<PAGE>

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

                                   FORM 10-QSB

(Mark One)

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

For the quarterly period ended November 30, 2000
                                       OR

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
    OF 1934

For the transition period from ______________ to _____________

                        Commission file number: 001-25758

                       MULTI-MEDIA TUTORIAL SERVICES, INC.
                       ----------------------------------
            (Name of small business issuer specified in its charter)

             Delaware                                     73-1293914
  ---------------------------------                   -------------------
  (State or other jurisdiction                        (I.R.S. Employer
  of incorporation or organization)                   Identification No.)

                   205 Kings Highway Brooklyn, New York 11223
                   ------------------------------------------
          (Address of principal executive offices, including zip code)

                                  718-234-0404
                                  ------------
                (Issuer's telephone number, including area code)


         Securities registered under Section 12(b) of the Exchange Act:

                                                  Name of each exchange
        Title of each class                       on which registered
         -------------------                       -------------------
               None                                       None

         Securities registered under Section 12(g) of the Exchange Act:


                     Common Stock, $0.01 par value per share
                               Redeemable Warrants
                               -------------------
                                (Title of Class)


<PAGE>

Check whether the issuer: (i) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (ii) has been
subject to such filing requirements for the past 90 days. Yes _X_ No ___

The number of shares outstanding of the issuer's Common Stock as of November 30,
2000 was 16,449,017 shares.

Transactional Small Business Disclosure Format (Check one): Yes ___ No _X_

         THIS QUARTERLY REPORT ON FORM 10-QSB (THE "REPORT") MAY BE DEEMED TO
CONTAIN FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES
LITIGATION REFORM ACT OF 1995 (THE "REFORM ACT"). FORWARD-LOOKING STATEMENTS IN
THIS REPORT OR HEREAFTER INCLUDED IN OTHER PUBLICLY AVAILABLE DOCUMENTS FILED
WITH THE SECURITIES AND EXCHANGE COMMISSION (THE "COMMISSION"), REPORTS TO THE
COMPANY'S STOCKHOLDERS AND OTHER PUBLICLY AVAILABLE STATEMENTS ISSUED OR
RELEASED BY THE COMPANY INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER
FACTORS WHICH COULD CAUSE THE COMPANY'S ACTUAL RESULTS, PERFORMANCE (FINANCIAL
OR OPERATING) OR ACHIEVEMENTS TO DIFFER FROM THE FUTURE RESULTS, PERFORMANCE
(FINANCIAL OR OPERATING) OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH
FORWARD-LOOKING STATEMENTS. SUCH FUTURE RESULTS ARE BASED UPON MANAGEMENT'S BEST
ESTIMATES BASED UPON CURRENT CONDITIONS AND THE MOST RECENT RESULTS OF
OPERATIONS. THESE RISKS INCLUDE, BUT ARE NOT LIMITED TO, THE RISKS SET FORTH
HEREIN, EACH OF WHICH COULD ADVERSELY AFFECT THE COMPANY'S BUSINESS AND THE
ACCURACY OF THE FORWARD-LOOKING STATEMENTS CONTAINED HEREIN.

<PAGE>
                                             MULTI-MEDIA TUTORIAL SERVICES, INC.
                                                                  AND SUBSIDIARY
                                                      CONSOLIDATED BALANCE SHEET
                        NOVEMBER 30, 2000 (UNAUDITED) AND FEB 29, 2000 (AUDITED)
================================================================================

                                     ASSETS

                                                    NOVEMBER 30,    FEBRUARY 29,
                                                       2000             2000
                                                     ---------       ---------
                                                    (UNAUDITED)      (AUDITED)
CURRENT ASSETS
Accounts receivable                                  $ 73,273        $ 44,605
Inventories                                            83,561          88,102
Prepaid income taxes                                    3,470           3,453
Prepaid expenses                                       73,105         120,601
                                                     ---------       ---------

         Total current assets                         233,409         256,761

FURNITURE AND EQUIPMENT, net                          198,869         214,184
INTANGIBLE ASSETS, net                                132,030         162,349
RESTRICTED CASH                                        15,000          50,000
OTHER ASSETS                                           21,420          21,681
                                                     ---------       ---------

                  TOTAL ASSETS                       $600,728        $704,975
                                                     =========       =========


