UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D. C. 20549

                                AMENDMENT NO.1 TO

                                 FORM 10 QSB

(X)       Quarterly report pursuant to Section 13 or 15(d) of the Securities
          Exchange Act of 1934 for the quarterly period ended September 30,
          2000

( )      Transition report pursuant of Section 13 or 15(d) of the Securities
         Exchange Act of 1939 for the transition period ____ to______

                       COMMISSION FILE NUMBER 000-1109664
                                  -----------

                              RUSSIAN-CAVIAR.COM
                    -----------------------------------------
            (Exact name of registrant as specified in its charter)

      Nevada                                            91-2021595
(State or other jurisdiction of                    (IRS Employer ID No.)
incorporation or organization)

827 State Street, Suite 14,
Santa Barbara, CA 93101                           Telephone: 805 899 1299
     -----------------------------------------------------------------
               (Address of Principal Executive Offices including
                  Registrant's zip code and telephone number)
     NONE
     --------------------------------------------------------------
      Former name, former address and former fiscal year, if changed.

Indicate by check mark 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 (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 X       No
                                                     ---          ---

The number of shares of the registrant's common stock as of September 30,
2000:...............................  1,962,000  shares.********

Transitional Small Business Disclosure Format

(check one):   Yes         No X
                   ---       ---

TABLE OF CONTENTS                                         PAGE
-----------------                                         ----

PART I. FINANCIAL INFORMATION

Item 1.  Financial Statements

(a)      Balance Sheet                                     3
(b)      Statement of Operations                           4
(c)      Statement of Changes in Financial Position        5
(d)      Statement of Shareholders' Equity                 6
(e)      Notes to Financial Statements                     7

Item 2.  Management's Discussion and Analysis of
         Financial Condition and Results of Operations     8

Item 3.  Risks

PART II. OTHER INFORMATION                                 9

Item 1.  Legal Proceedings

Item 2.  Changes in Securities and Use of Proceeds

Item 3.  Defaults On Senior Securities

Item 4.  Submission of Items to a Vote

Item 5.  Other Information

Item 6

(a)      Exhibits
(b)      Reports on Form 8K

SIGNATURES                                               10

FINANCIAL DATA SCHEDULE                                  11


                                      2

[CAPTION]

                            RUSSIAN-CAVIAR.COM
                       (A DEVELOPMENT STAGE COMPANY)
                               BALANCE SHEETS

                                              February 1,       September 30,
                                                 1999              2000
                                             -------------   --------------

Assets: ........................................$    -         $   6,000
                                                =======          =======
Liabilities - Accounts Payable .................$              $    -
                                                -------          -------
Stockholders' Equity:
  Common Stock, Par value $.001
    Authorized 100,000,000 shares,
    Issued 1,950,000 shares at Dec. 31, 1999
    1,962,000 shares at September 30, 2000       $1,950           $1,962

  Paid-In Capital ...........................                     $4,038
  Retained Deficit ..........................    (1,962)               0
                                                -------          -------
     Total Stockholders' Equity ............                           -
                                                -------          -------
     Total Liabilities and
       Stockholders' Equity ..................       -            $4,038
                                                =======           =======



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

                                   F-2 <PAGE>


























<TABLE>
<CAPTION>
                                           RUSSIAN-CAVIAR.COM
                                      (A DEVELOPMENT STAGE COMPANY)
                                         STATEMENTS OF OPERATIONS

<S>                                                     <C>                    <C>
                                                                           Cumulative
                                                                           Since
                                                                           Inception
                                                 For the 8 months ended    of
                                                 September 30, 2000        Development
                                                 ------------------        Stage
                                                                           -----------
Revenues: ..................................      $   6,000                $    -
Expenses:

Professional fees                                 $   3,500                $ 1,000

General and Administrative Expenses: ....             2,500                    950
                                                      ------               ------
Total                                                 6,000                  1,950
                                                      ------               ------
     Net Loss ..............................       $ (1,950)               $(1,950)
                                                      ------               ------
Loss per share .............................       $     -                 $     -
                                                      ======               =======

