U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

                                    FORM 10-Q

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

                     For the Quarter ended December 31, 1999

                                       OR

             [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
             For the transition period from__________ to __________


                         Commission file number 1-11568


                              TEKINSIGHT.COM, INC.
             (Exact Name of Registrant as Specified in its Charter)


                               Delaware 95-4228470
                (State or other jurisdiction of (I.R.S Employer
               incorporation or organization) Identification No.)


                          5 Hanover Square - 24th Floor
                            New York, New York 10004
               (Address of principal executive offices) (Zip code)

        Registrant?s telephone number, including area code (212) 271-8511





 Check  whether the Registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities  Exchange Act of 1934 during the preceding
12 months, and (2) has been subject to such filings requirements for the past 90
days. Yes X No ___

 The  number  of  shares  outstanding  of  the issuer?s Common Stock, $.0001 par
value, as of February 1, 2000 was 15,848,529.


<PAGE>



                      TEKINSIGHT.COM, INC. AND SUBSIDIARIES

                                      INDEX


PART I - FINANCIAL INFORMATION
                                                                       Page
                                                                      Number

Item 1 - Consolidated Financial Statements

    Consolidated Balance Sheet - December 31, 1999
      and June 30, 1999                                                  3

    Consolidated Statement of Operations - For the three
      and six months ended December 31, 1999 and 1998                    4

    Consolidated Statement of Cash Flows - For the
      six months ended December 31, 1999 and 1998                        5

    Notes to Consolidated Financial Statements                         6 - 9

    Item 2  Management's Discussion and Analysis of Financial
      Condition and Results of Operation                              10 - 13


PART II - OTHER INFORMATION                                             13

SIGNATURE                                                               14



<PAGE>
<TABLE>
<CAPTION>
                      TEKINSIGHT.COM, INC. AND SUBSIDIARIES

                           CONSOLIDATED BALANCE SHEET

                                   (Unaudited)

                                                                                            December 31,        June 30,
                                ASSETS                                                         1999               1999
                                                                                         ---------------    --------------
CURRENT ASSETS:
      <S>                                                                                   <C>             <C>
      Cash ..............................................................................   $  5,868,957    $  7,618,259
      Interest receivable ..................................................................        --            25,521
      Accounts receivable, net of allowance for doubtful ...................................     339,633          45,750
          accounts $111,500
     Prepaid expenses and other assets .......................................................   166,667          30,000
      Note receivable - other ................................................................   850,000         500,000
                                                                                            ------------    ------------
               TOTAL CURRENT ASSETS .........................................................  7,225,257       8,219,530



LONG--TERM NOTE RECEIVABLE ................................................................    1,490,766       1,528,167

INVESTMENTS - Marketable Securities ........................................................   4,333,049       5,533,177

PROPERTY AND EQUIPMENT, net
      net of accumulated depreciation of $62,701 and $49,254, respectively .................      98,292          71,938

CAPITALIZED SOFTWARE COSTS, net ...............................................................1,237,814       1,091,793

DEPOSITS AND OTHER ASSETS ....................................................................    43,058          43,058
                                                                                            ------------    ------------

                                                                                            $ 14,428,236    $ 16,487,663
                                                                                            ============    ============

                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
      Accounts payable .....................................................................$    196,499   $     421,178
      Accrued expenses ....................................................................      222,665         125,000
      Income tax payable ...................................................................     326,480         628,000
      State audit reserves ................................................................... 1,400,000       1,400,000
      Accrued termination costs, short-term ..................................................   247,750         280,209
                                                                                            ------------    ------------
               TOTAL CURRENT LIABILITIES ..................................................... 2,393,395       2,854,387


LONG TERM NOTES PAYABLE, net of current portion ..............................................    17,675          17,675


COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY:
      Preferred stock, $.0001 par value,  10,000,000 shares authorized ..............               --           505,000
      Common stock, $.0001 par value, 100,000,000 shares authorized, 15,848,529 shares
          issued and outstanding as of December 31, 1999 .....................................     1,585           1,535
      Additional paid-in capital .............................................................19,302,332      18,797,382
      Unrealized gain on securities .........................................................  1,033,049       2,446,509
      Accumulated deficit ................................................................... (8,319,800)     (8,134,826)
                                                                                            ------------    ------------
               TOTAL STOCKHOLDERS' EQUITY .................................................   12,017,166      13,615,600
                                                                                            ------------    ------------


               TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY ................................ $  14,428,236   $  16,487,663
                                                                                            ============    ============
</TABLE>

                 See notes to consolidated financial statements.
                                    3 of 14
<PAGE>

                      TEKINSIGHT.COM, INC. AND SUBSIDIARIES

                      CONSOLIDATED STATEMENT OF OPERATIONS
<TABLE>
<CAPTION>

                                   (Unaudited)

                                                         Three Months Ended December 31,            Six Months Ended December 31,
                                                            1999                 1998                  1999            1998
<S>                                                    <C>                  <C>                <C>              <C>

REVENUES ............................................  $   474,347          $   603,634        $     962,179    $    967,228

COST OF GOODS SOLD ..................................      249,643              101,895              459,516         285,749
                                                         _________           __________          ___________     ___________
      GROSS PROFIT ..................................      224,704              501,739              502,663         681,479
                                                         _________           __________          ___________     ___________

OPERATING EXPENSES:
      Selling, general and administrative ...........      420,747              741,896              781,619       1,303,393
      Research and development ......................       38,630               31,248              174,474          62,496
      Depreciation and amortization .................       19,961                4,242               25,946          10,408
      Settlement of employement contracts, (Non-cash)         --                  --                   --            327,501
      TOTAL OPERATING EXPENSES ......................      479,338              777,386              982,039       1,703,798

LOSS FROM OPERATIONS ................................     (254,633)            (275,647)            (479,375)     (1,022,319)

GAIN ON SALE OF MARKETABLE SECURITIES ...............       93,439                --                  93,439            --

INTEREST INCOME, net ................................       38,172              274,669              200,962         532,777
                                                        ----------           ----------              -------       ----------
NET LOSS ............................................  $  (123,022)         $      (978)       $    (184,974)   $   (489,542)
                                                                                                                   ----------
PREFERRED STOCK DIVIDENDS ...........................         --                   --                  --            (27,288)
                                                        ----------           ----------              -------       ----------
      COMMON SHARE HOLDERS ..........................  $  (123,022)         $      (978)       $    (184,974)   $   (516,830)
                                                        ==========           ==========              =======       ==========
NET LOSS PER SHARE - basic and diluted                 $     (0.01)         $     (0.00)       $       (0.01)   $      (0.04)
                                                        ==========           ==========              =======       ==========
WEIGHTED AVERAGE NUMBER OF SHARES
      USED IN COMPUTATION                               15,848,529           12,694,699           15,808,455      12,459,027
                                                        ==========           ==========           ==========      ==========
NET LOSS                                               $  (123,022)         $      (978)       $    (184,974)   $   (516,830)

OTHER COMPREHENSIVE LOSS, NET OF TAX
      Unrealized loss on available-for-sale
      securities                                          (928,479)                -              (1,413,460)         -
                                                        ----------              -------           ----------       ----------
COMPREHENSIVE INCOME (LOSS)                            $(1,051,501)         $      (978)       $  (1,598,434)   $   (516,830)
                                                        ==========              =======           ==========       ==========

</TABLE>

                 See notes to consolidated financial statements.
                                    4 of 14
<PAGE>


                      TEKINSIGHT.COM, INC. AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>

                                   (Unaudited)
                                                                           Six Months Ended December 31,
                                                                               1999           1998
CASH FLOWS FROM OPERATING ACTIVITIES:
      <S>                                                               <C>           <C>
      Net (loss) .......................................................$    (184,974)$    (489,542)
      Adjustments to reconcile net (loss) to net cash from
           operating activities:
                Depreciation ...........................................       25,946        10,408
                Amortization of deferred finance costs and debt discount         --          37,853
                Amortization of capitalized software costs .............      157,890       244,989
                Settlement of employment contracts,
                (non-cash) .............................................         --         327,501


