SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-QSB/A


[X]  Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act
     of 1934

                  For the quarterly period ended March 31, 2000

                                       OR

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

         For the transition period from _____________ to ______________

                         Commission File Number: 0-29743


                          TRANSAMERICAN HOLDINGS, INC.
            --------------------------------------------------------
             (Exact name of Registrant as Specified in its Charter)


                  NEVADA                                    77-0434471
       ----------------------------                --------------------------
       (State or other jurisdiction                (IRS Identification Number)
            of incorporation)

                             9601 Wilshire Boulevard
                                    Suite 620
                             Beverly Hills, CA 90210
                                 (310) 271-4159
    ------------------------------------------------------------------------
    (Address, including zip code, and telephone number, including area code,
     of Registrant's principal executive offices)


 -------------------------------------------------------------------------------

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) or the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days:

                                 Yes [ ] No [X]

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

          12,745,090 shares of Common Stock, $.001 par value per share.

 -------------------------------------------------------------------------------
                                     1
<PAGE>








                           TRANSAMERICAN HOLDINGS,INC.

                                      INDEX

Part I.   Financial Information ..............................................3
   Item 1.   Financial Statements.............................................3
                    Balance Sheets............................................3
                    Statement of Operations...................................5
                    Statement of Changes in Stockholders' Equity..............6
                    Statement of Cash Flows...................................7
                    Notes to Financial Statements.............................8
   Item 2.   Management's Discussion and Analysis of
             Financial Condition and Results of Operation....................12
Part II.   Other Information.................................................13
   Item 1    Legal Proceedings...............................................13
   Item 2    Changes in the Rights of the
                Company's Security Holders...................................13
   Item 3    Defaults by the Company on its Senior Securities................13
   Item 4    Results of Votes of Security Holders............................13
   Item 5    Other Information...............................................13
   Item 6    Exhibits and Reports on Form 8-K................................13
Signatures...................................................................14
Exhibit 27    Financial Data Schedule........................................15



























                                       2
<PAGE>




PART I.   FINANCIAL INFORMATION

Item 1.   Financial Statements


                                 BALANCE SHEETS

                          TRANSAMERICAN HOLDINGS, INC.
                        (Formerly Health Research, LTD.)
                          (A Development Stage Company)


<TABLE>
<CAPTION>
<S>                                   <C>                   <C>                 <C>
                                          March 31,          December 31,        December 31,
                                             2000                1999                1998
                                      ------------------- ------------------- -------------------
CURRENT ASSETS

   CASH                                   $ 292,803            $ 9,200               $ 0
                                      ------------------- ------------------- -------------------

   TOTAL CURRENT ASSETS                   $ 292,803            $ 9,200               $ 0
                                      ------------------- ------------------- -------------------

OTHER ASSETS                              $       0            $     0               $ 0
                                      ------------------- ------------------- -------------------


  TOTAL OTHER ASSETS                      $       0            $     0               $ 0
                                      ------------------- ------------------- -------------------


TOTAL ASSETS                              $ 292,803            $ 9,200               $ 0
                                      ------------------- ------------------- -------------------
</TABLE>

The accompanying notes are in integral part of these financial statements.















                                       3
<PAGE>



                          TRANSAMERICAN HOLDINGS, INC.
                        (Formerly Health Research, LTD.)
                          (A Development Stage Company)

                                  BALANCE SHEET

                      LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>

<S>                                                         <C>                  <C>                 <C>
                                                                March 31,         December 31,        December 31,
                                                                   2000               1999                1998
                                                            ------------------- ------------------ -------------------
CURRENT LIABILITIES

  Advances Payable                                               $ 2,009           $     0              $      0
                                                            ------------------- ------------------ -------------------

  TOTAL CURRENT LIABILITIES                                      $ 2,009           $     0              $      0
                                                            ------------------- ------------------ -------------------

STOCKHOLDERS' EQUITY (Note #4)

  Common stock, $1.00 par value
  Authorized 25,000 shares
  Issued and outstanding at
    December 31, 1998 -5,000 shares                                                                     $  5,000

  Common stock, $.001 par value
  Authorized 100,000,000 shares
  Issued and outstanding at
    December 31, 1999 - 11,300,000 shares                                           $ 11,300

  March 31, 2000 - 12,745,090 shares                            $  12,745

  Additional Paid-In Capital                                    $ 393,600           $  3,000            $      0

  Deficit accumulated during
   the development stage                                        $-115,551           $ -5,100            $ -5,000
                                                            ------------------- ------------------ -------------------

TOTAL STOCKHOLDERS' EQUITY                                      $ 290,794           $  9,200            $      0
                                                            ------------------- ------------------ -------------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                      $ 292,803           $  9,200            $      0
                                                            ------------------- ------------------ -------------------

</TABLE>

The accompanying notes are in integral part of these financial statements.