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


F-3 <PAGE>






<TABLE>
<CAPTION>
                                          RUSSIAN-CAVIAR.COM
                                     (A DEVELOPMENT STAGE COMPANY)
                                    STATEMENT OF STOCKHOLDERS' EQUITY
                                FOR THE 9 MONTHS ENDED SEPTEMBER 30, 2000

<S>                               <C>               <C>         <C>         <C>       <C>
                              Common Stock                    Additional
                              Number of Shares     Amount     Paid in      Retained
                                                              Capital     (Deficit)   Total
                              -----------------    --------    ---------   ---------  -----

Common Stocks issued            1,950,000          $1,950       $    -     $ 1,950     $  -
Net loss for
Balance 2/29/2000               1,950,000          $1,950       $    -     $(1,950)    $  -
Common stocks issued
9/19/2000                          12,000          $  120       $5,880           0
                              -----------------    --------    ---------   ---------  -----
Balance at 9/30/2000            1,962,000          $2,070       $5,880           0
                              -----------------    --------    ---------   ---------  -----


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

</TABLE>
                                         F-4 <PAGE>













<TABLE>
<CAPTION>
                                           RUSSIAN-CAVIAR.COM
                                     (A DEVELOPMENT STAGE COMPANY)
                                       STATEMENTS OF CASH FLOWS

<S>                                                       <C>                  <C>
                                                                             Cumulative
                                                                             Since
                                                                             Inception
                                                    For the 8 months ended   of
                                                    September 30, 2000       Development
                                                    -------------------      Stage
                                                                             ------------
CASH FLOWS FROM OPERATING
ACTIVITIES:

Operating Activities
Net Loss ............................................  $(1,950)           $  (1,950)
                                                        -------             ------------
  Net Cash Used provided by operating activities . ...  (1,950)              (1,950)
                                                        -------             ------------
CASH FLOWS FROM FINANCING
ACTIVITIES:
Common stocks issued                                     1,962                1,962
                                                        -------             ------------
Net Cash Provided by
  Financing Activities .......... ..............         6,000                6,000
                                                        -------             ------------
Cash and Cash Equivalents
  at Beginning of Period ...................                -                     -
                                                        -------             ------------
Cash and Cash Equivalents
  at End of Period ..............................      $6,000               $ 6,000
                                                        =======             ============

                The accompanying notes are an integral part of these financial statements.
                                                 F-6 <PAGE>
</TABLE>
[CAPTION]
                              RUSSIAN-CAVIAR.COM
                         (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                      FOR THE PERIOD ENDED SEPTEMBER 30, 2000

NOTE 1. DESCRIPTION OF THE BUSINESS
Russian-Caviar was incorporated under the laws of the state of California on
February 1, 2000. The purpose for which the Corporation is organized is to
engage in any lawful act or activity for which a corporation may be organized
under the General Corporation Law of the State of California including, without
limitation, to provide sales of caviar on the Internet.

Russian-Caviar has been in the development stage since its formation on
February 1, 2000. Planned principal operations have only recently commenced
since then, but Russian-Caviar has not generated any significant revenue.

NOTE 2. SIGNIFICANT ACCOUNTING POLICIES

A. Russian-Caviar uses the accrual method of accounting.

B. Revenues and are recognized and recorded when ordered goods are paid for by
credit card. Expenses are realized and recorded when invoiced.

C. Russian-Caviar considers all short term, highly liquid investments that are
readily convertible, within three months, to known amounts as cash equivalents.
Russian-Caviar currently has no cash equivalents.

D. Primary Earnings Per Share amounts are based on the weighted average number
of shares outstanding at the dates of the financial statements. Fully Diluted
Earnings Per Shares shall be shown on stock options and other convertible
issues that may be exercised within ten years of the financial statement dates.

E. Estimates: The preparation of the financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect the amounts reported in the financial statements
and accompanying notes. Actual results could differ from those estimates.

NOTE 3. INCOME TAXES
Russian-Caviar has adopted the provisions of SFAS No. 109 "Accounting for
Income Taxes". SFAS 109 requires recognition of deferred tax liabilities and
assets for the expected future tax consequences of events that have been
included in the financial statements or tax returns. Under this method,
deferred tax liabilities and assets are determined based on the differences
between the financial statement and tax basis of assets and liabilities using
enacted tax rates in effect for the year in which the differences are expected
to reverse. Russian-Caviar has incurred losses that can be carried forward to
offset future earnings if conditions of the Internal Revenue Codes are met.