      Changes in operating assets and liabilities:
           (Increase) in accounts receivable ...........................     (293,883)     (230,250)
           Decrease (Increase) in interest receivable ..................       25,521        (5,992)
           Additions to capitalize software costs ......................     (303,911)   (1,147,367)
           (Increase) in prepaid expenses ..............................     (136,667)         --
           (Increase) in deferred finance costs ........................         --        (108,000)
           (Decrease) in accounts payable ..............................     (224,679)      (35,581)
           Increase (Decrease) in accrued expenses .....................       97,665       (19,229)
           (Decrease) in income tax payable ............................     (301,520)         --
           (Decrease) in accrued termination costs .....................      (32,459)     (503,232)
                Total adjustments ......................................     (986,096)   (1,428,900)
                                                                            ---------     ---------
           NET CASH  (USED IN) OPERATING ACTIVITIES ....................   (1,171,072)   (1,918,443)
                                                                            ---------     ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
      Cash proceeds from the sale of securities ........................     (180,107)         --
      Capital expenditures .............................................      (40,624)     (120,002)
      Redeemed convertible preferred stock .............................   (1,000,000)         --
      Amortization of Warrants .........................................      (12,499)         --
      Increase in note receivable ......................................      250,000          --
                                                                            ---------     ---------
NET CASH (USED IN) INVESTING ACTIVITIES .....................                (983,230)     (120,002)
                                                                            ---------     ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
      (Decrease) in notes payable ......................................         --         (67,533)
      (Issuance)/Repayment of related party loans ......................     (100,000)      162,627
      Proceeds from debt financing .....................................         --         818,567
      (Repayment of) long-term debt ....................................         --        (302,074)
      Issunace of Common Stock, net of expenses ........................      505,000       205,256
      Dividends paid on Series A Preferred Stock .......................         --         (27,288)
                                                                            ---------     ---------
           NET CASH PROVIDED BY FINANCING ACTIVITIES ...................      405,000       789,555
                                                                            ---------     ---------
NET (DECREASE) IN CASH .................................................   (1,749,302)   (1,248,890)

CASH AT BEGINNING OF PERIOD ............................................    7,618,259     2,575,356
                                                                            ---------     ---------
CASH AT END OF PERIOD ..................................................$   5,868,957 $    1,326,467
                                                                            =========     ==========
</TABLE>





                 See notes to consolidated financial statements.

                                     5 of 14

<PAGE>

                              TEKINSIGHT.COM, INC.
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - December 31, 1999
                                   (UNAUDITED)

1.  Basis of Presentation

         Reference  is made to the annual report on form 10-K of Tadeo Holdings,
Inc.  (the  "Company")  dated October 13, 1999 for the year ended June 30, 1999.
The  accompanying  financial  statements  reflect all adjustments  which, in the
opinion of  management,  are  necessary  for a fair  presentation  of  financial
position and the results of operations for the interim periods presented. Except
as  otherwise  disclosed,  all such  adjustments  are of a normal and  recurring
nature.  The results of operations  for any interim  period are not  necessarily
indicative of the results attainable for a full fiscal year.

2.  Basic Loss Per Share

         Loss Per Share is based on the weighted average number of common shares
outstanding  during each  period.  Potential  common  shares are included in the
computation  of  diluted  per share  amounts  outstanding  during  each  period.
Potential  common  shares are not included  for loss  periods as such  inclusion
would be anti-dilutive.

3. Marketable Securities

         On September 24, 1998, the Company completed a Stock Purchase Agreement
between  ViewCast.com  inc. (VCST) and Tadeo (the "Purchase  Agreement').   VCST
purchased $2,000,000 worth of restricted Tadeo common stock valued at $2,000,000
for $2,000,000  worth of VCST common stock.  The Company issued 1,240,310 shares
of Tadeo  common  stock at the sale  price of  $1.6125  per share  and  received
1,000,000  shares of VCST?s  common  stock for the  purchase  price of $2.00 per
share.  In the case of each  corporation,  the number of shares  issued was less
than 20% of the outstanding common stock of the issuer on September 24, 1998. On
November 16, 1999, the Company sold  approximately  43,334 shares of VCST in the
open market for $4.15625 per share.  The Company  realized a net gain of $93,439
in this sale.  The Company  currently has 500,000  shares of VCST?s common stock
remaining in Investments--marketable securities as of December 31, 1999

         On  June 30, 1999, Tadeo E entered into an agreement with Business Talk
Radio.Net,  Inc. ("Business Talk") under which, an aggregate payment of $250,000
was made in July and August 1999, Tadeo E obtained an assignable  credit for the
purchase of advertising time on radio programs  operated by Business Talk having
a value of $1,200,000, and 564,056 shares of Series C Preferred Stock, par value
$.0001 per share,  convertible into 5% of the current  outstanding capital stock
of Business Talk. Each share of Class C Preferred Stock shall have a liquidation
preference  of $.4432 until January 1, 2000, at which time the Class C Preferred
Stock  preference  shall  become  $.2217.  As part of the  transaction,  Tadeo E
obtained an option to acquire an  equivalent  number of shares of Business  Talk
capital  stock  for an  exercise  price  of  $250,000,  as well as the  right to

                                       6

<PAGE>

"stream"  the content of Business Talk programming on its and its affiliates web
sites during the course of a three-year period without an additional  payment to
Business  Talk.  Business  Talk  creates  and  distributes  the  content  of its
business-oriented  radio  programming  for  broadcasting on third party operated
radio stations in a variety of markets  throughout the United States. On January
3, 2000,  the  Company  exercised  its option  and,  for a payment of  $250,000,
acquired an additional  564,056 shares of Business Talk Series C Preferred stock
for $.4432 per share.

