<PAGE>



VIAVID BROADCASTING INC.
(A Development Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in United States Dollars)
(Unaudited)
DECEMBER 31, 2000
================================================================================
9.       STOCK-BASED COMPENSATION EXPENSE (cont'd...)

         Following is a summary of the status of options outstanding at December
31, 2000:
<TABLE>
<CAPTION>

====================================== =========================================== == ===============================

                                                  Outstanding Options                      Exercisable Options
                                                -------------------------------   -----------------------------------

                                                           Weighted
                                                            Average      Weighted                           Weighted
                                                          Remaining       Average                            Average
                                                        Contractual      Exercise                           Exercise
Exercise Price                                Number           Life         Price             Number           Price
-------------------------------------- -------------- -------------- ------------- ------------------ ---------------

<S>                                          <C>              <C>        <C>                 <C>            <C>
$    1.00                                     20,000          1.9        $    1.00            20,000        $  1.00
     1.00                                    222,000          2.0             1.00           222,000           1.00
     1.00                                     50,000          2.0             1.00            50,000           1.00
     3.50                                     25,000          9.1             3.50            25,000           3.50
     1.00                                     50,000          2.4             1.00            50,000           1.00
     1.00                                    170,000          2.4             1.00           170,000           1.00
     1.00                                     20,000          2.5             0.37            20,000           0.37
     1.00                                      5,000          2.6             1.00             5,000           1.00
     1.00                                     75,000          2.6             1.00            75,000           1.00
     1.00                                    150,000          2.7             0.37           150,000           0.37
     1.00                                     10,000          2.7             1.00            10,000           1.00
====================================== ============== ============== ============= == =============== ===============
</TABLE>

         COMPENSATION

         Had  compensation  cost for employees  been  recognized on the basis of
         fair value pursuant to Statement of Financial  Accounting Standards No.
         123, net loss and loss per share would have been adjusted as follows:
<TABLE>
<CAPTION>
============================================================== ================= ================== =================

                                                                     Cumulative
                                                                           From        Nine Month         Nine Month
                                                                  Incorporation      Period Ended       Period Ended
                                                                to December 31,      December 31,       December 31,
                                                                           2000              2000               1999
-------------------------------------------------------------- ----------------- ------------------ -----------------

<S>                                                            <C>               <C>                <C>
NET LOSS

    As reported                                                $     (1,755,480) $       (678,666)  $       (477,671)
                                                               ================= ================== =================

    Pro forma                                                  $     (1,806,466) $       (729,652)  $       (477,671)
                                                               ================= ================== =================

BASIC AND DILUTED LOSS PER SHARE

    As reported                                                                  $          (0.10)  $          (0.08)
                                                               ================= ================== =================

    Pro forma                                                                    $          (0.10)  $          (0.08)
============================================================== ================= ================== =================
</TABLE>



                                       11
<PAGE>

VIAVID BROADCASTING INC.
(A Development Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in United States Dollars)
(Unaudited)
DECEMBER 31, 2000
================================================================================
9.       STOCK-BASED COMPENSATION EXPENSE (cont'd...)


         The fair  value of each  option  granted is  estimated  using the Black
         Scholes Model.  The assumptions  used in calculating  fair value are as
         follows:
<TABLE>

===================================================================================== == ============================

<S>                                                                                                 <C>      <C>
Risk-free interest rate                                                                             5.554% - 6.484%
Expected life of the options                                                                                2 years
Expected volatility                                                                                             50%
Expected dividend yield                                                                                          -
===================================================================================== == ============================
</TABLE>


         The Company  accounts for stock issued to  non-employees  in accordance
         with the  provisions  of SFAS 123 and the  emerging  issues  task force
         consensus in issued No. 96 - 18 "Accounting for Equity Instruments that
         are Issued to Other Than Employees for Acquiring or in Conjunction with
         Selling, Goods or Services".

         The Company granted 475,000 options to third party  consultants  during
         the nine  month  period  ended  December  31,  2000.  The  stock  based
         compensation recognized,  using the Black Scholes Option pricing model,
         is  $138,300.  This amount will be amortized to expense over a two year
         period at $17,287 per quarter.  This amount can be allocated to another
         expense  category  in  the  accompanying   consolidated  statements  of
         operations as consulting fees.

10.      SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS
<TABLE>
<CAPTION>

============================================================== =================== ================ =================

                                                                       Cumulative
                                                                             From       Nine Month        Nine Month
                                                                    Incorporation     Period Ended      Period Ended
                                                                  to December 31,     December 31,      December 31,
                                                                             2000             2000              1999
-------------------------------------------------------------- ------------------- ---------------- -----------------

<S>                                                            <C>                 <C>              <C>
Cash paid for income taxes                                     $            -      $            -   $            -
============================================================== =================== ================ =================

Cash paid for interest                                         $            -      $            -   $            -
============================================================== =================== ================ =================
</TABLE>
         The following  non-cash investing and financial  transactions  occurred
         during the nine month period ended December 31, 2000:

             The Company  issued 75,000 shares of common stock at a deemed value
             of $37,500 for consulting services. The Company issued 2,000 units,
             (see Note 5) at a deemed  value of $2,000  for  finders  fees.  The
             Company  issued  50,000 shares of common stock at a deemed value of
             $12,500 for consulting services.

         There were no non-cash investing and financing  transactions during the
         nine month period December 31, 1999.


                                       12
<PAGE>

VIAVID BROADCASTING INC.
(A Development Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in United States Dollars)
(Unaudited)
DECEMBER 31, 2000
================================================================================




11.      SUBSEQUENT EVENTS

         The following events occurred subsequent to the nine month period ended
         December 31, 2000:

         a)   The Company  issued  250,000  common  shares for a deemed value of
              $62,500 in exchange  for  consulting  services  provided and to be
              provided by the consultant.  The Company issued these shares under
              Regulation D, subject to Rule 144 of the  Securities  Act of 1933,
              as amended.

         b)   In January  2001,  the Company  issued  12,000 common shares for a
              deemed  value of  $3,000  in  exchange  for  promotional  services
              provided and to be provided on the Company's website.  The Company
              issued these shares under Regulation D, subject to Rule 144 of the
              Securities Act of 1933, as amended.