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


                                       2
<PAGE>
<TABLE>

                                                MULTI-MEDIA TUTORIAL SERVICES, INC.
                                                                     AND SUBSIDIARY
                                                         CONSOLIDATED BALANCE SHEET
                      NOVEMBER 30, 2000 (UNAUDITED) AND FEBRUARY 29, 2000 (AUDITED)
===================================================================================

                      LIABILITIES AND STOCKHOLDERS' DEFICIT
<CAPTION>

                                                      NOVEMBER 30,     FEBRUARY 29,
                                                         2000              2000
                                                     -------------    -------------
                                                      (UNAUDITED)       (AUDITED)
<S>                                                  <C>              <C>
CURRENT LIABILITIES
     Book overdraft                                  $     59,871     $     46,692
     Short-term notes payable                           1,430,676        1,580,176
     Convertible promissory notes                         736,190          662,500
     Capital lease obligations                            114,391          114,391
     Due to related party                                  12,624           83,224
     Accounts payable                                   1,420,808        1,282,047
     Accrued payroll and other expenses                   313,458          298,000
     Accrued interest                                     606,318          463,161
                                                     -------------    -------------

         Total current liabilities                      4,694,336        4,530,191

LONG-TERM TRADE PAYABLE                                    59,154          366,980
                                                     -------------    -------------


              Total liabilities                         4,753,490        4,897,171
                                                     -------------    -------------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' DEFICIT
     Preferred stock, Series A, $0.01 par value
         1,000,000 shares authorized
         no shares issued and outstanding                       -                -
     Preferred stock, Series B, $0.01 par value
         50 shares authorized
         no shares issued and outstanding                       -                -
     Common stock, $0.01 par value
         20,000,000 shares authorized and
         16,449,017 shares issued and outstanding         164,491           86,835
     Common stock committed, $0.01 par value                    -           88,500
         Additional paid-in capital                    12,270,772       11,214,736
     Accumulated deficit                              (16,588,025)     (15,582,267)
                                                     -------------    -------------

              Total stockholders' deficit              (4,152,762)      (4,192,196)
                                                     -------------    -------------

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT          $    600,728     $    704,975
                                                     =============    =============
</TABLE>

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

                                       3
<PAGE>

                                             MULTI-MEDIA TUTORIAL SERVICES, INC.
                                                                  AND SUBSIDIARY
                                           CONSOLIDATED STATEMENTS OF OPERATIONS
                                 FOR THE THREE MONTHS ENDED NOVEMBER 30,2000 AND
                        FOR THE THREE MONTHS ENDED NOVEMBER 30, 1999 (UNAUDITED)
================================================================================

                                         FOR THE THREE MONTHS ENDED NOVEMBER 30,


                                                     2000               1999
                                                 -------------     -------------
                                                  (UNAUDITED)       (UNAUDITED)

NET SALES                                        $    567,493      $    660,952

COST OF SALES                                          11,121            23,029
                                                 -------------     -------------

GROSS PROFIT                                          556,372           637,923
                                                 -------------     -------------

OPERATING EXPENSES
     Selling and marketing                            323,580           364,440
     General and administrative                       236,507           157,117
     Depreciation and amortization                     53,857            64,684
      Stock-based compensation                         13,000                --
                                                 -------------     -------------

     Total operating expenses                         626,944           586,241
                                                 -------------     -------------

LOSS FROM OPERATIONS                                  (70,572)           51,682
                                                 -------------     -------------

OTHER EXPENSE
     Non-cash interest charges                          5,599                 -
     Interest expense                                  90,173            40,000
                                                 -------------     -------------

         Total other expense                           95,772            40,000
                                                 -------------     -------------

NET INCOME (LOSS)                                $   (166,344)     $     11,682
                                                 =============     =============

BASIC LOSS PER SHARE                             $      (0.01)     $         --
                                                 =============     =============
DILUTED LOSS PER SHARE                           $      (0.01)     $         --
                                                 =============     =============

WEIGHTED AVERAGE SHARES OUTSTANDING                16,282,873         4,451,805
                                                 =============     =============