         StyleSite  Marketing  Inc.,  announced  on January 21, 2000 that it has
filed a Chapter 11 Petition in the New York Southern District for itself and its
subsidiaries.  The Company has set up an allowance for doubtful  accounts on its
receivables  from  StyleSite  Marketing,  Inc.  in the amount of  $111,500 as of
December 31, 1999. The Company is currently  carrying on its balance sheet under
"Investments  -  marketable  securities",  1,066,098  shares of common  stock of
StyleSite at 54% below cost, or at $.438 per share.  The Company also has 10,000
shares of Series G  preferred  stock of  StyleSite  at $100.00  per  share.  The
Company holds a personal  guarantee from Robert Rubin, an affiliate of StyleSite
on the obligations  with respect to the preferred  stock, and the value has been
kept at cost.

         On  September  1,  1999,  Astratek  entered  into  a   Consulting   and
Professional  Service  Agreement  with 4th Peripheral  Technologies,  Inc. ("4th
Peripheral"),  pursuant  to which  Astratek  is  engaged  to  provide  executive
advisory  consulting  services,  as  requested,  and  on a  fee  schedule  to be
negotiated  at the  time  an  assignment  is  made,  intended  to  increase  4th
Peripheral's  value and strategic  position in connection with its business as a
developer of cyber  extension  technology to provide  remote access to data from
handheld devices. In an effort to strengthen Astratek?s strategic  relationships
with 4th Peripheral,  the Company purchased in a private placement of securities
250,000 shares of 4th Peripheral  Common Stock,  par value $.001 per share,  for
$250,000.

         The  aforementioned  marketable  securities  have  been  classified  as
available  for  sale  securities  at  December  31,  1999 and  accordingly,  the
unrealized  gain  resulting  from  valuing  such  securities  at market value is
reflected as a component of stockholders? equity.

4.   Note Receivable- Other

         The Company provided  a cosmetic  manufacturing  and marketing  company
with  $1,528,167  in loan  financing  through the  issuance of one note  bearing
interest at 8% due in May 2001,  and  $500,000  through  the  issuance of a note
bearing  interest  at 20.8%  due in August  1999.  The  $500,000  note was later
amended on August 12, 1999 to (i) extend the due date to June 2000,  (ii) reduce
the  interest  rate to 10%, and (iii)  increase  the  principal of the note from
$500,000  to $550,000  for accrued  interest of $26,580 and a premium of $23,420
for lowering the interest rate. In addition,  the Company  received  warrants to
acquire  500,000  shares of common stock of such company at an exercise price of
$1.50 per share.  On  November  25,  1999,  the Company  provided an  additional
$200,000 to the cosmetic  manufacturer and marketing  company to secure computer
equipment  for  increased  capacity for its  operation.  The $200,000 note bears
10.5%  interest on the unpaid  principal,  matures on  November  25, 2001 an has
principal and interest payments made monthly. The cosmetic manufacturer

                                       7

<PAGE>

and  marketing  company  is behind in its  interest and principal payments but a
default letter has not been declared.

         On  November  22, 1999, the Company loaned Seven Sons, Inc., a golf and
tennis equipment store, of which Brian Bookmeier, Chief Executive Officer of the
Company is a principal,  $100,000 for its operations.  The $100,000 secured note
bears  interest at 10% and is to be paid off by December 30,  1999.  The Company
has extended the note until March 31, 2000. In consideration  for the extension,
the interest rate has been increased to 11% per annum.

