U.S. Securities and Exchange Commission

                             Washington, D.C. 20549

                                   Form 10-QSB

(Mark One)

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

                           For the quarterly period ended June 30, 1998

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

       For the transition period from __________________ to ______________

Commission file number: 0-26626

                              KnowledgeBroker, Inc.

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

Nevada                                                      84-0856578
(State or other jurisdiction                            (IRS Employer
of incorporation or organization)                       Identification No.)

13295 Mira Loma Road, Reno, NV                                89511
--------------------------------------------------------------------------------
(Address of principal executive offices)                   (Zip Code)

                                 (775) 852-5711

                         (Registrant's telephone number)

--------------------------------------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)

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

                      APPLICABLE ONLY TO CORPORATE ISSUERS

         State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date: 9,692,490










<PAGE>


                         PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

                              KNOWLEDGEBROKER, INC.

                                 BALANCE SHEETS

                                     ASSETS

<TABLE>
<CAPTION>
                                                                                    June 30,            December 31,
                                                                                      1999                  1998
                                                                                   ----------           ------------
                                                                                   (Unaudited)
<S>                                                                                <C>                    <C>
CURRENT ASSETS
    Cash and Cash Equivalents                                                      $ 233,664              $196,009
    Marketable Securities                                                             51,468                55,004
    Accounts Receivable - Trade, net of allowance
        for doubtful accounts of $5,000 in 1999 and 1998                             121,131               282,316
    Prepaid Expenses                                                                   3,185                 4,185

                TOTAL CURRENT ASSETS                                                 409,448               537,514
                                                                                   ---------              --------

PROPERTY AND EQUIPMENT                                                               307,742               302,848
    Less Accumulated Depreciation and Amortization                                  (253,921)             (234,583)
                                                                                    --------              --------
                   NET PROPERTY AND EQUIPMENT                                         53,821                68,265
                                                                                  ----------             ---------

OTHER ASSETS                                                                           3,089                 3,089
                                                                                  ----------            ----------
                TOTAL ASSETS                                                        $466,358              $608,868
                                                                                    ========              ========
</TABLE>


















                                   (Continued)

                           The accompanying note is an
                   integral part of these financial statements

                                       F-1


<PAGE>


                              KNOWLEDGEBROKER, INC.

                           BALANCE SHEETS (CONTINUED)

                      LIABILITIES AND STOCKHOLDERS' DEFICIT

<TABLE>
<CAPTION>
                                                                                    June  30,            December 31,
                                                                                       1999                 1998

                                                                                   (Unaudited)
<S>                                                                               <C>                    <C>
CURRENT LIABILITIES
    Notes Payable                                                                 $  203,500             $  303,842
    Accounts Payable                                                                  47,393                121,206
    Accrued Expenses                                                                 111,134                286,215
    Deferred Income                                                                  272,542                315,267
                                                                                  ----------             ----------
                TOTAL CURRENT LIABILITIES                                            634,569              1,026,530
                                                                                  ----------             ----------
COMMITMENTS AND CONTINGENCIES                                                              -                      -
STOCKHOLDERS' DEFICIT

    Preferred Stock, $0.01 par value, 5,000,000 shares authorized                          -                      -
    Common Stock, $0.01 par value, 25,000,000 shares authorized,
        9,624,690 shares issued                                                       96,247                 96,247
    Additional Paid-In Capital                                                     1,262,213              1,262,213
    Retained Deficit                                                              (1,517,001)            (1,772,023)
    Treasury Stock, at cost 35,000 and 11,000 shares, respectively                    (9,670)                (4,099)
                                                                                 -----------           ------------
                TOTAL STOCKHOLDERS' DEFICIT                                         (168,211)              (417,662)
                                                                                  ----------             ----------


                TOTAL LIABILITIES AND STOCKHOLDERS'
                   DEFICIT                                                        $  466,358             $  608,868
                                                                                  ==========             ==========
</TABLE>











                           The accompanying note is an
                   integral part of these financial statements

                                       F-2

<PAGE>






                              KNOWLEDGEBROKER, INC.