                                       13
<PAGE>



ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

GENERAL

         We are a  provider  of  business  and  financial  news  webcasting  and
teleconferencing  services to North American markets.  We leverage our expertise
in  digital  streaming  technology  to  create,  develop  and offer  live  event
coverage,  participant  interviews,  news and information and audio feeds to our
clients and targeted  distribution sites. Since inception,  we have successfully
delivered live and archived video content across a variety of digital  platforms
including  narrow band and broadband  Internet.  Content can be accessed through
our web portal,  www.viavid.com  or sites  designated  by our  clients.  We were
founded in January of 1999 and have our broadcast facilities located in Burnaby,
British Columbia, Canada.

         We have  only  recently  commenced  business  and we have  earned  only
minimal revenues to date. There can be no assurance that our business plans will
be successful. Our business is still in the development stage

         We are  focusing  on our core  strengths  of  providing  digital  media
products and services to the financial information marketplace.  There can be no
assurance that we will be able to attain our business objective.

RESULTS OF OPERATIONS

REVENUES.  Our revenues were $23,819 for the nine month period  ending  December
31, 2000,  compared to revenues of $22,107 for the period December 31, 1999. Our
revenues  for the year ended  March 31, 2000 were  $50,148.  Our  revenues  were
achieved  primarily  from  video  production,   teleconferencing   and  Internet
broadcast  services provided to our customers.  Our revenues have increased from
the period ended  September  30, 2000 due to our new  teleconferencing  services
that we now provide to clients.

Our revenues are minimal in comparison to our operating  expenses as the Company
is currently in the  start-up  phase of its  operations.  We are  attempting  to
increase our future revenues by completing our plan of operations,  as discussed
below. In addition,  we have commenced  "live" Internet  broadcasts in December,
1999 and have added teleconferencing to our list of services.

OPERATING  EXPENSES.  Our  operating  expenses  were $702,485 for the nine month
period ending December 31, 2000,  compared to operating expenses of $499,778 for
the nine months  ending  December 31, 1999.  The increase in operating  expenses
during this  quarter was due to  additional  equipment  purchased  and  expenses
incurred for setting up  teleconferencing  services for our clients,  as well as
the  cost of  running  live  productions  from  our  studio.  We  also  incurred
additional  expenses to update our  website to include  the new  services we are
providing.  We will  continue  to have  operating  expenses in  connection  with
producing live video and audio productions from our studio.

NET LOSS.  Our net loss was  $678,666,  or $0.10 per share,  for the nine months
ending December 31, 2000. Our net loss was $477,671, or $0.08 per share, for the
nine months ended December 31, 1999. Our net loss reflects the fact that we have
not earned significant revenues to date.

                                       14
<PAGE>


LIQUIDITY AND CAPITAL RESOURCES AND PLAN OF OPERATIONS

         Our  operations  have been  financed  principally  through sales of our
equity securities.

         We had cash of  $141,944 as of  December  31, 2000  compared to cash of
$153,749 as of March 31, 2000.

         During the period  August 17 through  October 27, 2000, we realized net
proceeds of $370,000  from the sales of our equity  securities.  These  proceeds
were used to finance our operating activities.

         We plan on meeting our operating  expenses  during the year by focusing
on generating revenues through webcasting live broadcasts and video productions,
and  teleconferencing  earnings and analyst  conference  calls,  as well as from
additional  capital  intended  to be  provided  by the  proposed  sale of equity
securities.  There can be no assurance that any additional capital can be raised
or, if equity securities are sold, the terms of any such transaction.

Subject to the  availability of sufficient  funds, we currently intend to pursue
the following Plan of Operations during the twelve months ended March 31, 2001:

         o  Continue  to  develop  a  customer  base  of  public  and  financial
            companies  to  use  our  services  for  digital  video  productions,
            Internet broadcasting and teleconferencing.

         o  Continue to develop the Business  Channel for broadcast from our Web
            site, as well as other syndicated sites.

         o  Market our teleconferencing services to public companies required to
            release  earnings  and analyst  conference  calls,  corporate  media
            announcements and other information.

         o  Evaluate  whether  to set up an  additional  office  or  offices  in
            additional  cities in order to expand our business and meet customer
            demand.

         o  Purchase additional equipment to expand our digital video production
            studio   and   video   production    capabilities,    as   well   as
            teleconferencing services.

     Subject to the  availability  of funds, we anticipate that we will spend an
aggregate  of up to  approximately  $800,000  over the  twelve-month  period  in
pursuing our Plan of Operations for the purposes described above.

     Substantially  all these  funds will need to be  obtained  from  additional
equity  financings to be completed in the future.  In the event we are unable to
obtain these funds from these  sources,  our ability to pursue our business plan
will be adversely affected.

     Our actual  expenditures and business plan may differ from this stated Plan
of Operations.

     Although we have no present plans or proposals pending, strategic alliances
relating to one aspect of  streaming  content or encoding may cause our Board of
Directors to modify our plans. In addition, we may modify our Plan of Operations
based on the  available  amounts of financing in the event that we cannot obtain
the required equity financings to pursue our Plan of Operations.  We do not have
any arrangement in place for any debt or equity  financing which would enable us
to meet

                                       15
<PAGE>

 our Plan of Operations.

     We are currently  receiving  revenues from webcasting and  teleconferencing
services.   We   anticipate   an  increase  in  revenue  from   webcasting   and
teleconferencing if we are successful in increasing our customer base.

     Notwithstanding  the  above  Plan  of  Operations,  we  anticipate  we will
experience  continuing  operating losses in the foreseeable future. We base this
expectation in part on the following:

         o  We will incur  substantial  marketing  expense in order to advertise
            and  promote  our Web site,  to  establish  a  customer  base and to
            increase the usage of our Web site.

         o  Increased  usage of our Web site  will lead to  increased  operating
            expenses and require additional capital expenditures on new computer
            equipment, software and technology.

         o  Our  operating  expenses  will continue to increase as we expand the
            technical capabilities of our Web site.

         o  Our  operating  expenses  will  increase  as  we  solicit  potential
            customers and complete video productions for customers for broadcast
            via our Web site.

         o  Our  operating  expenses  will increase as we undertake to implement
            programs  to  monitor  usage of our Web site  and  develop  customer
            profiles of our users.

CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE
SECURITIES LITIGATION REFORM ACT OF 1996

          With the exception of  historical  matters,  the matters  discussed in
this 10QSB are "forward-looking  statements" as defined under the Securities Act
of 1933, as amended,  and the Securities Exchange Act of 1934, as amended,  that
involve risks and uncertainties. Forward-looking statements made herein include,
but are not limited to, the  statements  in this report  regarding our plans and
objectives  of  management  for  our  future  operations,   including  plans  or
objectives relating to our intentions to provide webcasting and teleconferencing
services,  digital streaming technology to create,  develop and offer live event
coverage,  participant  interviews,  news and  information,  and  other  content
through our Website, Internet news broadcasting and other dissemination services
and other products or services,  our plans and objectives regarding revenues and
expenses  in  future  periods,  our  plans  and  objectives  and  needs to raise
additional  capital,  the terms on which such capital can be raised,  the period
over which any capital available currently to us or raised in the future will be
sufficient  to meet our  current  level of  operating  expenses,  and our  plans
regarding the uses of that capital,  as well as any other prospective  financial
information  concerning  us.  Forward-looking  statements  made in  this  report
include the assumptions  made by management as to the future growth and business
direction of the Internet, e-commerce through the facilities of the Internet and
the role of video  and audio  production  and  Internet  news  broadcasting  and
dissemination services on the Internet.  They also include our beliefs as to the
importance  of  privacy to users,  their  willingness  to view our  broadcasting
services and programs,  as well as our plans to improve the  capabilities of our
servers and  facilities.  They also include our beliefs as to the willingness of
small-cap  and other public  companies to use our  services for  webcasting  and
teleconferencing and to broadcast corporate news and information on the internet
and for us to derive revenues from providing this service.  We cannot assure you
that our assumptions in this regard or our views as to the commercial  viability
of our business plans discussed herein will prove to be accurate.  Likewise,  we
cannot  assure you that we will be  successful  in growing our user and customer
base as we  plan,  attracting  companies  to use our  Internet  based  broadcast
services for

                                       16
<PAGE>

the  dissemination  of their news  information,  realizing  material  amounts of
webcasting or other  revenues,  achieving any commercial  advantage  relative to
other Internet or other financial news dissemination  media companies or raising
the  additional  capital  required  to support our  operations  or the terms and
conditions on which such capital can be raised.  Our ability to realize revenues
and raise additional  capital from the business plans discussed herein cannot be
assured.  If our  assumptions  are  incorrect or our  webcasting or other growth
plans  or  plans  to  realize  revenues  or  raise  additional  capital  fail to
materialize,  we  may  be  unsuccessful  in  developing  as  a  viable  business
enterprise.  Under such  circumstance your entire investment will be in jeopardy
and may be  lost.  Our  inability  to  meet  our  goals  and  objectives  or the
consequences  to us from  adverse  developments  in general  economic or capital
market  conditions  and our inability to raise  additional  capital could have a
material  adverse  effect  on us.  We  caution  you that  various  risk  factors
accompany  those  forward  looking  statements  and are  described,  among other
places, under the caption "Risk Factors" herein,  beginning on page 17. They are
also  described in our Annual  Report on Form 10KSB,  Quarterly  Reports on Form
10-QSB,  and our Current Reports on Form 8-K. These risk factors could cause our
operating  results,  financial  condition  and  ability to fulfill  our plans to
differ materially from those expressed in any forward-looking statements made in
this report and could adversely  affect our financial  condition and our ability
to pursue our business strategy and plans.



                                  RISK FACTORS

         An investment  in shares of our Common Stock  involves a high degree of
risk.  You should  consider  the  following  factors,  in  addition to the other
information  contained in this report,  in evaluating  our business and proposed
activities  before you purchase any shares of our common stock.  You should also
see the "Cautionary  Statement for Purposes of the Safe Harbor Provisions of the
Private   Securities   Litigation  Reform  Act  of  1996"  regarding  risks  and
uncertainties relating to us and to forward looking statements in this report.



                        RISKS APPLICABLE TO OUR BUSINESS

EXTREMELY LIMITED OPERATING HISTORY; HISTORY OF NET LOSSES

         We have had an extremely  limited operating  history.  Our business was
established in January 1999 and our Web site began operations on the Internet in
February 1999. Our total revenues since inception through December 31, 2000 were
$77,403.  An  investor  must  consider  the  risks,  expenses  and  difficulties
frequently  encountered  by companies such as ours, in the early stages of their
development  particularly  in the new and rapidly  evolving  market for Internet
products,  content and services. We cannot assure you that we will be successful
in  addressing  such  risks.  We cannot  assure you that our  revenue  will grow
sufficiently  to  assure  our  future  success.  New  companies,  such as  ours,
experience  expenses,  difficulties and unforeseen problems that create a higher
risk of business failure.  If we are not successful in overcoming these expenses
and difficulties, our business may fail.

FUTURE CAPITAL NEEDS; UNCERTAINTY OF ADDITIONAL FINANCING

         The report of our independent  auditors on their audit of our financial
statements as of March 31, 2000 contains an explanatory paragraph that describes
an  uncertainty  as to our  ability to

                                       17
<PAGE>

continue as a going  concern due to our  recurring  losses and the  necessity to
obtain additional  financing.  At December 31, 2000 we had cash of $141,944.  In
order to meet our Plan of Operations,  we will need to raise additional capital.
We are  currently  seeking to raise  this  additional  capital.  There can be no
assurance  that any  additional  financing  will be available to us on favorable
terms,  or at all. If  adequate  funds are not  available  or not  available  on
acceptable  terms,  we may not be able to fund our business  plans as we desire,
or, develop or enhance  services or respond to competitive  pressures.  Any such
inability  could  have a material  adverse  effect on our  business,  results of
operations and financial condition. Additional funds raised through the issuance
of equity or convertible debt securities, will result in reducing the percentage
ownership of our stockholders  and, our  stockholders may experience  additional
dilution and such securities may have rights,  preferences or privileges  senior
to those of the rights of our Common Stock.

         As a result of our limited Internet operating history,  we have limited
meaningful  historical  financial data upon which our planned operating expenses
can be based.  Accordingly,  our  anticipated  expense  levels in the future are
based in part on our  expectations  as to future  revenue and will become,  to a
large extent, fixed. Revenues and operating results generally will depend on the
volume of, timing of and ability to complete  transactions,  which are difficult
to forecast.