5.   Commitments, Contingencies, and other Agreements
         Department of Health Services? One of the Company?s discontinued wholly
-owned  subsidiaries  underwent an audit by the  California  State  Controller?s
Office,  Division of Audits,  for the  purpose of  determining  compliance  with
guidelines of the California  Department of Health Services ("Medi-Cal") and the
California State Board of Equalization.  The Controller's Office issued a report
to the effect that the subsidiary  owed, and issued a Letter of Demand for, $1.3
million,  contending  that for the  period  July 1, 1990 to June 30,  1993,  the
subsidiary  practiced  unfair  pricing to its customers.  Additionally,  accrued
interest on the amount demanded is also sought by the  Controller's  Office.  On
January  20,  1999,  the  Superior  Court   recommended   that  the  overpayment
determination  be upheld.  The  subsidiary  has a pending appeal to overturn the
ruling,  which  has been  upheld.  In March  1999,  the  Company's  wholly-owned
subsidiary  filed an appeal to the Superior Court?s decision with the California
Court of Appeals.  On January  26,  2000,  the Company  lost its appeal with the
California  Court of  Appeals.  The  Company  has  provided  a  reserve  for the
principal amount of $1,339,785 and $60,215 in accrued  interest,  or $1,400,000.
The Company has until  February 25, 2000 to appeal this finding  before a demand
for payment is made.

         On  May  28,  1999   as amended by agreements dated as of June 1, 1999,
Tadeo E entered into a Web Design and  Consulting  Agreement  with Azurel,  Ltd.
("Azurel"),  a public  company  engaged in the  business  of  manufacturing  and
distributing  cosmetics and other related products (the "Azurel Web Agreement").
Under the terms of the Azurel Web  Agreement,  based upon the fee schedule to be
included in that agreement,  Tadeo E agreed to provide all necessary  consulting
and development  services to design,  maintain and enhance  Azurel's  electronic
commerce  Internet  sites  and  other  related  electronic   commerce  marketing
vehicles.  Tadeo E paid Azurel  $500,000 for  Azurel's  provision of content and
marketing  consulting  services in connection with assistance  provided to Tadeo
E?s electronic commerce development  activities for Azurel and other clients. At
the same time, to enhance the strategic  relationship  between Azurel, Tadeo and
Tadeo E, Tadeo E lent to Azurel an aggregate of $1,528,167  under the terms of a
Credit  Agreement,  as  amended,  dated  as of June 1,  1999  (with  part of the
aggregate principal  reflecting the restructuring of a March 31, 1999 short-term
$500,000  promissory  note),  with interest payable at the rate of 8% per annum,
payable monthly, and with all principal and accrued interest due on May 28, 2001
(the  "Credit  Agreement").  Repayment of amounts  outstanding  under the Credit
Agreement  is secured  by a pledge of  approximately  66.66% of the  outstanding
shares of certain  Azurel  operating  subsidiaries,  under the terms of a Pledge
Security  Agreement,  as amended,  by and between Azurel,  Tadeo and Tadeo E. In
further  consideration  for its  advances to Azurel  under the  CreditAgreement,

                                       8

<PAGE>

Tadeo E received from Azurel warrants to acquire 200,000 shares of Azurel common
stock, exercisable at $1.50 per share, with the shares acquired upon exercise of
such Warrants being subject to registration rights provided under the terms of a
Registration Rights Agreement, as amended, dated as of June 1, 1999.

         Under  agreements  dated as of June 30, 1999, Tadeo E entered into both
a Web Design and  Consulting  Agreement  and an Online  Hosting  Agreement  with
StyleSite   Marketing,   Inc.  ("Style",   formerly  Diplomat  Direct  Marketing
Corporation),  a public company engaged in the business of distributing  women's
and children?s fashion apparel and related  accessories through catalogue sales,
including the Lew Magam and Brownstone studios catalogues, and over the Internet
("Style Web  Agreements").  Under the terms of the Style Web  Agreements,  based
upon the fee schedules  provided in those  agreements,  Tadeo E is providing all
necessary  consulting and development  services to design,  maintain and enhance
Style's electronic commerce Internet sites and other related electronic commerce
marketing  vehicles,  as well as to host those sites on behalf of Style. Tadeo E
paid Style  $500,000 for Style's  provision of content and marketing  consulting
services in connection with assistance provided to Tadeo E's electronic commerce
development  activities for Style and other clients.  In addition to payments by
Style for the  services  provided  under the Style Web  Agreements,  in  further
consideration  for its services to Style under the Web  Agreements  Tadeo E will
receive  royalties  from Style based upon Style?s  ongoing  electronic  commerce
businesses (the "Royalties"). The Royalties are equal to 5% of Styl's electronic
commerce  revenues,  until $500,000 has been paid to Tadeo E, and thereafter 20%
of certain Style electronic  commerce net income in perpetuity.  Style announced
on  January  21,  2000 that it has filed a Chapter 11  Petition  in the New York
Southern  District  for itself and its  subsidiaries.  The Company has set up an
allowance for doubtful  accounts for its receivables from Style in the amount of
$111,500.  At this time,  due to the Chapter 11 filing , it is  uncertain  as to
whether the Company will be able to enforce Style's  obligation to pay Royalties
under the Web Agreement.  See Note 3,  "Marketable  Securities"  for information
concerning the value of the Company's holding in Style securities.

