SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 1O-QSB


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

                  For the quarterly period ended June 30, 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: 0-30261


                       ROYAL HOLIDAY MOBILE ESTATES, INC.
             (Exact name of Registrant as Specified in its Charter)

             NEVADA                                    88-0409168
    (State or other jurisdiction                (IRS Identification Number)
        of incorporation)

                             16133 Ventura Boulevard
                                    Suite 635
                                Encino, CA 91436
                                 (818) 981-1796
    (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 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 [X] No [ ]

     Indicate the number of shares  outstanding of each of the issuer's  classes
of  common  stock as the  latest  practicable  date:  As of  August  15,  2000 -
1,121,000 shares of Common Stock, $.001 par value per share.

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

<PAGE>




                       ROYAL HOLIDAY MOBILE ESTATES, INC.

                                      INDEX


Part I. Financial Information

        Item 1. Financial Statements (unaudited)

                Balance Sheets.........................................    3

                Statement of Operations ...............................    4-5

                Statements of Cash Flows ..............................    6

                Notes to Consolidated Financial Statements ............    7

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

Part II.   Other Information

   Item 1.      Legal Proceedings   ....................................   10

   Item 2.      Changes in the Rights
                of the Company's Security Holders ......................   10

   Item 3.      Defaults by the Company on its Senior Securities .......   10

   Item 4.      Results of Votes of Security Holders ...................   10

   Item 5.      Other Information ......................................   10

   Item 6.      Exhibits and Reports on Form 8-K .......................   10

   Signatures .........................................................    11

                                       2




<PAGE>

PART I.   FINANCIAL INFORMATION

Item 1.   Financial Statements


                       ROYAL HOLIDAY MOBILE ESTATES, INC.
                          (A Development Stage Company)
                                 BALANCE SHEETS


                                                  June 30,         December 31,
                                                    2000               1999
                                                -------------     --------------
                                                 (unaudited)         (audited)

                                     ASSETS

   TOTAL ASSETS                                 $        -         $         -
                                                =============      =============




                      LIABILITIES AND STOCKHOLDERS' EQUITY

      TOTAL LIABILITIES                         $        -         $         -
                                                -------------      ------------

      STOCKHOLDERS' EQUITY:
       Common stock, $.001 par value;
          75,000,000 shares authorized;
          1,121,000 shares issued and
          outstanding                                 1,121               1,121
       Additional paid-in capital                     4,484               4,484

        Deficit accumulated during the
         the development stage                       (5,605)             (5,605)
                                                -------------      ------------

      TOTAL STOCKHOLDERS' EQUITY                          -               -
                                                -------------      ------------

      TOTAL LIABILITIES AND STOCKHOLDERS'
      ----------------------------------
        EQUITY                                  $         -     $         -
        ------                                  ===========     ===============

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

                                       3
<PAGE>


                       ROYAL HOLIDAY MOBILE ESTATES, INC.
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)


                                              For the Three Months
                                                     Ended
                                                    June 30,
                                             ----------------------
                                                 2000       1999
                                             ----------   ----------
REVENUE                                      $     -      $    -


GENERAL, SELLING
AND ADMINISTRATIVE EXPENSES                        -           -

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

LOSS BEFORE TAXES                                  -           -

PROVISION FOR INCOME TAXES                         -           -
                                             ----------   ----------

NET LOSS                                     $     -      $    -
                                             ==========   ==========

NET LOSS PER COMMON
SHARE - basic and diluted                    $     -      $    -
                                             ==========   ==========









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

                                       4



<PAGE>

                       ROYAL HOLIDAY MOBILE ESTATES, INC.
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS (continued)
                                  (Unaudited)


                                                                 For the Period
                                                                      From
                                   For The Six Months           November 2, 1992
                                     Ended June 30,              (inception) to
                                ------------------------           June 30,
                                   2000           1999               2000
                                ---------     ----------        ---------------
  REVENUE                       $       -     $        -        $             -

  ADMINISTRATIVE EXPENSES               -              -                  5,605
                                ---------     ----------        ----------------

  NET LOSS                      $       -     $        -        $        (5,605)
                                =========     ==========        ===============