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

                                       4
<PAGE>

                                             MULTI-MEDIA TUTORIAL SERVICES, INC.
                                                                  AND SUBSIDIARY
                                           CONSOLIDATED STATEMENTS OF OPERATIONS
                                  FOR THE NINE MONTHS ENDED NOVEMBER 30,2000 AND
                         FOR THE NINE MONTHS ENDED NOVEMBER 30, 1999 (UNAUDITED)
================================================================================

                                          FOR THE NINE MONTHS ENDED NOVEMBER 30,


                                                    2000                1999
                                                -------------      -------------
                                                 (UNAUDITED)        (UNAUDITED)

NET SALES                                       $  1,521,963       $  2,431,186

COST OF SALES                                        103,759            214,460
                                                -------------      -------------

GROSS PROFIT                                       1,418,204          2,216,726
                                                -------------      -------------

OPERATING EXPENSES
     Selling and marketing                           838,798          1,661,664
     General and administrative                      736,592            772,471
     Depreciation and amortization                   160,643            194,866
     Stock-based compensation                         49,250                 --
                                                -------------      -------------

         Total operating expenses                  1,785,283          2,629,001
                                                -------------      -------------

LOSS FROM OPERATIONS                                (367,079)          (412,275)
                                                -------------      -------------

OTHER EXPENSE
Non-cash interest charges                            367,581                 --
Interest expense                                     271,098            118,200
                                                -------------      -------------

         Total other expense                         638,679            118,200
                                                -------------      -------------

NET LOSS                                        $ (1,005,758)      $   (530,475)
                                                =============      =============

BASIC LOSS PER SHARE                            $      (0.08)      $      (0.14)
                                                =============      =============


DILUTED LOSS PER SHARE                          $      (0.08)      $      (0.14)
                                                =============      =============

WEIGHTED-AVERAGE SHARES OUTSTANDING               13,175,218          3,880,348
                                                =============      =============


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

                                       5
<PAGE>
<TABLE>
                                                              MULTI-MEDIA TUTORIAL SERVICES, INC.
                                                                                   AND SUBSIDIARY
                                                            CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                  FOR THE NINE MONTHS ENDED NOVEMBER 30, 2000 AND
                                          FOR THE NINE MONTHS ENDED NOVEMBER 30, 1999 (UNAUDITED)
=================================================================================================
<CAPTION>
                                                           FOR THE NINE MONTHS ENDED NOVEMBER 30,

                                                                        2000            1999
                                                                     ------------    ------------
                                                                     (UNAUDITED)     (UNAUDITED)
<S>                                                                  <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES
     Net loss                                                        $(1,005,758)    $  (530,475)
     Adjustments to reconcile net loss to net cash
         used in operating activities
              Depreciation and amortization                              160,643         194,866
              Below-market conversion feature of convertible debt        357,908              --
              Common stock issued for interest                             9,673              --
              Common stock issued for services                            17,500              --
              Stock options issued for services                           18,750              --
     (Increase) decrease in
         Restricted cash                                                  35,000              --
         Accounts receivable                                             (28,668)        149,677
         Inventories                                                       4,541           4,801
         Prepaid expenses and other assets                               (17,260)        (23,948)
     Increase (decrease) in
         Due to related party                                            (70,600)        124,840
         Accounts payable                                               (141,065)        (94,338)
         Accrued payroll and other expenses                               15,458         (28,964)
         Accrued interest                                                157,208         108,000
                                                                     ------------    ------------

Net cash used in operating activities                                   (486,670)        (95,541)
                                                                     ------------    ------------

CASH FLOWS FROM INVESTING ACTIVITIES
     Purchase of furniture and equipment                                 (16,728)        (39,200)
     Increase in intangibles                                             (33,281)             --
                                                                     ------------    ------------
Net cash used in investing activities                                    (50,009)        (39,200)
                                                                     ------------    ------------
CASH FLOWS FROM FINANCING ACTIVITIES

     Proceeds from issuance of stock                                     100,000              --
     Proceeds from issuance of notes payable                             437,500         255,575
     Repayment of notes payable                                          (14,000)             --
                                                                     ------------    ------------
Net cash provided by (used in) financing activities                      523,500         255,575
                                                                     ------------    ------------
</TABLE>