         For information concerning the Company?s recent agreements with Azurel,
Ltd. ("Azurel"),  StyleSite Marketing,  Inc. ("Style",  formerly Diplomat Direct
Marketing Corporation), Business Talk Radio.Net, Inc. ("Business Talk"), and 4th
Peripheral   Technologies,    Inc.   ("4th   Peripheral")    (collectively   the
"Agreements"), see Note 3. "Marketable Securities".

Termination  Agreements

         The  Company  entered  into  the  following  contract subsequent to the
disposal of its business:

          A.  With  a  former   operating   officer   commencing   March   1998,
aggregating  $485,000,  payable in monthly  installments of $7,633 through March
2003.  The Company has recorded the present  value of this contract at $359,265,
with the balance being $247,750 at December 31, 1999. With the prepayment of the
Note from Gainor in April 1999, the termination agreement calls for amounts owed
under the  termination  contract to be prepaid.  However,  the former  operating
officer  informed  the Company  that he desires to  continue to receive  monthly

                                        9

<PAGE>

payments  rather than the lump sum payment  called for under the contract.  As a
result,  the Company continues to make monthly payment under this obligation and
is carrying the agreement as short-term liability.



ITEM 2.           MANAGEMENT'S DISCUSSION AND ANALYSIS
                  OF FINANCIAL CONDITIONS AND RESULTS OF OPERATION


Forward-Looking Statements

When  used in the Form  10-Q  and in  future  filings  by the  Company  with the
Securities  and Exchange  Commission,  the words or phrases "will likely result"
and "the Company  expects",  "will  continue",  "is  anticipated",  "estimated",
"project",  or  "outlook"  or  similar  expressions  are  intended  to  identify
"forward-looking  statements"  within  the  meaning  of the  Private  Securities
Litigation  Reform Act of 1995.  The  Company  wishes to caution  readers not to
place  undue  reliance  on any such  forward-looking  statements,  each of which
speaks only as of the date made.  Such  statements  are subject to certain risks
and  uncertainties  that could cause actual  results to differ  materially  from
historical earnings and those presently anticipated or projected, such as demand
for our products,  size and timing of significant  orders and their fulfillment,
the  Company's  ability to develop  and upgrade its  technology,  the  Company's
ability to compete in a highly competitive market and undetected software errors
and other product  quality  problems.  The Company has no obligation to publicly
release the results of any  revisions  which may be made to any  forward-looking
statements  to reflect  anticipated  or  unanticipated  events or  circumstances
occurring after the date of such statements.

General

         On October 27, 1998, the Company completed the acquisition of Astratek,
Inc.,  a New  York  corporation  ("Astratek").  The  Company  acquired  Astratek
pursuant to a merger (the "Merger") of Astratek  Acquisition  Corp.  ("AAC"),  a
wholly-owned  subsidiary of the Company,  with and into Astratek,  with Astratek
becoming  the  wholly-owned   subsidiary  of  the  Company,   as  the  surviving
corporation  of the  Merger.  The Merger was  effected  in  accordance  with the
Agreement and Plan of Merger (the "Merger  Agreement"),  dated as of October 23,
1998,  among the  Company,  AAC,  Astratek,  and the  shareholders  of Astratek.
Astratek  develops software tools and related products for Internet and intranet
technology and provides  consulting and professional  services for several major
companies. As the Merger Consideration  delivered to Astratek shareholders,  the
Company issued  2,294,900  shares of the Company's  common stock in exchange for
cancellation  of all the issued and  outstanding  shares of the capital stock of
Astratek  prior to the Merger and the issuance of 100 shares of Astratek  common
stock to the Company post-Merger.


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<PAGE>

         As  a  result  of  the  Astratek  acquisition  being accounted for as a
pooling  of  interest  business  combination,   the  historical  pre-acquisition
financial  results of Astratek are compared below with the Company's  results of
operations for the three and six month periods ended December 31, 1999.