         In  addition,  there  can be no  assurance  that  we  will  be  able to
accurately predict our revenue,  particularly in light of the unproven manner in
which we intend to derive our Internet revenue,  the intense competition for the
sale of products and  services on the Web,  revenue-sharing  opportunities,  our
limited  operating history and the uncertainty as to the broad acceptance of the
Web as a news broadcasting  medium. We may be unable to adjust our spending in a
timely manner to compensate for  disappointing  results of our marketing efforts
and efforts to develop Internet  revenue,  any unexpected  revenue  shortfall or
other unanticipated changes in the Internet industry.  Our failure to accurately
make such  predictions  or  adjustments  in our  spending  would have a material
adverse effect on our business, results of operations and financial condition.

POSSIBLE INABILITY TO IMPLEMENT OUR BUSINESS STRATEGY

Our business strategy includes completion of the following business objectives:

         o  Attracting public companies and other financial  industry  customers
            who  are  prepared  to pay  for  having  us  prepare  digital  video
            productions and broadcast  these video  productions on our Web site,
            as well as  teleconferencing  earnings and analyst  conference calls
            and corporate  media  announcements.  We have only recently begun to
            seek payment from customers for these services;

         o  Continuing  to expand the usage of our Web site by  attracting  both
            financial  industry  customers  and a  variety  of  viewers  for our
            programs;

         o  Expanding the functionality and capability of our Web site;

         o  Establishing  other  revenue  generating  opportunities  for our Web
            site;

         o  Responding to competitive developments;

         o  Implementing and executing our business strategy successfully; and

         o  Continuing to develop and upgrade our technologies and our Web site.

                                       18
<PAGE>


         If we are not successful in implementing all components of our business
strategy  successfully,  our operating  results and  financial  condition may be
harmed and our business may fail.

POSSIBLE INABILITY TO GENERATE REVENUES AND PROFITABLE OPERATIONS

         We have  earned  minimal  revenues  to date  and we are  presently  not
profitable.  Our business and marketing strategy  contemplates that we will earn
revenues from public  customers who pay for the broadcast of digital,  audio and
video  productions,  teleconferencing  earnings and analyst conference calls and
corporate  media  announcements.  If we are not able to generate  revenues  from
these activities or if the revenues  generated do not exceed the operating costs
of our business,  then our business will not be profitable  and our business may
fail.

ANTICIPATED LOSSES IN FUTURE PERIODS

         During the  quarter  ended  December  31,  2000,  we incurred a loss of
$224,391 compared to a loss of $228,078 for the quarter ended December 31, 1999.
We expect that our operating expenses will increase as we implement our business
and marketing strategy due to the following factors:

         o  We  expect  that  increased  usage  of our  Web  site  will  lead to
            increased   operating   expenses  and  require   additional  capital
            expenditures on new computer equipment, software and technology.

         o  We expect our  operating  expenses  will  continue to increase as we
            expand the technical capabilities of our Web site.

         o  We  expect  our  operating  expenses  will  increase  as we  solicit
            potential    customers   and   complete   video    productions   and
            teleconferences for customers.

         o  We expect our  operating  expenses  will increase as we undertake to
            implement  programs  to  monitor  usage of our Web site and  develop
            customer profiles of Web site users.

If our operating  expenses increase as anticipated,  we will realize  additional
losses for the foreseeable future.

LOCAL NATURE OF OUR PRESENT OPERATIONS

         We focused our  operations  initially  on public  companies  located in
Vancouver,  British Columbia. Through digital technology, we are able to provide
services to clients around the world.  Our objective is to expand  production of
news and  information  throughout  the  United  States  and  Canada,  as well as
elsewhere. This sort of expansion,  however, is subject to available funding and
our ability to market our services in diverse  areas.  There can be no assurance
that we will be  successful in developing  our business  plan  throughout  these
areas.

DEPENDENCE ON WEBCASTING REVENUE

         We currently intend to derive the principal portion of our revenue from
the sale of  webcasting  of audio  conference  calls and video  productions.  We
currently expect that webcasting will continue to be the principal source of our
revenue in the foreseeable future.

         Our  ability to  generate  webcasting  revenue  will  depend on several
factors, including:

                                       19
<PAGE>


         o  the  continued  development  of the Internet as a viable  medium for
            public companies,

         o  the pricing of webcasting on other Internet sites,

         o  our ability to develop and retain a skilled sales force.


MANAGEMENT OF GROWTH AND RELATIONSHIPS;  BRIEF TENURE OF MANAGEMENT;  DEPENDENCE
ON KEY PERSONNEL

         In developing  our business plan, we expect to be required to establish
and manage multiple  relationships with various strategic providers of services,
technology licensors, marketers and other third parties. To date, only a limited
number of such  relationships  have been established.  The requirements to enter
into these relationships will be exacerbated in the event of our material growth
or in the number of third  party  relationships,  and there can be no  assurance
that our  systems,  procedures  or  controls  will be  adequate  to enable us to
establish and enter into these relationships,  to support any substantial growth
in our operations or that our management will be able to implement or manage any
growth effectively.

         To effectively manage growth, we must establish,  implement and improve
operational,  financial and management information systems and expand, train and
manage  our  employee  base.  Our   development  is  and  will  continue  to  be
substantially  dependent  on the  abilities  and  performance  of our  executive
officers  and  other  key  employees.  The  loss of the  services  of any of our
executive  officers or other key employees could have a material  adverse effect
on our prospects,  business development, and results of operations and financial
condition.  Competition for senior  management,  experienced sales and marketing
personnel,  qualified Web  engineers  and other  employees is and is expected to
continue to be intense.  There can be no assurance that we will be successful in
attracting and retaining such  personnel.  There can be no assurance that we may
not  experience  difficulty  from  time to  time in  hiring  and  retaining  the
personnel  necessary  to support  the  growth of our  business.  Our  failure to
successfully  manage our personnel  requirements  would have a material  adverse
effect on our business, results of operations and financial condition.