                            STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                            Three Months Ended June 30,       Six Months Ended June 30,
                                                            --------------------------      -----------------------------

                                                                1999           1998              1999            1998
                                                            ------------   -----------      --------------    ---------
<S>                                                         <C>             <C>               <C>             <C>
REVENUES
    Support Desk Services                                   $   69,962      $ 170,132         $ 579,426       $ 297,456
    Software Sales                                             168,966         84,336           299,089         212,675
                                                             ---------     ----------         ---------       ---------
                   TOTAL REVENUES                              238,928        254,468           878,515         510,131

DIRECT PERSONNEL COST OF
    SUPPORT DESK SERVICES
    SERVICES AND SOFTWARE SALES                                122,918        147,313           250,376         265,724
                                                             ---------      ---------         ---------       ---------

                REVENUES,
                   NET OF DIRECT COSTS                         116,010        107,155           628,139         244,407
                                                             ---------      ---------         ---------       ---------

EXPENSES
    Selling, General and Administrative                        172,771        206,826           349,101         402,642
    Depreciation and Amortization                                9,640         10,397            19,338          21,147
                                                            ----------     ----------        ----------      ----------

                TOTAL EXPENSES                                 182,411        217,223           368,439         423,789
                                                             ---------      ---------         ---------       ---------

                OPERATING
                    INCOME (LOSS)                              (66,401)      (110,068)          259,700        (179,382)

OTHER INCOME (EXPENSE)
    Interest and Other Income                                    8,050            792            13,720           3,491
    Interest Expense                                            (7,343)        (3,642)          (18,397)         (6,339)
                                                            ----------     ----------        ----------      ----------

(LOSS) INCOME BEFORE
     INCOME TAXES                                              (65,694)      (112,918)          255,023        (182,230)

INCOME TAX                                                           -              -                 -               -
                                                         -------------   ------------     -------------      ----------

NET (LOSS) INCOME                                           $  (65,694)     $(112,918)        $ 255,023       $(182,230)
                                                            ==========      =========         =========       =========
WEIGHTED AVERAGE NUMBER
    OF COMMON SHARES
    OUTSTANDING                                              9,624,690      9,270,024         9,624,690       9,270,024
                                                             =========     ==========         =========       =========
NET (LOSS) INCOME PER
     COMMON SHARE                                           $    (0.01)   $     (0.01)        $    0.03      $    (0.02)
                                                            ==========   ============         =========      ==========
</TABLE>


                           The accompanying note is an
                   integral part of these financial statements

                                       F-3

<PAGE>


                              KNOWLEDGEBROKER, INC.

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                            Six Months Ended June 30,

                                                                                              1999             1998
                                                                                        ---------------    ------------
<S>                                                                                          <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES
   Net Income (Loss)                                                                         $255,022       $(182,230)
   Adjustments to Reconcile Net  Income (Loss) to Net
      Cash Provided (Used) by Operating Activities
         Depreciation and Amortization                                                         19,338          21,147
Changes in Assets and Liabilities
         Trade Accounts Receivable                                                            161,185         (70,632)
         Prepaid Expenses                                                                       1,000          12,016
         Accounts Payable                                                                     (73,813)        (73,781)
         Accrued Liabilities                                                                 (175,081)        (52,252)
         Marketable Securities                                                                  3,536               -
Deferred Income                                                                               (42,725)        107,903
                                                                                             --------       ---------
                 NET CASH PROVIDED (USED) BY
                    OPERATING ACTIVITIES                                                      148,462        (237,829)
                                                                                             --------       ----------

CASH FLOWS FROM INVESTING ACTIVITIES

   Purchase of Property and Equipment                                                          (4,894)         (4,483)
   Purchase of Treasury Stock                                                                  (5,571)              -
                                                                                             --------   -------------

                 NET CASH USED BY INVESTING ACTIVITIES                                        (10,465)         (4,483)
                                                                                             ---------     -----------


CASH FLOWS FROM FINANCING ACTIVITIES

   Borrowings Under Lines of Credit                                                                 -          55,213
   Principal Repayments on Lines of Credit                                                   (100,342)              -
                                                                                             --------   -------------
                 NET CASH (USED)  PROVIDED BY FINANCING
                    ACTIVITIES                                                               (100,342)         55,213
                                                                                             --------      ----------

INCREASE (DECREASE) IN CASH                                                                    37,655        (187,099)

CASH AND CASH EQUIVALENTS AT BEGINNING
   OF PERIOD                                                                                  196,009         199,171
                                                                                             --------       ---------

CASH AND CASH EQUIVALENTS AT END
    OF PERIOD                                                                                $233,664      $   12,072
                                                                                             ========      ==========

SUPPLEMENTAL DISCLOSURE OF INTEREST AND
   INCOME TAXES PAID DURING THE PERIOD
      Interest                                                                               $ 18,397      $    6,339
                                                                                             ========      ==========
Income Taxes                                                                             $          -      $        -
                                                                                         ============   =============
</TABLE>


                           The accompanying note is an
                   integral part of these financial statements

                                       F-4

<PAGE>

                              KNOWLEDGEBROKER, INC.