         On  January 20, 2000, the Company signed a non-binding letter of intent
to acquire Data Systems Network Corporation,  ("DSNC"). In consideration for the
acquisition,  DSNC  shareholders  will  receive  a number  of shares of Series A
Convertible Preferred Stock of the Company, with such value of the consideration
and the  number  of  shares  issued  to be based  upon the  market  price of the
Company's Common Stock at the time of the closing.

Results of Operations

         The  three  months  ended  December  31,  1999  (the  "1999 Three Month
Period") as  compared to the three  months  ended  December  31, 1998 (the "1998
Three Month Period")

         Revenues  for  the 1999 Three Month Period were $474,347, a decrease of
$129,287, or 27%, from the 1998 Three Month Period.  Several factors contributed
to this  decrease.  Revenue  associated  with the Visual  Audit  product that is
distributed  by Viasoft on behalf of the Company  decreased  by $226,000 for the
1999 Three Month Period.  Revenue associated with professional services provided
to various  clients  decreased by $75,000 for the 1999 Three Month Period,  or a
25% decrease  over the 1998 Three Month Period.  Offsetting  the decrease was an
increase in internet Web Agreement  revenue of $157,000 for the 1999 Three Month
Period  which did not exist  during  the 1998  Three  Month  Period.  Due to the
Chapter  11 filed by Style,  the  Company  has set up for the 1999  Three  Month
Period a $71,500  allowance  for doubtful  accounts  with respect to the service
agreements with Style .

         Total cost of goods sold for the 1999 Three Month Period were $249,643,
representing costs of approximately 52% of revenues for the period,  while total
cost  of  goods  sold  for  the  1998  Three  Month  Period  were   $101,895  or
approximately 17% of revenue.  This 35% unfavorable  variance as a percentage of
revenue is in part the  result of  decreased  revenue  as  mention  above and an
increase  of  $100,000  in cost of goods sold  associated  with the  increase in
internet Web Agreement  work for the 1999 Three Month Period which did not exist
during the 1998 Three Month Period.

         Selling,  general  and administrative expenses for the 1999 Three Month
Period  decreased by 38%, or  $298,048,  from the 1998 Three Month  Period.  The
increased  internet Web Agreement work has been absorbed with minor increases in
staffing  levels.  The Company has been able to avoid  approximately  $61,000 in
expenses.

         Net  interest  income  decreased  for  the  1999  Three Month Period to
$38,172  from  $274,669  for the 1998  Three  Month  Period.  This  decrease  is
primarily due to the absence of quarterly  interest from the Gainor  convertible
subordinated  promissory  note (the ?Note?) in the 1999 Three Month Period.  The
Note bore  interest at a simple rate of 7% per annum  through  December 31, 1998
and 8%  thereafter.  Prior to the  Note?s  maturity,  in April 1999 the Note was
prepaid by Gainor for a cash payment of $9,300,000.


                                       11

<PAGE>

         Net  loss  increased  by  $122,044  for  the  1999  Three Month Period.
Contributing  to  the  increase  is 1)  decreased  revenues  and 2)  absence  of
quarterly interest payment on the Ganior Note for the 1999 Three Month Period.


The six months ended December 31, 1999 (the "1999 Six Month Period") as compared
to the six months ended December 31, 1998 (the "1998 Six Month Period")

         Revenue  for  the  1999  Six  Month  Period was $962,179, a decrease of
$5,000,  or less  than 1  percent  from  the  1998  Six  Month  Period.  Several
offsetting  factors  contributed  to  this  variance:  creation  of  a  $111,500
allowance for doubtful  account for the 1999 Six Month Period due to the Chapter
11 filed by  StyleSite  Marketing,  Inc. A net  increase  of $189,000 in revenue
during the 1999 Six Month Period , Visual  Audit sales  decrease of $240,000 for
the 1999 Six Month  Period and a decrease  of $65,000 in  professional  services
fees from clients  during the 1999 Six Month Period (a 6% decrease from the 1998
Six Month Period).

         Total  cost  of  goods  sold  during  the  1999  Six  Month Period were
$459,516,  representing  costs of  approximately  47% of revenue for the period,
while total cost of goods sold for the 1998 Six Month  Period  were  $285,749 or
approximately  30% of  revenue.  The  increased  labor,  both  time  and  effort
associated  with the  various  projects,  has  driven up the cost of goods  sold
during the 1999 Six Month Period as compared to the 1998 Six Month Period.