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

                                       6
<PAGE>
<TABLE>
                                                              MULTI-MEDIA TUTORIAL SERVICES, INC.
                                                                                   AND SUBSIDIARY
                                                            CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                  FOR THE NINE MONTHS ENDED NOVEMBER 30, 2000 AND
                                          FOR THE NINE MONTHS ENDED NOVEMBER 30, 1999 (UNAUDITED)
=================================================================================================
<CAPTION>
                                                           FOR THE NINE MONTHS ENDED NOVEMBER 30,

                                                                        2000            1999
                                                                     ------------    ------------
                                                                     (UNAUDITED)     (UNAUDITED)
<S>                                                                  <C>             <C>

Net increase (decrease) in cash and cash equivalents                 $   (13,179)    $   120,834

CASH AND CASH EQUIVALENTS (BOOK OVERDRAFT), BEGINNING OF
     YEAR                                                                (46,692)       (118,277)
                                                                     ------------    ------------

Cash and Cash Equivalent
(BOOK OVERDRAFT), END OF YEAR                                        $   (59,871)    $     2,557
                                                                     ============    ============


SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

     INTEREST PAID                                                   $   114,309     $    10,200
                                                                     ============    ============

     INCOME TAXES PAID                                               $     6,400     $     4,661
                                                                     ============    ============
</TABLE>


SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES

During the nine months ended November 30, 2000, the Company converted $512,500
of notes payable and $861 of accrued interest into 5,733,611 shares of common
stock.

During the nine months ended November 30, 2000, the Company issued 150,000
shares of common stock for $21,000 of consulting services. $10,500 of consulting
services were rendered during the nine months ended November 30, 2000 and
$10,500 of the consulting services were rendered in the prior year.


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

                                       7
<PAGE>
                                             MULTI-MEDIA TUTORIAL SERVICES, INC.
                                                                  AND SUBSIDIARY
                                           CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 FOR THE NINE MONTHS ENDED NOVEMBER 30, 2000 AND
                         FOR THE NINE MONTHS ENDED NOVEMBER 30, 1999 (UNAUDITED)
================================================================================


SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES (CONTINUED)

During the nine months ended November 30, 2000, the Company issued 433,333
shares of common stock for $65,000 of services.

During the nine months ended November 30, 2000, the Company issued 52,000 shares
of common stock for $13,000 services.

During the nine months ended November 30,2000, the Company issued 20,000 shares
of common stock for $7,000 of consulting services.

During the nine months ended November 30, 2000, the Company issued 96,730 shares
of common stock for $9,673 of interest.

During the nine months ended November 30, 2000, the company converted $28,000 of
accounts payable into 280,000 shares of common stock.

During the nine months ended November 30, 1999 the Company converted $201,000 of
accounts payable into 670,000 shares of common stock.





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

                                       8
<PAGE>

                                             MULTI-MEDIA TUTORIAL SERVICES, INC.
                                                                  AND SUBSIDIARY
                                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 FOR THE NINE MONTHS ENDED NOVEMBER 30, 2000 AND
                         FOR THE NINE MONTHS ENDED NOVEMBER 30, 1999 (UNAUDITED)
================================================================================

BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements of
Multi-Media Tutorial Services, Inc. (the "Company") have been prepared in
accordance with generally accepted accounting principals for interim financial
information and in accordance with the instructions to Form 10-QSB. Accordingly,
they do not include all of the information and footnotes required by generally
accepted accounting principals for complete financial statements. In the opinion
of management, all material adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
Operating results for the three and nine month period ended November 30, 2000
are not necessarily indicative of the results that may be expected for the year
ended February 28, 2001. The information contained in this Form 10-QSB should be
read in conjunction with the audited financial statements filed as part of the
Company's Form 10-KSB ending February 29, 2000.

GOING CONCERN ISSUES

The Company has received a report from its independent auditors that includes an
explanatory paragraph describing the Company's uncertainty to continue as a
going concern. These consolidated financial statements contemplate the ability
to continue as such and do not include any adjustments that might result from
this uncertainty.

NET LOSS PER SHARE

The Company utilizes SFAS No. 128, "Earnings per Share." Basic loss per share is
computed by dividing loss available to common stockholders by the
weighted-average number of commons shares outstanding. Diluted loss per share is
computed similar to basic loss per share except that the denominator is
increased to include the number of additional common shares that would have been
outstanding if the potential common shares had been issued and if the additional
common shares were dilutive. For the years ended February 29, 2000 and February
28, 1999, the Company incurred net losses; therefore, basic and diluted loss per
share are the same.