                                       4
<PAGE>



                          TRANSAMERICAN HOLDINGS, INC.
                        (Formerly Health Research, LTD.)
                          (A Development Stage Company)

                             STATEMENT OF OPERATIONS
<TABLE>
<CAPTION>

<S>                                       <C>                 <C>                <C>                 <C>
                                                                                                        July 22,
                                            January 1,                                                    1996
                                              2000,             Year Ended         Year Ended         (Inception)
                                                to             December 31,       December 31,             to
                                            March 31,              1999               1998             March 31,
                                               2000                                                       2000
                                        ------------------- ------------------- ------------------ -------------------
INCOME
  Revenue                                   $       0          $        0         $         0       $          0
                                        ------------------- ------------------- ------------------ -------------------

EXPENSES

  General, Selling and
   Administrative                           $ 110,451          $       100        $         0        $   115,551
                                        ------------------- ------------------- ------------------ -------------------

                        TOTAL EXPENSES      $ 110,451          $       100        $         0        $   115,551
                                        ------------------- ------------------- ------------------ -------------------

NET PROFIT/LOSS (-)                         $-110,451          $      -100        $         0        $  -115,551
                                        ------------------- ------------------- ------------------ -------------------

Net Loss per share
  Basic and diluted
   (Note #2)                                $  -.0095          $       NIL        $       NIL        $    -.0384
                                        ------------------- ------------------- ------------------ -------------------

Weighted average number of common          11,569,962            3,352,603          2,000,000          3,011,539
shares outstanding
                                        ------------------- ------------------- ------------------ -------------------

</TABLE>

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










                                       5
<PAGE>



                          TRANSAMERICAN HOLDINGS, INC.
                        (Formerly Health Research, LTD.)
                          (A Development Stage Company)


                  STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>
<S>                                     <C>                <C>             <C>               <C>
                                                                            Additional         Accumu-
                                          Common             Stock            paid-in           lated
                                          Shares            Amount            Capital          Deficit
                                      ---------------  ----------------  ---------------  ----------------
Balance,
December 31, 1997                               5,000  $          5,000  $             0  $         -5,000

Net loss year ended
December 31, 1998                                                                                        0
                                      ---------------  ----------------  ---------------  ----------------
Balance,
December 31, 1998                               5,000  $          5,000  $             0  $         -5,000

January 25, 1999
Changed par value
From $1.00 to $.001                                              -4,995            4,995

October 30, 1999
Forward stock split
400:1                                       1,995,000             1,995           -1,995

November 1, 1999
Issued common stock
For services                                  100,000               100

November 9, 1999
Issued common stock
for cash                                    9,200,000             9,200

Net loss year ended
December 31, 1999                                                                                     -100
                                       ---------------  ----------------  ---------------  ----------------

Balance,
December 31, 1999                          11,300,000  $         11,300  $         3,000  $         -5,100

March 15, 2000
Issue stock for cash                        1,095,090             1,095          296,450
Issue stock for services                      350,000               350           94,150

Net loss year ended
March 31, 2000                                                                                    -110,451
                                      ---------------  ----------------  ---------------  ----------------
Balance,
March 31, 2000                             12,745,090  $         12,745  $       393,600  $       -115,551
                                      ---------------  ----------------  ---------------  ----------------

</TABLE>

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

                                       6
<PAGE>

                          TRANSAMERICAN HOLDINGS, INC.
                        (Formerly Health Research, LTD.)
                          (A Development Stage Company)

                             STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>

<S>                                    <C>                 <C>               <C>              <C>
                                          Jan 1,             Year              Year          Jul.22,1996
                                         2000, to            Ended             Ended         (Inception)
                                         Mar. 31,          Dec. 31,          Dec. 31,        to Mar. 31,
                                           2000              1999              1998             2000
                                      ---------------- ----------------  ---------------  -----------------
Cash Flows from
Operating Activities

     Net Loss                         $      -110,451  $           -100  $             0  $       -115,551

     Adjustment to
     Reconcile net loss
     To net cash provided
     by operating
     Activities
     Issue common stock
     For services                              94,500               100                0            99,600

Changes in assets and
Liabilities                                                           0                0                 0

     Increase in current
     Liabilities                                2,009                 0                0             2,009
                                      ---------------- ----------------  ---------------  -----------------
Net cash used in
Operating activities                  $       -13,942  $              0  $             0  $        -13,942

Cash Flows from
Investing Activities                                                  0                0                 0

Cash Flows from
Financing Activities

     Issuance of Common
     Stock for Cash                           297,545             9,200                0           306,745
                                      ---------------- ----------------  ---------------  -----------------

Net Increase (decrease)               $       283,603  $          9,200  $             0  $        292,803

Cash,
Beginning of period                             9,200                 0                0                 0
                                      ---------------- ----------------  ---------------  -----------------
Cash, End of Period                   $       292,803  $          9,200  $             0  $        292,803
                                      ---------------- ----------------  ---------------  -----------------

</TABLE>
The accompanying notes are in integral part of these financial statements.