  NET LOSS PER COMMON SHARE
  - basic and diluted           $       -     $        -        $         (0.00)
                                =========     ==========        ===============

  WEIGHTED AVERAGE NUMBER
  OF COMMON SHARES
  OUTSTANDING
  - basic and diluted           1,121,000     1,121,000            1,121,000
                                =========     ==========        ===============



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

                                       5

<PAGE>

                       ROYAL HOLIDAY MOBILE ESTATES, INC.
                          (A Development Stage Company)
                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)

                                                                 For the Period
                                                                      From
                                      For Six Months Ended      November 2, 1992
                                            June 30,             (inception) to
                                   ------------------------        June 30,
                                      2000          1999             2000
                                   ---------     ----------     ---------------

   CASH FLOWS FROM
   OPERATING ACTIVITIES:
        Net loss                   $       -      $       -      $      (5,605)
                                   ---------      ---------      -------------


   CASH FLOWS FROM FINANCING
   ACTIVITIES:
        Issuance of common
        stock for cash                     -              -              5,605
                                   ---------      ---------      -------------

   Net change in cash
    and cash equivalents                   -              -                  -
                                   ---------      ---------      -------------

   Cash and cash equivalents
    - beginning of period                  -              -                  -
                                   ---------      ---------      -------------

   Cash and cash equivalents
    - ending of period             $       -      $       -      $           -
                                   =========      =========      =============

SUPPLEMENTAL CASH FLOW INFORMATION:
   Cash paid during the year -
   Interest paid                   $       -      $       -      $           -
                                   =========      =========      =============
   Income taxes paid               $       -      $       -      $           -
                                   =========      =========      =============

Non cash investing and
 Financing activities:              None



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

                                       6

<PAGE>

                         ROYAL HOLIDAY MOBILE ESTATES, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                           JUNE 30, 2000 (UNAUDITED)

   NOTE 1 -    DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

               Nature of Operations
               --------------------
               Royal  Holiday  Mobile  Estates  (the  "Company")  is currently a
               development  stage company  under the  provisions of Statement of
               Financial  Accounting  Standards  ("SFAS") No. 7. The Company was
               incorporated  under the laws of the  State of Nevada on  November
               2, 1992. It is management's' objective to seek a  merger with  an
               existing operating company.

               Basis of Presentation
               ---------------------
               The  accompanying  financial  statements  have been  prepared  in
               conformity with generally accepted accounting  principles,  which
               contemplate  continuation  of the  Company  as a  going  concern.
               However,  the Company has no established source of revenue.  This
               factor raises  substantial  doubt about the Company's  ability to
               continue as a going  concern.  Without  realization of additional
               capital,  it would be  unlikely  for the Company to continue as a
               going  concern.  The  financial  statements  do not  include  any
               adjustments  relating to the recoverability and classification of
               recorded  asset  amount,   or  amounts  and   classification   of
               liabilities  that might be necessary should the Company be unable
               to continue in existence.  It is management's'  objective to seek
               additional  capital  through a merger with an existing  operating
               company.

               Use of 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 Cash Equivalents
               -------------------------
               The Company  considers  all highly liquid  investments  purchased
               with  original  maturities  of  three  months  or less to be cash
               equivalents.

               Concentration of Credit Risk
               ----------------------------
               The   Company   places  its  cash  in  what  it  believes  to  be
               credit-worthy financial institutions.  However, cash balances may
               exceed FDIC insured levels at various times during the year.

                                        7

<PAGE>

                          ROYAL HOLIDAY MOBILE ESTATES
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                            JUNE 30, 2000 (UNAUDITED)

   NOTE 1 -    DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES
               (Continued)

               Income Taxes
               ------------
               Income taxes are provided  for based on the  liability  method of
               accounting  pursuant  to SFAS No.  109,  "Accounting  for  Income
               Taxes".  Deferred  income taxes,  if any, are recorded to reflect
               the tax  consequences on future years of differences  between the
               tax bases of assets and liabilities and their financial reporting
               amounts at each year-end.