         Our performance is  substantially  dependent on the continued  services
and  performance of our senior  management  and other key  personnel,  including
Brian Kathler, President and a Director, Paul Watkins, Secretary/Treasurer and a
Director,  Robert Gamon,  a Director and James King, a Director.  We do not have
long-term  employment  agreements  with any of our key personnel and maintain no
"key person" life  insurance  policies.  Our future  success also depends on our
ability to identify,  attract,  retain and motivate highly  skilled,  technical,
managerial,  sales,  marketing and customer service  personnel.  Competition for
such persons is intense. We cannot assure you that we will be able to attract or
retain such personnel. The failure to do so could have a material adverse effect
on our business, financial condition and results of operations.

DEPENDENCE ON LICENSED TECHNOLOGY

         We rely on certain  technology  licensed  from third parties for use in
operating  and managing  our Internet  site and  providing  related  services to
users. We cannot assure you that such  technology  licenses will be available at
all,  that they will be available on  reasonable  commercial  terms or that they
will operate as intended.


                                       20
<PAGE>

                RISKS APPLICABLE TO INTERNET BUSINESS ACTIVITIES

UNPREDICTABILITY  OF  FUTURE  REVENUE;   POTENTIAL   FLUCTUATIONS  IN  QUARTERLY
OPERATING RESULTS

         As a result of the  evolving  nature of the  Internet  and our  limited
operating history, we cannot accurately forecast our revenue. Current and future
expense levels are based  principally on anticipated  future revenues and, as we
increase the scope of our activities,  these expenses,  to a large extent,  will
increase and become fixed.  Accordingly,  we may be unable to adjust spending to
compensate for shortfalls in our  anticipated  revenues.  If our revenues do not
materialize as anticipated, this could have an immediate material adverse effect
on our business,  financial condition and results of operations which could lead
to an investor's loss of his investment in our company.

         Our quarterly operating results may fluctuate  significantly because of
a variety of factors, many of which are outside our control, including:

         o  overall usage levels of the Internet and of our sites in particular,

         o  the amount and timing of our capital expenditures,

         o  costs   relating  to  the  expansion  of  our   operations  and  the
            introduction of new sites and services,

         o  price competition or pricing changes in webcasting, and

         o  costs relating to technical difficulties or system downtime.

         Quarterly  comparisons of our results of operations are not expected to
be a reliable indication of our future performance.

DEPENDENCE ON GROWTH IN INTERNET USE

         Our future revenue will depend largely on the widespread acceptance and
use of the Internet as an information source . Rapid growth in Internet use is a
recent trend and market  acceptance  of the  Internet as a commercial  medium is
highly  uncertain.  The Internet may not be accepted as a viable commerce medium
for  distribution  of  information  and  engaging  in  commerce  for a number of
reasons, including:

         o  inadequate development of the network infrastructure,

         o  inadequate development of enabling technologies, and

         o  concerns about privacy and security among users.


RAPID TECHNOLOGICAL CHANGE

         The market for Internet products and services is characterized by rapid
technological  developments,  frequent  new product  introductions  and evolving
industry standards.  We will be required to continually improve the performance,
features and reliability of our infrastructure  and Internet site,  particularly
in response to competition and changing customer  demands.  We cannot assure you
that we will be successful in responding rapidly, cost-effectively or adequately
to such developments.

                                       21
<PAGE>


COMPETITION

         The business of webcasting on the Internet is new, rapidly evolving and
extremely  competitive.  We compete with a variety of other  companies who offer
competing means of broadcasting financial news and corporate information through
the Internet, as well as teleconferencing,  substantially all of whom are larger
and more well  established  than we are. We expect new competitors to enter into
this  market  due  to the  expansion  of use of  the  Internet  and  changes  in
technology  that will  increase  the ability of companies to use audio and video
streaming  technology  on  the  Internet.   Substantially  all  of  our  current
competitors have significantly greater financial, technical, marketing and other
resources than we do. If we experience increased  competition in the business of
webcasting and teleconferencing audio and video productions on the Internet, our
ability to obtain  customers  and  achieve  revenues  for our  services  will be
limited.  In  addition,  the  potential  rates that we may be able to charge for
webcasting  may decrease if the growth of the Internet and  electronic  commerce
brings increased competition.

NEW SERVICE RISKS

         Our future success will depend in part on our ability to expand our
Internet services to include new subject matters and services and other Internet
sites.  Costs related to developing  new content areas and services are expensed
as they are  incurred  while  revenue  related  to these new  content  areas and
services  typically builds over time and,  accordingly,  our profitability  from
year to year may be adversely affected by the number and timing of new launches.
In  addition,  we  cannot  assure  you that any new  areas or  services  will be
developed in a timely or cost-effective manner or that they will be successful.

RISKS ASSOCIATED WITH BRAND DEVELOPMENT

         We believe brand  identity is important to attracting and expanding our
user  base,  Internet  traffic  and  commerce  relationships.   We  believe  the
significance  of brand and name  recognition  will  intensify  as the  number of
Internet sites increases.  We cannot assure you that we will be able to continue
to develop our brand.

RISK OF CAPACITY CONSTRAINTS AND SYSTEM DISRUPTIONS

         The  performance  and  reliability  of our  Internet  site and  network
infrastructure  are critical to our reputation and ability to attract and retain
users, clients and strategic partners.  Any system error or failure, or a sudden
and significant  increase in traffic,  may result in the  unavailability  of our
site and significantly delay response times.  Individual,  sustained or repeated
occurrences  could result in a loss of potential or existing  users,  clients or
strategic partners.

         Our  systems  and  operations  are   vulnerable  to   interruption   or
malfunction  due  to  certain  events  beyond  our  control,  including  natural
disasters, telecommunications failures and computer hacking. We also rely on Web
browsers and online service  providers to provide  Internet access to our sites.
We cannot assure you that we will be able to expand our network  infrastructure,
either  internally  or through  use of  third-party  hosting  systems or service
providers, on a timely basis sufficient to meet demand. We presently have only a
limited amount of redundant  facilities or systems,  no formal disaster recovery
plan and no sufficient business interruption  insurance to compensate for losses
that may occur.  Any  interruption  to our  systems or  operations  could have a
material  adverse  effect on our  business,  financial  condition and results of
operations.

