U.S. SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                            FORM 10-QSB SEC File No:

                                   33-14982-LA

[X]      QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2000

[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934 FOR THE TRANSITION PERIOD FROM               TO
                                                -------------    -----------

                          ANACONDA VENTURE CORPORATION

--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


   California                                                 33-0897452
   ----------                                                 ----------
(State or other                                             (IRS Employer
jurisdiction of                                           Identification No.)
incorporation)

         19900 MacArthur Boulevard, Suite 660, Irvine, California 92612
--------------------------------------------------------------------------------
(Address of principal executive offices)                              (Zip Code)


Company's telephone number, including area code:      (949) 851-9800
                                               ---------------------------------


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 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.

                                                               [X] Yes    [ ] No

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

         11,000,000  Shares  as of the  date of this  report.  The  Company  has
approximately 15 share holders.

Transitional Small Business Disclosure Format (check one):     [ ] Yes    [X] No

                                        1

<PAGE>

                          ANACONDA VENTURE CORPORATION

              Form 10-QSB for the Quarter ended September 30, 2000

                                Table of Contents

                                                                            Page

PART 1 - FINANCIAL INFORMATION.................................................3
     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
         AND RESULTS OF OPERATIONS FOR ANACONDA VENTURE CORPORATION............4
     CAUTION REGARDING FORWARD-LOOKING INFORMATION.............................4
     OVERVIEW OF THE COMPANY...................................................5

PART II - OTHER INFORMATION....................................................6
     ITEM 1 - LEGAL PROCEEDINGS................................................6
     ITEM 2 - CHANGES IN SECURITY..............................................6
     ITEM 3 - DEFAULTS ON SENIOR SECURITIES....................................6
     ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS..............6
     ITEM 5 - OTHER INFORMATION................................................6
     ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K.................................7
     SIGNATURE.................................................................8

                                        2

<PAGE>

PART 1 - FINANCIAL INFORMATION

                          ANACONDA VENTURE CORPORATION

                          (A DEVELOPMENT STAGE COMPANY)
                             STATEMENT OF CASH FLOWS

                                                               February 17, 2000
                                               (Inception) to September 30, 2000

CASH FLOWS FROM OPERATING
ACTIVITIES:

Net loss                                                        $        (1,108)
     Adjustment to reconcile net loss to net cash
     used by operating activities
     Increase in accounts payable                                           750
     Capitalized expenses                                                   358

     Net cash used by operating activities                                    -


CASH FLOW FROM FINANCING
ACTIVITIES:

Proceeds from issuance of common stock                                    2,000

Net cash provided by financing activities                                 2,000

INCREASE IN CASH AND CASH
EQUIVALENTS                                                               2,000

CASH AND CASH EQUIVALENTS -
BEGINNING OF PERIOD                                                           -

CASH AND CASH EQUIVALENTS - END OF
----------------------------------
PERIOD                                                           $        2,000
------

                                        3

<PAGE>

                          ANACONDA VENTURE CORPORATION

                          (A DEVELOPMENT STAGE COMPANY)
                  STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY
                FOR THE PERIOD FROM FEBRUARY 17, 2000 (INCEPTION)
                              TO SEPTEMBER 30, 2000
<TABLE>
<CAPTION>

                                                                          DEFICIT
                                                                        ACCUMULATED

                                   COMMON STOCK       ADDITIONAL           DURING
                                     ISSUED            PAID-IN          DEVELOPMENT
                             SHARES         AMOUNT     CAPITAL             STAGE       TOTAL
                             ------         ------     -------             -----       -----
<S>                       <C>           <C>           <C>           <C>            <C>
Common Stock Issuance     5,000,000     $   2,000     $    --       $    --        $   2,000

Fair value of expenses
     contributed               --            --             358          --              358

Net loss for the period
     ended

     September 30, 2000        --            --            --          (1,108)        (1,108)
                          ---------     ---------     ---------     ---------      ---------

BALANCE

SEPTEMBER 30, 2000:       5,000,000     $   2,000     $     358     $  (1,108)     $   1,250
                          ---------     ---------     ---------     ---------      ---------
</TABLE>

PART 1 - ITEM 2

MANAGEMENT'S  DISCUSSION  AND  ANALYSIS OF  FINANCIAL  CONDITION  AND RESULTS OF
OPERATIONS FOR ANACONDA VENTURE CORPORATION.

     The  following  discussion  of the  financial  conditions  and  results  of
operations  of the  Company  should be read in  conjunction  with the  financial
statements, including notes thereto, for the Company.

CAUTION REGARDING FORWARD-LOOKING INFORMATION
---------------------------------------------

             This quarterly report contains certain  forward-looking  statements
and  information  relating to the  Company  that are based on the beliefs of the
Company or management as well as assumptions  made by and information  currently
available to the Company or management.  When used in this  document,  the words
"anticipate,"   "believe,"   "estimate,"   "expect"  and  "intend"  and  similar
expressions,  as they relate to the Company or its  management,  are intended to
identify forward- looking  statements.  Such statements reflect the current view
of the  Company  regarding  future  events and are  subject  to  certain  risks,
uncertainties  and  assumptions,  including  the risks or  uncertainties  noted.
Should  one or more of  these  risks or  uncertainties  materialize,  or  should
underlying  assumption prove incorrect,  actual results may vary materially from
those described herein asanticipated, believed, estimated, expected or intended.
In each instance,  forward-looking  information should be considered in light of
the accompanying meaningful cautionary statements herein.