COMPREHENSIVE INCOME

The Company utilizes SFAS No. 130 "Reporting Comprehensive Income." This
statement establishes standards for reporting comprehensive income and its
components in a financial statement. Comprehensive income as defined includes
all changes in equity (net assets) during a period from non-owner sources.
Examples of items to be included in comprehensive income, which are excluded
from net income, include foreign currency translation adjustments and unrealized
gains and losses on available-for-sale securities. Comprehensive income is not
presented in the Company's financials statements since the Company did not have
any of the items of comprehensive income in any period presented.


                                       9
<PAGE>

                                             MULTI-MEDIA TUTORIAL SERVICES, INC.
                                                                  AND SUBSIDIARY
                                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 FOR THE NINE MONTHS ENDED NOVEMBER 30, 2000 AND
                         FOR THE NINE MONTHS ENDED NOVEMBER 30, 1999 (UNAUDITED)
================================================================================


STOCKHOLDER'S EQUITY

During the first nine months ended November 30, 2000, the Company converted
$512,500 of short-term notes payable and $861 of accrued interest payable into
5,733,611 shares of common stock.

In addition, the Company issued 655,333 shares of common stock for consulting
services valued at $106,000, of which $88,500 was committed and recorded as of
February 29, 2000.

In March, May and July 2000, the Company issued $450,690 of short-term, secured
convertible promissory notes. The notes bear interest at 10% per annum and are
convertible into common stock at a price of (i) $0.50 or (ii) 50% of the average
of the closing bid price for the five days immediately preceding the conversion.
The notes cannot be converted at a price less than $0.10 per share. The shares
are convertible at a price less than $0.10 per share. The shares are convertible
at a par value of $0.01 of the Company's stock or at a par value of $0.001 of
the common stock of TheTutorialChannel.com. Related to the issuance, the Company
recognized the below-market conversion feature by recording non-cash interest
expense of $357,908.

STOCK OPTIONS

The Company uses APB Opinion No. 25 "Accounting for Stock Issued to Employees"
to calculate the compensation expense related to the grant of options to
purchase Common Stock under the intrinsic value method. Accordingly, the Company
makes no adjustments to its compensation expense or equity accounts for the
grant of options. The Company granted options for the period ended May 31, 2000.

In March 2000, the Company granted 150,000 options for consulting services
valued at $10,500 at an exercise price of $0.25.

The Company granted 250,000 options in October 1999 for consulting services of
which $8,250 was booked as of February 29, 2000 and $8,250 for the nine months
ended November 30, 2000 per the vesting period.

FACTOR AGREEMENT

During the nine months ended November 30,2000 the Company factored and financed
$483,950 of sales. Pursuant to the factoring agreement the Company sells without
recourse its trade receivables of specific telemarketing accounts. The factor
advances the Company funds before the due date of the trade receivables. The
factored sales and advances bear interest at 8 1/2% of the sale. For the nine
months ended November 30, 2000 the Company incurred $41,332 of charges.

                                       10
<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

         THIS REPORT, INCLUDING THE DISCLOSURES BELOW, CONTAINS CERTAIN
FORWARD-LOOKING STATEMENTS THAT INVOLVE SUBSTANTIAL RISKS AND UNCERTAINTIES.
WHEN USED HEREIN, THE TERMS "ANTICIPATES," "EXPECTS," "ESTIMATES," "BELIEVES"
AND SIMILAR EXPRESSIONS, AS THEY RELATE TO THE COMPANY OR ITS MANAGEMENT, ARE
INTENDED TO IDENTIFY SUCH FORWARD-LOOKING STATEMENTS. THE COMPANY'S ACTUAL
RESULTS, PERFORMANCE OR ACHIEVEMENTS MAY DIFFER MATERIALLY FROM THOSE EXPRESSED
OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. FACTORS THAT COULD CAUSE OR
CONTRIBUTE TO SUCH MATERIAL DIFFERENCES INCLUDE THE FACTORS DISCLOSED IN THE
"RISK FACTORS" SECTION OF THE COMPANY'S ANNUAL REPORT ON FORM 10-KSB FOR THE
FISCAL YEARS ENDED FEBRUARY 28, 2000 AND 1999, WHICH READERS OF THIS REPORT
SHOULD CONSIDER CAREFULLY.