         Total  operating expenses during the 1999 Six Month Period decreased to
$982,039,  or 102% of revenue,  as compared to  $1,703,798,  or 176% of revenue,
during the 1998 Six Month Period. A contributing  factor relates to the improved
process by which operations record and capture capitalized  software costs as it
relates to salary expenses during the 1999 Six Month Period.

         Other  income  and  expenses include interest income of $200,962 during
the 1999 Six Month Period compared to $532,777 during the 1998 Six Month Period.
Interest  expense  was $11,184  during the 1999 Six Month  Period and during the
1998 Six Month Period the expense did not exist.

         Net  loss  for  the  1999  Six  Month  Period  of $184,974 is primarily
attributable to the losses  from operations, in the amount of $479,375.

Liquidity and Capital Resources

         As of  December 31, 1999 the Company had working capital of $4,831,862,
compared to working  capital of  $5,365,143  at June 30, 1999.  This decrease in
working  capital  during  the 1999  Three  Month  Period is  primarily  due to a
combination  of payment of trade  accounts  payable of  $224,679  and income tax
payable of $301,520.

         The  Company  currently receives on average $22,763 a month in interest
from its various money market and certificate of deposit accounts. Additionally,
Tadeo E Commerce lent to Azurel,  Ltd. an aggregate of  $1,528,166.67  under the
terms of a Credit Agreement,  as amended, dated as of June 1, 1999 (with part of

                                       12

<PAGE>

the  aggregate  principal  reflecting  the  restructuring  of a March  31,  1999
short-term  $500,000  promissory  note), with interest payable at the rate of 8%
per annum,  payable monthly,  and with all principal and accrued interest due on
May  28,  2001  (the  "Credit  Agreement").  Interest  received  on  the  amount
outstanding  under this Credit  Agreement  for the 1999 Three  Month  Period was
$31,242.  Additionally,  with respect to the restructured Note of $500,000,  see
Note 4. "Note Receivable",  for information regarding Note increase to $550,000.
Accrued  interest  during the 1999 Three Month  Period was $11,763 on this Note.
The cosmetic  manufacturer  and marketing  company is behind in its interest and
principal payments but a default letter has not been declared.

         For information concerning the Company's recent agreements with Azurel,
Ltd. ("Azurel"),  StyleSite Marketing,  Inc. ("Style",  formerly Diplomat Direct
Marketing Corporation), Business Talk Radio.Net, Inc. ("Business Talk"), and 4th
Peripheral   Technologies,    Inc.   ("4th   Peripheral")    (collectively   the
"Agreements"),   see  Note  3.  "Marketable  Securities"  and  5.  "Commitments,
Contingencies,  and other  Agreements",  to the  Company's  unaudited  financial
statements  for the period ended December 31, 1999 included in Part 1., Item 1.,
Financial Statements. These Agreements with strategic partners have not improved
the Company?s liquidity position.

         Cash  proceeds from the sale of  the Company?s operating assets and the
stock of its two former principal  operating  subsidiaries,  Diabetes Self Care,
Inc.  ("Diabetes") and USCI Healthcare  Management  Solutions,  Inc. ("HMS"), to
Gainor Medical  Management,  LLC, a privately held Georgia  company  ("Gainor"),
along with the  proceeds  from the  $9,300,000  prepayment  in April 1999 of the
Note,  has been partially used in operations and for the investment in and loans
to the strategic  partners described above. In connection with these Agreements,
as part  of the  Company's  provision  of  professional  services  to  strategic
partners,  the Company has either made loans to or equity  investments  in these
strategic  partners.  The  resulting  financial  transactions  have  reduced the
Company's cash reserves and reduced the Company's  monthly interest  received on
those reserves.

         The  Company's  material  ongoing  fixed  expenses  are   as   follows:
1) monthly rent expense net of sublease of approximately  $20,139,  2) $ 7,633 a
month to Mr. Buchholz's under his employment termination agreement, an aggregate
of $ 247,750  remaining as of December  31,1999,  and 3)  approximately  $21,657
monthly for employee salaries and benefits.



PART II - OTHER INFORMATION

Item. 6.  Exhibits and reports on form 8-K

                  (a) Exhibits

                  27.0     Financial data schedule.

                                     13
<PAGE>









                                    SIGNATURE


         Pursuant  to  the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.



                                           TEKINSIGHT.COM, INC.





                                         By:/s/Michael F. Niles
                                            Michael F. Niles
                                            Secretary


Date: February 14, 2000