         Substantially all of our communications  hardware and computer hardware
is located at a leased  facility in Vancouver,  British  Columbia,  Canada.  Our
systems are  vulnerable to damage



                                       22
<PAGE>
from  earthquake,   fire,  floods,  power  loss,   telecommunications  failures,
break-ins and similar events.  We do not presently have fully redundant  systems
and have not yet completed implementing a formal disaster recovery plan. Despite
our implementation of network security measures, our servers are also vulnerable
to computer viruses, physical or electronic break-ins, attempts by third parties
deliberately  to exceed the  capacity  of our  systems  and  similar  disruptive
problems. If our computer systems fail to operate for any of these reasons, then
we will not be able to operate our Web site or achieve  revenues from  customers
and our business will be harmed.

SECURITY RISKS

         Our system may be vulnerable to unauthorized  access,  computer viruses
and other security  problems.  A user who  circumvents  security  measures could
misappropriate proprietary information or cause interruptions or malfunctions in
our operations.  We may be required to expend  significant  resources to protect
against the threat of such security breaches or to alleviate  problems caused by
such  breaches.  Although we intend to continue to  implement  industry-standard
security measures, such measures may be inadequate.


GOVERNMENT REGULATION AND LEGAL UNCERTAINTIES

         We are not currently  subject to direct  regulation  by any  government
agency,  other than regulations  applicable to businesses  generally.  There are
currently few laws or regulations  directly  applicable to access to or commerce
on the  Internet.  However,  due to the  increasing  popularity  and  use of the
Internet,   a  number  of  legislative   and  regulatory   proposals  are  under
consideration by U.S. and Canadian federal, state, provincial, local and foreign
governmental organizations.  It is possible that a number of laws or regulations
may be adopted  with  respect to the  Internet  relating  to such issues as user
privacy,  user screening to prevent  inappropriate  uses of the Internet by, for
example, minors or convicted criminals, taxation, infringement, pricing, content
regulation, quality of products and services and intellectual property ownership
and infringement.  The adoption of any such laws or regulations may decrease the
growth in the use of the Internet, which could, in turn, decrease the demand for
our community, increase our cost of doing business, or otherwise have a material
adverse effect on our business, results of operations and financial condition.

         Moreover,  the applicability to the Internet of existing laws governing
issues  such  as  property  ownership,   copyright,   trademark,  trade  secret,
obscenity,  libel and personal  privacy is  uncertain  and  developing.  Any new
legislation or regulation,  or application or  interpretation  of existing laws,
could have a material adverse effect on our business,  results of operations and
financial condition.  There can be no assurance that any legislation will not be
enacted in the future that could expose us to substantial liability. Legislation
could also dampen the growth in the use of the Web  generally  and  decrease the
acceptance of the Web as a  communications  and  commercial  medium.  The result
could,  thereby,  have a material  adverse  effect on our  business,  results of
operations and financial condition.

         A "cookie" is a bit of  information  keyed to a specific  server,  file
pathway or directory  location  that is stored on a user's hard drive,  possibly
without  the  user's  knowledge.  A user is  generally  able to remove  cookies.
Germany, for example, has imposed laws limiting the use of cookies, and a number
of Internet commentators, advocates and governmental bodies in the United States
and other  countries  have urged the passage of laws limiting or abolishing  the
use of cookies. In addition, a number of legislative proposals have been made at
the U.S.  and Canadian  federal,  state,  provincial  and local level that would
impose  additional taxes on the sale of goods and services over the Internet and
certain  jurisdictions have taken measures to tax  Internet-related  activities.
The U.S. Congress enacted the Internet Tax Freedom Act on October 21, 1998 which
imposes a national  moratorium  in the United States on state and local taxes on
Internet access

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<PAGE>

services,  on-line services,  and multiple or  discriminatory  taxes on electric
commerce  effective  October 1, 1998 and ending three years after its enactment.
There can be no assurance  that,  once such  moratorium is lifted,  some type of
U.S.  federal  and/or state taxes will be imposed upon  Internet  commerce,  and
there can be no assurance that such  legislation or other attempts at regulating
commerce over the Internet will not substantially  impair the growth of commerce
on the Internet and as a result,  our  opportunity to derive  financial  benefit
from these activities may be adversely affected.

         In addition to the foregoing  areas of recent  legislative  activities,
several   telecommunications    carriers   are   currently   seeking   to   have
telecommunications  over the Web  regulated by the U.S.  Federal  Communications
Commission (the "FCC") in the same manner as other telecommunications  services.
In addition, because the growing popularity and use of the Web have burdened the
existing telecommunications infrastructure and many areas with high Web use have
begun to experience  interruptions  in phone service,  local telephone  carriers
have  petitioned  the FCC to regulate ISPs and OSPs in a manner  similar to long
distance  telephone  carriers and to impose access fees on the ISPs and OSPs. If
either of these petitions is granted, or the relief sought is otherwise granted,
the costs of communicating on the Web could increase substantially,  potentially
slowing growth in use of the Web. This could,  in turn,  decrease demand for our
services or increase our cost of doing business.

         Due to the global nature of the Web, it is possible that,  although our
transmissions over the Internet originate primarily in British Columbia, Canada,
the  governments  of various  states in the United States and foreign  countries
might attempt to regulate our  transmissions  or prosecute us for  violations of
their laws.  There can be no assurance that violations of local laws will not be
alleged  or  charged  by  state  or  foreign  governments,  that  we  might  not
unintentionally violate such laws or that such laws will not be modified, or new
laws  enacted,  in the future.  Any of the foregoing  developments  could have a
material  adverse  effect on our business,  results of operations  and financial
condition.

         In  addition,  as our  services  are  available  over the  Internet  in
multiple foreign  countries,  provinces,  states and other  jurisdictions,  such
jurisdictions  may claim that we are  required  to qualify to do  business  as a
foreign  corporation  in each of those  jurisdictions.  We are  qualified  to do
business  only in  British  Columbia,  and our  failure  to qualify as a foreign
corporation in a jurisdiction where we are required to do so could subject us to
taxes and penalties  and could result in our  inability to enforce  contracts in
such jurisdictions.  Any such new legislation or regulation,  the application of
laws and regulations from jurisdictions whose laws do not currently apply to our
business,  or the  application of existing laws and  regulations to the Internet
and other online services could have a material  adverse effect on our business,
results of operations and financial condition.