                                        4

<PAGE>

OVERVIEW OF THE COMPANY
-----------------------

         Anaconda  Venture  Corporation  (the  "Company")  was  incorporated  in
February  2000,  under the laws of the State of  California,  primarily  for the
purpose of acquiring or merging with a small to medium size company. The Company
currently has no operations,  revenue or activity. The Company filed a form 10SB
Registration Statement, which became effective on March 23, 2000.

Results of Operations

         As of September 30, 2000, the Company is in the  development  stage and
had  conducted  minimal  activities.  Accordingly,  the  accompanying  financial
statements  should not be regarded as typical for normal  periods of  operation.
Additional  financing or restructuring will be required in order for the Company
to complete its  development  stage  activities.  Management  and the  Company's
existing  shareholders  expect to have to  continue  to  contribute  capital  to
support the  Company's  operations  until a merger or  acquisition  candidate is
located.

         The Company had no operations  or revenues,  or  significant  assets or
liabilities since its inception in February 2000.

Three Months and Nine Months Ended September 30, 2000, Compared to Periods Ended
September 30, 1999

         Revenue.  The  Company was  recently  formed and the Company was not in
existence  during the quarter or the nine month period ended September 30, 1999,
the Company had no revenues for the quarter ended  September  30, 2000,  and has
had no revenues since  inception.  Similarly,  the Company had no cost of sales,
gross profit or other income during the period ended September 30, 2000, or from
its inception.  The Company's nominal  operating  expenses of less than $300 per
months have been paid by its shareholder.

Liquidity and Capital Resources

         As of September 30, 2000, the Company had cash,  cash  equivalents  and
net  working  capital of  approximately  $500.  The sole source of cash has been
contributions  by  the  Company's  Shareholder.  The  Company  has  relied  upon
contributions  by its  shareholder  to fund its  operations  during the  periods
discussed.  The Company has not received any capital  contribution  in cash from
its Shareholder  since initial  contributions as set forth in the Company's Form
10SB dated March 23, 2000.

         The  Company  anticipates  that any need of  working  capital in future
periods will be limited and will be contributed by the Company's Shareholder.

                                        5

<PAGE>

         The Company believes that existing cash and cash equivalents, cash flow
from operations will be sufficient to meet the Company's  presently  anticipated
working capital needs for the next 3 months.  To the extent the Company uses its
cash  resources  for its  operations,  the  Company  will be  required to obtain
additional funds, if available,  through borrowings or equity financings.  There
can be no assurance that such capital will be available on acceptable  terms. If
the Company is unable to obtain sufficient financing,  it may be unable to fully
implement its growth strategy.

Material Changes in Operations

         The Company has not had any material  changes in  operations  since its
formation or the date of its Form 10 SB Registration Statement.

Year 2000 Compliance

         The Company has not experienced any Year 2000 complications.

PART II - OTHER INFORMATION

         ITEM 1 - LEGAL PROCEEDINGS

         None.

         ITEM 2 - CHANGES IN SECURITY

         None.

         ITEM 3 - DEFAULTS ON SENIOR SECURITIES

         None.

         ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

         None.

         ITEM 5 - OTHER INFORMATION

         TRANSFER OF SHARES

         On  August  16,  2000,  the  Company's  shareholders  entered  into  an
agreement  to  sell  4,200,000  of its  outstanding  shares  of the  Company  to
Solutions Media, Inc. ("SMI"). The shares were transferred on or about September
10, 2000 to SMI for cash and based upon the representations of SMI that it would
merge its  operations  into the Company and distribute the shares of the Company
it acquired to its over 400 shareholders.  The Company's  officers and directors
resigned  concurrently  with the transfer and Wayne  Irving,  the CEO of SMI was
appointed as sole officer and director of the Company.

                                        6

<PAGE>

         Shortly thereafter, SMI discontinued operations,  Wayne Irving resigned
from SMI and Mr. Irving never took any steps to accept his appointments with the
Company or took any action on behalf of the  Company.  The Company was unable to
obtain any responses to its inquiries  from SMI or Mr.  Irving.  The Company was
left  without  any  officers or  directors.  In an  emergency  Action by Written
Consent, the Company's available shareholders  reappointed Tim Chang and Patrick
Boyd as the Company's two  directors,  and Mr. Boyd and Mr. Chang  appointed Mr.
Chang as the Chief Executive  Officer and Chief Financial Officer of the Company
and Mr. Boyd as Secretary of the Company.  The  emergency  actions  returned the
officers and directors to those reflected in the Company's Form 10SB filed March
23, 2000.  No actions were ever taken by Mr. Irving or SMI. SMI remains an owner
of 4,200,000  shares of the  Company's  common stock on the books and records of
the Company,  however,  the selling shareholders have asserted that SMI breached
its contractual obligations to the Company and its other shareholders by failing
to continue its operations and failing to distribute the shares it owes to SMI's
shareholders.

         SUBSEQUENT ACTIONS

         On October 30,  2000,  the Company  completed  a private  placement  of
6,000,000  shares of its common stock to seven separate  investors,  all located
within the State of California.  The subscribers were provided with a term sheet
and  with  copies  of the  Company's  current  and  past  filings  with the SEC,
financial  statements and other information they requested from the Company. The
offering complied with California  Corporations  Code  ss.25102(f).  Each of the
subscribers had a preexisting business  relationship with the executive officers
and directors of the Company.

         Upon the conclusion of the offering,  the Company will have  11,000,000
shares outstanding held by 14 separate shareholders.

              ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K

              None.
                                        7

<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.

September 30, 2000                      ANACONDA VENTURE CORPORATION


                                        By:/s/ Tim T. Chang
                                        -------------------
                                               Tim T. Chang, President

                                        8