               Earnings Per Share
               ------------------
               During  1998,  the Company  adopted SFAS No. 128,  "Earnings  Per
               Share",  which requires  presentation of basic loss per share and
               diluted loss per share.  The  computation of basic loss per share
               is computed by dividing loss available to common  stockholders by
               the weighted  average number of outstanding  common shares during
               the period.  Diluted  loss per share gives effect to all dilutive
               potential  common  shares  outstanding  during  the  period.  The
               computation of diluted LPS does not assume  conversion,  exercise
               or  contingent   exercise  of  securities   that  would  have  an
               antidilutive effect on earnings.

               Comprehensive Income
               --------------------
               In June 1998, the Financial  Accounting  Standards Board ("FASB")
               issued SFAS No. 130, "Reporting  Comprehensive  Income". SFAS No.
               130  establishes  standards  for the  reporting  and  display  of
               comprehensive   income  and  its   components  in  the  financial
               statements.  As of June 30,  2000,  the Company has no items that
               represent comprehensive income and therefore,  has not included a
               schedule of comprehensive  income in the  accompanying  financial
               statements.

               Impact of Year 2000 Issue
               -------------------------
               As of June 30,  2000,  the  Company  does  not have any  computer
               systems or customers and suppliers.  Therefore,  the issue of the
               year 2000 has no effect on the Company's current activities.

                                        8
<PAGE>


                         ROYAL HOLIDAY MOBILE ESTATES, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                            JUNE 30, 2000 (UNAUDITED)


NOTE 2 -       RELATED PARTY TRANSACTIONS

               The  Company  neither  owns  nor  leases  any  real  or  personal
               property.  The  officers/directors of the Company provides office
               services  without  charge.  Such  costs  are  immaterial  to  the
               financial  statement  and,  accordingly,  have not been reflected
               therein.  The  officers/directors  of the Company are involved in
               other business activities and may, in the future, become involved
               in  other  business  opportunities.  If  a  business  opportunity
               becomes  available  for the  Comapny,  such  persons  may  face a
               conflict  in  selecting  between  the  Company  and  their  other
               business  interests.  The Company has not formulated a policy for
               the resolution of such conflicts.

NOTE 3         STOCKHOLDERS' EQUITY

               In April 2000, the Company restated its Articles of Incorporation
               to  designate  10,000,000  shares of  preferred  stock with a par
               value of $0.001  and  increase  the  authorized  number of common
               stock  from  25,000  to  75,000,000  shares  with a par  value of
               $0.001.

               The Board of Directors is authorized to provide from time to time
               for the  issuance of shares of  preferred  stock in series and to
               fix  and  determine  from  time to  time,  before  issuance,  the
               designation  and relative rights and preferences of the shares of
               each  series  of  preferred   stock  and  the   restrictions   or
               qualifications.  As of June 30,  2000,  no  preferred  stock  nor
               designations of preferred stock have been determined.

               In April  2000,  the  Company  completed  a forward  split of its
               common stock 100:1, thus increasing the number of outstanding and
               issued  shares  of the  Company's  common  stock  from  11,210 to
               1,121,000.


                                       9
<PAGE>

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

      The Company has not  commenced  business  activities  and has no assets or
operations.  The Company is dependent  upon its officers to meet any  de-minimis
costs which may occur.

      Hagit  Bernstein,  an officer and director 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 she is an officer
and director of the Company when the  obligation  is incurred.  All advances are
interest-free.

      In  addition,  since the  Company  has had no  operating  history  nor any
revenues or earnings from  operations,  with no significant  assets or financial
resources, the Company will in all likelihood sustain operating expenses without
corresponding   revenues,   at  least  until  the  consummation  of  a  business
combination. This may result in the Company incurring a net operating loss which
will  increase   continuously  until  the  Company  can  consummate  a  business
combination with a profitable business opportunity.  There is assurance that the
Company can identify such a business  opportunity and consummate such a business
combination.


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 - None.

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
                                       10

<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.



                               ROYAL HOLIDAY MOBILE ESTATES
                               Registrant



Date: August 18, 2000              /s/ Hagit Bernstein
                               ---------------------------------
                                 Hagit Bernstein
                                 President



                                       11