Russian-Caviar shares office space and telephone services of the President of
Russian-Caviar at no charge.

NOTE 5. FISCAL YEAR END. Russian-Caviar's fiscal year end is December 31st.

NOTE 6. RELATED PARTY TRANSACTIONS. Russian-Caviar issued unregistered common
stock to its President, in exchange for services as President, Secretary and
Treasurer, and to non management consultants and employees in exchange for
their services. The issuance of shares were recorded at their fair market value
of par value. This is deemed appropriate, rather than recording the issuance of
shares at the offering price, since Russian-Caviar's shares have no current
book value.
                                       7

PART I. FINANCIAL INFORMATION

Item 2. Management's Discussion and Analysis of Financial Condition and Results
        of Operations F

THIS ANALYSIS CONTAINS FORWARD-LOOKING COMMENTS WHICH ARE BASED ON CURRENT
INFORMATION. ACTUAL RESULTS IN THE FUTURE MAY DIFFER MATERIALLY.

The Company is engaged in the business of providing sales of caviar on the
Internet via its e commerce web site. The Company has just recently commenced
operations, but has generated no revenue to date. Its only income has been from
sales of company stock. The company has sold shares pursuant to a registration
statement on Form SB-2 to raise capital to pay its expenses. The Company
recently obtained a quote of its securities on the NASD Bulletin Board under
the trading symbol "RCVR."
                                       8

PART II. OTHER INFORMATION

Item 1.  Legal proceedings                             NONE

Item 2.  Changes in securities and use of proceeds     NONE

Item 3.  Defaults on senior securities                 NONE
Item 4.  Submission of items to a vote                 NONE

Item 5.  Other information                             NONE

Item 6.
 a)      Exhibits                                      NONE
 b)      Reports on 8K                                 NONE

                                       9


                                 SIGNATURES

In accordance with the requirements of the Securities and Exchange Act of 1934,
the registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

RUSSIAN-CAVIAR.COM
Dated: December 1, 2000            By:   Agata Gotova
                                      ---------------------------
                                         Agata Gotova, President



Dated: December 1, 2000            By:   Agata Gotova
                                      ---------------------------
                                         Agata Gotova
                                         Chief Financial Officer

                                      10


[CAPTION]
[TYPE]EX-27
<SEQUENCE>2
[DESCRIPTION]FINANCIAL DATA SCHEDULE

[ARTICLE] 5
[MULTIPLIER] 1
[PERIOD-TYPE]                              8-MOS
[FISCAL-YEAR-END]                          DEC-31-1999
[PERIOD-START]                             FEB-1-2000
[PERIOD-END]                               SEP 30-2000
[CASH]                                            6000
[SECURITIES]                                         0
[RECEIVABLES]                                        0
[ALLOWANCES]                                         0
[INVENTORY]                                          0
[CURRENT-ASSETS]                                     0
[PP&E]                                               0
[DEPRECIATION]                                       0
[TOTAL-ASSETS]                                       0
[CURRENT-LIABILITIES]                                0
[BONDS]                                              0
[PREFERRED-MANDATORY]                                0
[PREFERRED]                                          0
[COMMON]                                          1962
[OTHER-SE]                                        4038
[TOTAL-LIABILITY-AND-EQUITY]                      4038
[SALES]                                              0
[TOTAL-REVENUES]                                     0
[CGS]                                                0
[TOTAL-COSTS]                                        0
[OTHER-EXPENSES]                                     0
[LOSS-PROVISION]                                     0
[INTEREST-EXPENSE]                                   0
[INCOME-PRETAX]                                      0
[INCOME-TAX]                                         0
[INCOME-CONTINUING]                                  0
[DISCONTINUED]                                       0
[EXTRAORDINARY]                                      0
[CHANGES]                                            0
[NET-INCOME]                                         0
[EPS-BASIC]                                       (.00)
[EPS-DILUTED]                                     (.00)