LIABILITY FOR INFORMATION RETRIEVED FROM THE WEB; ABSENCE OF LIABILITY INSURANCE

         Because  materials  may be  downloaded  by  users  of our Web  site and
subsequently  distributed  to others,  there is a potential  that claims will be
made against us for defamation, negligence, copyright or trademark infringement,
personal injury or other theories based on the nature, content,  publication and
distribution  of these  materials,  including  financial  and other  information
disseminated  by use of our  Web  site  by the  public  companies  that  are our
customers.  Such claims have been brought, and sometimes  successfully  pressed,
against OSPs for example, in the past.

         In addition, the increased attention focused upon liability issues as a
result of these  lawsuits  and  legislative  proposals  could impact the overall
growth of Internet  use. We could also be exposed to  liability  with respect to
the offering of third party content that may be accessible through our Web site,
or through content and materials that may be posted by Members on their personal


                                       24
<PAGE>

Web sites or chat rooms, or on-line discussions offered by us. Such claims might
include,  among others,  that by directly or indirectly hosting the personal Web
sites of third parties,  we are liable for copyright or trademark  infringement,
or other wrongful actions by such third parties through such Web sites.

         It is  also  possible  that  if any  third  party  content  information
provided  on our web site  contains  errors,  third  parties  could make  claims
against us for losses  incurred  in reliance  on such  information.  Even to the
extent  that  such  claims  do not  result in  liability  to us, we could  incur
significant  costs in  investigating  and  defending  against such  claims.  The
imposition  on  us  of  potential   liability  for  information  carried  on  or
disseminated  through  our systems  could  require us to  implement  measures to
reduce our  exposure to such  liability,  which may require the  expenditure  of
substantial  resources and limit the  attractiveness  of our services to Members
and visitors.

         Currently,  we do not carry  general  liability  insurance  intended to
protect  us from any  liability  arising  out of the  foregoing.  In any  event,
however, insurance may not cover all potential claims to which we are exposed or
may not be adequate to indemnify us for all liability  that may be imposed.  Any
imposition of liability  that is not covered by insurance or is in excess of our
insurance coverage would have a material adverse effect on our business, results
of operations  and financial  condition.  In addition,  the increased  attention
focused upon  liability  issues as a result of these  lawsuits  and  legislative
proposals could impact the overall growth of Internet use.

RELIANCE ON INTELLECTUAL PROPERTY RIGHTS

         To  establish  and  protect  our  trademark,  service  mark  and  other
proprietary rights in its products and services, we rely on a combination of:

         o  copyright,  unfair  competition,  trademark,  service mark and trade
            secret laws and

         o  confidentiality  agreements  with  our  licensees  and  other  third
            parties and  confidentiality  agreements  and policies  covering its
            employees.

         We cannot assure you that these measures will be adequate, that we will
be  able  to  secure  registrations  for  all  of  its  marks  in  the  U.S.  or
internationally  or that third parties will not infringe upon or  misappropriate
our proprietary  rights.  Any  infringement or  misappropriation,  or litigation
relating to intellectual  property rights, may have a material adverse effect on
our business, financial condition and results of operations.

         We have applied to the United States  Trademark office for registration
of "ViaVid" as a trademark  in the United  States.  We have also  applied to the
Canada Patent and Trademark  Office for  registration of "ViaVid" as a trademark
in Canada. A trademark has been issued in Canada for "ViaVid".  We are not aware
of any other  companies  currently using the name "ViaVid" in the United States.
We have conducted searches of trademark  databases in the United States and have
not found any  registration  of the name  "ViaVid" as a  trademark.  There is no
assurance  that we will be able obtain a trademark  for the "ViaVid" name in the
United  States,  or that once  obtained it will stand up to objections by others
who have made prior use of the name.  Also,  there can be no  assurance  that we
will obtain any significant  commercial advantage from this trademark if granted
or that we will have the  financial  resources to protect our rights in the name
through legal proceedings or otherwise. It is also possible that our competitors
or others  will adopt  product or service  names  similar to  "ViaVid"  or other
similar service marks or trademarks, thereby impeding our ability to build brand
identity and possibly  leading to customer  confusion.  Our inability to protect
the name  "ViaVid"  adequately  could  have a  material  adverse  effect  on our
business, results of operations and financial condition.

                                       25
<PAGE>

         Legal standards  relating to the validity,  enforceability and scope of
protection  of  certain  proprietary  rights in  Internet-related  business  are
uncertain and evolving.  In particular,  new registration and ownership priority
procedures  may be adopted which may make it more  difficult for us to retain or
obtain desirable domain names.

CONTROL BY PRINCIPAL STOCKHOLDERS AND POTENTIAL CONFLICTS OF INTEREST

         Our officers and Directors  own  approximately  52% of our  outstanding
shares of Common Stock. As a result, such persons could elect all the members of
our Board.  Such persons could also control those actions requiring the approval
of the holders of a majority of our voting  stock,  including  amendments to our
Articles  of  Incorporation   and  any  business   combinations.   Such  persons
concentration of ownership could prevent a change in control of our company that
might otherwise be beneficial to stockholders.

EXPENSE OF TECHNOLOGICAL DEVELOPMENTS AND EQUIPMENT UPGRADES

         The market for Internet products and services is characterized by rapid
technological developments, evolving industry standards and consumer demands. It
is possible that the  introduction  of new technology  could render our existing
Web  technology  and the  services we offer  obsolete.  We  anticipate  that the
introduction of new technology will require us to continually upgrade and change
our Web  technology  in order to maintain  our  competitive  position  and offer
competitive  services.  We anticipate that the  incorporation  of new technology
into our Web services will result in us incurring  increased operating expenses.
If we are required to incur these  expenses and increased  revenues do not match
these  expenses,  our  business  will be harmed.  If we do not  incorporate  new
technology  into our Web  operations,  then  our  competitive  position  and our
ability to attract customers and advertisers may be harmed.