                                       7
<PAGE>
                          TRANSAMERICAN HOLDINGS, INC.
                        (Formerly Health Research, LTD.)
                          (A Development Stage Company)
            March 31, 2000, December 31, 1999, and December 31, 1998

NOTE 1 - HISTORY AND ORGANIZATION OF THE COMPANY

         The Company was organized  July 22, 1996 under the laws of the State of
         Nevada as Health Research, LTD. The Company currently has no operations
         and in accordance with SFAS #7, is considered a development company.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         Accounting Method
         -----------------
                  The Company records income and expenses on the accrual method.

         Estimates
         ---------
                  The  preparation  of financial  statements in conformity  with
                  generally accepted  accounting  principles requires management
                  to make  estimates  and  assumptions  that affect the reported
                  amounts of assets and liabilities and disclosure of contingent
                  assets and liabilities at the date of the financial statements
                  and the reported  amounts of revenue and  expenses  during the
                  reporting  period.  Actual  results  could  differ  from those
                  estimates.

         Cash and equivalents
         --------------------
                  The Company maintains a cash balance in a non-interest-bearing
                  bank account that currently does not exceed federally  insured
                  limits.  For the purpose of the statements of cash flows,  all
                  highly liquid investments with the maturity of three months or
                  less are considered to be cash equivalents.  There are no cash
                  equivalents as of March 31, 2000.

         Income Taxes
         ------------
                  Income taxes are provided  for using the  liability  method of
                  accounting   in   accordance   with   Statement  of  Financial
                  Accounting  Standards  No.  109 (SFAS  #109)  "Accounting  for
                  Income  Taxes".  A deferred tax asset or liability is recorded
                  for  all  temporary   difference  between  financial  and  tax
                  reporting. Deferred tax expense (benefit) results from the net
                  change during the year of deferred tax assets and liabilities.

         Loss Per Share
         --------------
                  Net loss per share is provided in accordance with Statement of
                  Financial  Accounting  Standards No. 128 (SFAS #128) "Earnings
                  Per  Share".  Basic  loss per share is  computed  by  dividing
                  losses  available  to  common  stockholders  by  the  weighted
                  average number of common shares outstanding during the period.
                  Diluted loss per share  reflects per share  amounts that would
                  have resulted if dilutive  common stock  equivalents  had been
                  converted to common stock.  As of March 31, 2000,  the Company
                  had  no  dilutive  common  stock  equivalents  such  as  stock
                  options.
                                       8
<PAGE>
                          TRANSAMERICAN HOLDINGS, INC.
                        (Formerly Health Research, LTD.)
                          (A Development Stage Company)

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                    ----------------------------------------
            March 31, 2000, December 31, 1999, and December 31, 1998


         NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)


         Year End
         --------
               The Company has selected December 31st as its year-end.

         Year 2000 Disclosure
         --------------------
               The Y2K issue had no effect on this Company.

NOTE 3 - INCOME TAXES

         There is no  provision  for income taxes for the period ended March 31,
         2000, due to the net loss and no state income tax in Nevada,  the state
         of the Company's domicile and operations.

         The  Company's  total  deferred  tax asset as of March  31,  2000 is as
         follows:

                 Net operation loss carry forward           $    5,100
                 Valuation allowance                        $    5,100

                 Net deferred tax asset                     $        0

         The federal net  operation  loss carry  forward  will expire in various
         amounts from 2008 to 2019.

         This carry forward may be limited upon the  consummation  of a business
         combination under IRC Section 381.

NOTE 4 - STOCKHOLDERS' EQUITY

         Common Stock
         ------------
         The authorized common stock of the corporation  consists of 100,000,000
         shares with Par Value of $.001.

         Preferred Stock
         ---------------
         The corporation has no preferred stock.

         On July 30, 1996,  the company  issued 5,000 shares of its No Par Value
         Common Stock in consideration of $5,000 in cash.

         On  January  25,  1999,  the State of  Nevada  approved  the  Company's
         restated Articles of Incorporation,  which increased its capitalization
         from 25,000 common shares with No Par Value stock to 100,000,000 common
         shares with $0.001 Par Value stock.