                          NOTE TO FINANCIAL STATEMENTS
                                   (UNAUDITED)

                                  JUNE 30, 1999

NOTE 1:          BASIS OF PRESENTATION

     The accompanying unaudited financial statements have been prepared in
     accordance with generally accepted accounting principals for interim
     financial information and with the instructions to Form 10-Q and Rule 10-01
     of Regulations S-X. They do not include all information and notes required
     by generally accepted accounting principals for complete financial
     statements. However, except as disclosed, there has been no material change
     in the information disclosed in the notes to financial statements included
     in the Annual Report on Form 10-K of KnowledgeBroker, Inc. for the year
     ended December 31, 1998. In the opinion of management, all adjustments
     (consisting of normal recurring accruals) considered necessary for a fair
     presentation have been included. Operating results for the six month period
     ended June 30,1999, are not necessarily indicative of the results that may
     be expected for the year ending December 31, 1999.



                                       F-5


<PAGE>


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

General

The Company's results of operations are strongly affected by the size and timing
of contracts for support desk services and software sales. Contracts for the
Company's Support desk services are often tied to the introduction of a new
computer product for which support will be required as the new product is
introduced and for a period of time thereafter. In other instances the Company
will have agreements for Support desk services that are not so much based on a
particular product but require more general support for personal computers and
that rely upon the Company's data base. Revenues for Support desk services,
accordingly, often fluctuate significantly. The direct personnel costs for
Support desk services also have to be managed carefully and fluctuate
significantly, depending upon the volume of calls generated by the Support desk
services.

Software sales, which include sales and licensing of the Company's AskMe Pro and
KnowledgeBases, also fluctuate significantly. However, the gross margins for
software sales and licensing are significantly larger than for Support desk
services.

Six Months Ended June 30, 1999, Compared to Six Months Ended June 30, 1998

Revenues for the six months ended June 30, 1999, increased more than $368,000,
to $878,515 from $510,131 for the 1998 six month period. Revenues for Support
desk services were up strongly in the first quarter largely as the result of the
introduction of products in the holiday season required support in the first
quarter, something that did not occur in the first quarter of 1998. These
revenues did not continue into the second quarter. Revenues from Support desk
services increased about $280,000 to $579,426 in the first six months of 1999
from $297,456 in the first six months of 1998, making the majority of the
increase in revenues in the first half of 1999 being derived from Support desk
services. Sales and licensing revenues increased in 1999 when compared to the
Sales and licensing revenues in 1998 for the same period.

Gross profit increased in the later period to $628,139 from $244,407, reflecting
the large increase in revenues from both Support desk services and Sales and
licensing revenues. The Company was able to hold Support desk services personnel
to 43% of the revenues generated from Support desk services. The second quarter
1999 saw declining revenues from Support desk services and the cost to maintain
those services was higher as percentage of revenues than in the first quarter of
1999, although not as high as that in the second quarter of 1998.

The Company enjoyed an operating profit of $259,700 in the 1999 period compared
to an operating loss of $179,382 in the 1998 period, reflecting both the
improved gross profit and lower Selling, general and administrative costs in the
1999 period. Some of the reduced Selling, general and administrative costs
reflect reduced marketing and sales personnel in the later period.

Liquidity and Capital Resources

The Company's operating capital has been provided by operations, the issuance of
stock and bank lines of credit. The Company's long-term continuation depends
upon its ability to generate profits. Because the Company's losses have largely
been funded with debt, its ongoing ability to survive will depend upon its
ability to increase revenues.


<PAGE>


                           PART II - OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K

          (a) Exhibits Index

                   Exhibit 27 - Financial Data Schedule

          (b) Reports on Form 8-K: None


<PAGE>


                                   SIGNATURES

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

                                            KnowledgeBroker, Inc.

January 17, 2000                            /s/  Sharon Stanley
                                            -----------------------------------
                                            Sharon Stanley,
                                            Principal Financial Officer