RISKS APPLICABLE TO THE MARKET FOR OUR COMMON STOCK

          NO ACTIVE PRIOR PUBLIC MARKET FOR COMMON STOCK; POSSIBLE VOLATILITY OF
          STOCK PRICE

         Prior to  January 4, 2000,  there was no active  public  market for our
Common Stock.  Since then,  our Common Stock has been quoted on the OTC Bulletin
Board.  There can be no assurance  that an active  trading market for our Common
Stock will be  sustained  or that the market  price of our Common Stock will not
decline  based upon  market or other  conditions.  The market  price may bear no
relationship  to our  revenues,  earnings,  assets or  potential  and may not be
indicative of our future business  performance.  The trading price of our Common
Stock  has  been and can be  expected  to be  subject  to wide  fluctuations  in
response to variations in our quarterly results of operations,  the gain or loss
of significant strategic relationships, unanticipated delays in our development,
changes in estimates by analysts,  announcements of technological innovations or
new solutions by us or our competitors, general conditions in the technology and
Internet sectors and in  Internet-related  industries,  other matters  discussed
elsewhere in this report and other  events or factors,  many of which are beyond
our control.

         In  addition,  the  stock  market in  general  and the  technology  and
Internet  sectors  in  particular  have  experienced  extreme  price and  volume
fluctuations which have affected the market price for

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<PAGE>

many  companies  in  industries  similar  or  related  to us and which have been
unrelated  to  the  operating  performance  of  these  companies.  These  market
fluctuations,  as well as general economic, political and market conditions, may
have a material adverse effect on the market price of our Common Stock.

         In the past,  following  periods of volatility in the market price of a
company's  securities,   securities  class  action  litigation  has  often  been
instituted  against  such  companies.  Such  litigation,   if  instituted,   and
irrespective  of the outcome of such  litigation,  could  result in  substantial
costs  and a  diversion  of  management's  attention  and  resources  and have a
material  adverse  effect on our business,  results of operations  and financial
condition.

SHARES ELIGIBLE FOR FUTURE SALE

         Sales of  significant  amounts of our Common Stock in the public market
or the  perception  that such sales will or could  occur  could  materially  and
adversely  affect the market price of our Common Stock or our future  ability to
raise  capital  through an  offering  of our equity  securities.  We had,  as of
February 5, 2000, 7,963,000 shares of common stock outstanding.  Of such shares,
4,094,300  shares  were held by  officers  and  Directors  of the  Company.  The
4,094,300 shares held by officers and Directors,  as well as 817,500 shares held
by the wife of an officer and Director, are "restricted securities" as such term
is defined in Rule 144 under the Securities  Act.  Restricted  securities may be
sold in the public market only if registered or if they qualify for an exemption
from  registration  under  Rules  144,  144(k)  or  701  promulgated  under  the
Securities Act.  Approximately  2,664,200  shares of our Common Stock are freely
transferable under U.S. Federal securities laws, including the offer and sale of
1,153,000  shares that has previously been registered  under the Securities Act,
subject  to  the   requirements   of  the   Securities   Act  for  the   selling
securityholders  to deliver a current  prospectus in  connection  with a sale of
those shares. The sale of these shares or the perception that such sales will or
could occur  could  materially  and  adversely  affect the market  price for our
Common Stock.

         On January 27,  2000,  Kathler  Holdings  Inc.,  Paul  Watkins,  Cheryl
Watkins and 549419 BC Ltd.,  our principal  shareholders,  notified us that they
have or will sell an  aggregate of 195,000  shares of Common  Stock  pursuant to
Rule 144.  Subsequent  to the sale of those  shares,  the shares  become  freely
transferrable under U.S. Federal securities laws.

         We have filed a Form S-8  registration  statement  under the Securities
Act to register  all shares of Common  Stock  issuable  pursuant to  outstanding
options and all shares of Common  Stock  reserved  for  issuance  under our 1999
Stock Option Plan. Such registration statement became effective immediately upon
filing in December 1999 and the shares  issuable on exercise of options  granted
under the 1999 Stock Option Plan are covered by that registration statement. The
shares  issuable on exercise of the options  granted under the Plan are eligible
for sale,  subject  to Rule 144  limitations  applicable  to  affiliates.  As of
February 5, 2000, we have options  outstanding  under the 1999 Stock Option Plan
to purchase  632,000 shares at a price of $1.00 per share,  170,000 at $0.37 per
share,  100,000  at $0.40 per share  and  25,000  shares at a price of $3.50 per
share. An aggregate of 186,000 shares were issued on exercise of options granted
under the 1999 Stock Option Plan on March 14 and April 12, 2000 and are included
in the shares described above that are freely  transferrable  under U.S. Federal
securities  laws. In addition,  there are 23,000 shares  reserved for the future
grant of options under the Plan.  We intend to attract  employees to work for us
through the grant of options to purchase these shares.  These options granted to
attract  additional  employees  may be  immediately  exercisable  and the shares
freely  transferrable  under the Securities Act. The sale of these shares or the
preception  that such  shares  will be sold could have an adverse  effect on the
market price for our Common Stock.

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<PAGE>


                           PART II - OTHER INFORMATION

Item 2          CHANGES IN SECURITIES AND USE OF PROCEEDS

On December 12, 2000,  the  Registrant  issued 50,000 shares to a Consultant for
consulting  services  rendered.   These  shares  are  "restricted   securities".
Restricted  securities may be sold in the public market only if registered or if
they qualify for an exemption  from  registration  under Rules 144, 144() or 701
promulgated under the Securities Act.

During the period August 17 through  October 27, 2000, the Registrant  completed
the sale to 16 persons of 372,000 units of securities,  each unit  consisting of
two  shares of common  stock and one  warrant  expiring  September  30,  2003 to
purchase one share of common stock at an exercise price of $0.50 per share.  The
securities  were sold pursuant to  Regulation D and  Regulation S under the Act.
Each purchaser  represented to the Registrant that the purchaser was a "Non-U.S.
Person" and an "accredited  investor".  Each purchaser represented his intention
to  acquire  the  securities  for  investment  only  and  not  with  a  view  to
distribution.  Legends  were  affixed  to the  stock  certificates.  None of the
securities  were sold through an  underwriter  and,  accordingly,  there were no
underwriting discounts or commissions involved.

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<PAGE>

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

      (a)   Exhibits

            Exhibit Number    Description

            27.1              Financial Data Schedule

     (b)    Reports on Form 8-K

            The Registrant  did not file any current  reports on Form 8-K during
the quarter ended December 31, 2000.

                                   SIGNATURES

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

Date:    February 13, 2000          By:
                                            /s/ Brian Kathler
                                            -------------------------------
                                            President
                                            (Principal Executive Officer and
                                            Principal Accounting Officer)


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