                                       9
<PAGE>

                          TRANSAMERICAN HOLDINGS, INC.
                        (Formerly Health Research, LTD.)
                          (A Development Stage Company)

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
            March 31, 2000, December 31, 1999, and December 31, 1998

NOTE 4 - STOCKHOLDERS' EQUITY (CONTINUED)

         On October 30,  1999,  the  Company had a forward  stock split of 400:1
         thus  increasing the outstanding  common stock of the corporation  from
         5,000 common shares to 2,000,000 common shares.

         On November 1, 1999,  the Company issued 100,000 of its $.001 par value
         common stock for $100 in services.

         On November  9, 1999,  the Company  issued  9,200,000  of its $.001 par
         value common stock for $9,200 in cash.

         On  November  15,  1999,  the  Company  changed  its name  from  Health
         Research, LTD., to TransAmerican Holdings, Inc.

         On  December  29,  1999,  the State of Nevada  approved  the  Company's
         restated  Articles of Incorporation  that increased the  capitalization
         from  25,000,000   common  shares  with  a  par  value  of  $0.0001  to
         100,000,000 common shares with a par value of $0.0001.

         On March 15, 2000,  the Company  issued  350,000 of its $.001 par value
         common  stock at a price of $.27  per  share  for  services  valued  at
         $94,500. (See next paragraph)

         On March 15, 2000, the Company completed a private placement under Rule
         506, Regulation D. The Company sold 1,000,000 shares of common stock at
         a price of $0.25 per share,  for a total amount raised of $250,000.  On
         the same day,  under another  private  placement,  which is still open,
         under Rule 506,  Regulation D, the Company sold 95,090 shares of common
         stock  at a price of $.50  per  share,  for a total  amount  raised  of
         $47,545.  The total  amount  raised of  $297,545  divided  by the total
         number of common  shares issued  1,095,090  equals an average price per
         share of $.27.

NOTE 5 - WARRANTS AND OPTIONS

         There are no warrants or options  outstanding to acquire any additional
         shares of common stock.

NOTE 6 - GOING CONCERN

         The  Company's  financial   statements  are  prepared  using  generally
         accepted  accounting  principles  applicable to a going concern,  which
         contemplates  the  realization of assets and liquidation of liabilities
         in the normal course of business.  The Company has  sufficient  working
         capital to cover its  operating  costs and to allow it to continue as a
         going concern.  It is the intent of the Company to acquire an existing,
         operating company.

                                       10
<PAGE>

                          TRANSAMERICAN HOLDINGS, INC.
                        (Formerly Health Research, LTD.)
                          (A Development Stage Company)

                    NOTES TO FINANCIAL STATEMENTS (Continued)
            March 31, 2000, December 31, 1999, and December 31, 1998

NOTE 7 - RELATED PARTY TRANSACTIONS

         The Company does not own any real property. The officers of the Company
         provide executive and administrative services without charge.















































                                       11
<PAGE>

Item 2.

                          TRANSAMERICAN HOLDINGS, INC.

           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATION

         Although  the Company has not  acquired  an on-going  business,  it has
commenced   business   activities  and  is  reviewing  several   businesses  for
acquisition.  The Company  believes that it has  sufficient  working  capital to
cover its operating costs until an on-going business is acquired.

         If the  current  funds  are not  enough to meet any  obligation,  Najib
Choufani, an officer,  director and controlling  shareholder of the Company, has
agreed to provide the  necessary  funds,  without  interest,  for the Company to
comply with the Securities Exchange Act of 1934, as amended, provided that he is
an officer and director of the Company  when the  obligation  is  incurred.  All
advances are interest-free.

         Since the Company has no earnings  from  operations,  the Company  will
continue  to sustain  nominal  losses  until the Company can acquire an on-going
business.



































                                       12
<PAGE>



PART II.    Other Information

Item 1.     Legal Proceedings - None.

Item 2.     Changes in the Rights of the Company's Security Holders - None.

Item 3.     Defaults by the Company on its Senior Securities - Not Applicable.

Item 4.     Results of Votes of Security Holders - None.

Item 5.     Other Information - None.

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

     (a)   Exhibits

                 Exhibit
                 Number      Description
                 -------     -----------
                   27        Financial Data Schedule

     (b)   Reports on Form 8-K

            None































                                       13
<PAGE>


                                   SIGNATURES


         Pursuant to the requirement 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.



                                             TRANSAMERICAN HOLDINGS, INC.
                                             Registrant




Date: October 24, 2000                         /s/ MICHAEL SAVAGE
                                               ---------------------------------
                                               Michael Savage
                                               President




































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