         RESULTS OF OPERATIONS FOR THE THREE (3) MONTHS ENDED NOVEMBER 30, 2000
AND 1999. Net sales for the three (3) months ended November 30, 2000 (the "2000
Period") were $567,493 compared to $660,952 in the three (3) months ended
November 30, 1999 (the "1999 Period"). The drop in sales was a consequence of
the company's decrease in advertising at the end of the second quarter, 1999
which had ceased to be cost effective. In the third quarter of 1999, the company
was still receiving extensive sales calls generated from prior periods'
advertising.

         Gross profit was $556,372 in the 2000 Period compared to $637,923 in
the 1999 Period. The decrease in gross profit was a consequence of a drop in net
sales due to a decrease in advertising.

         Selling and marketing expenses were $323,580 in the 2000 Period
compared to $364,440 for the 1999 Period.

         General and administrative expenses were $236,507 in the 2000 Period
compared to $157,117 in the 1999 Period. Included in General and Administrative
expenses was 13,000 for consulting fees in connection with the launch of the
Tutorial Channel.com, Inc., a wholly owned subsidiary of the Company. In
addition, the Company added a new C.O.O., Mr. Hershel Waldner, to spearhead its
efforts to improve management of current and future business.

         Depreciation and amortization decreased to $53,857 in the 2000 Period
from $64,684 in the 1999 Period. This decrease was due to certain assets being
fully depreciated in the prior year.

         Interest expense was $90,173 in the 2000 Period compared to $40,000 in
the 1999 Period. The Company also had non-cash interest charges of $5,599 in the
2000 Period related to the issuance of stock for interest expense. Of the
$90,173 of interest expense in the 2000 Period, $14,600 related to a cash
payment related to the financing of the additional stock.

         Net loss was $166,344 in the 2000 Period compared to a net gain of
$11,682 in the 1999 Period. Loss from operations was $70,572 in the 2000 Period
compared to a gain of $51,682 in the 1999 Period. The non-recurring interest
charges constituted $14,600 of the net losses in the 2000 Period. Loss from
operations before depreciation and amortization was $16,715 for the 2000 period
and income before depreciation and amortization was $116,366 for the 1999
period.

         During the first half of fiscal year ended February 29, 2000, the
Company was still actively purchasing significant quantities of advertising time
on national radio. Due to the influx of dot com advertisers, the inventory
available was limited to unfavorable air times and rates for such advertising
increased. This resulted in a deterioration in the advertising performance.

         Beginning in the second half of fiscal year ended February 29, 2000,
management reduced the Company's advertising on national radio and restricted
its purchasing to those areas of advertising, which were still available on
favorable terms. The Company also took steps to diversify its revenue base,
which included a greater share of revenue from teleservicing.

                                       11
<PAGE>

         Management also took steps to transition its educational sales from
off-line advertising to an internet model. The Company developed a fully
functioning e-commerce site, 1800USAMATH.COM, and has developed an advertising
strategy designed to procure leads from other educational and family related
sites at a lower cost per lead than what the Company had been paying for
off-line leads. Additionally, the Company is developing its product line for
on-line learning, which it intends to provide on a subscription basis.

         RESULTS OF OPERATIONS FOR THE NINE (9) MONTHS ENDED NOVEMBER 30, 2000
AND 1999. Net sales for the nine (9) months ended November 30, 2000 (the "2000
Period") were $1,521,963 compared to $2,431,186 in the nine (9) months ended
November 30, 1999 (the "1999 Period").

         Gross profit was $1,418,204 in the 2000 Period compared to $2,216,726
in the 1999 Period. Net sales and related gross profit decreased in the 2000
Period from the 1999 Period due to a reduction in advertising in the 2000
Period. This reduction was a result of an increase in advertising prices, which
caused the advertising to cease to be cost effective.

         Selling and marketing expenses were $838,798 in the 2000 Period
compared to $1,661,664 for the 1999 Period. Selling and marketing expenses were
significantly reduced as the Company substantially eliminated advertising, which
had become inefficient.

         General and administrative expenses were $736,592 in the 2000 Period
compared to $772,471 in the 1999 Period.

         Depreciation and amortization decreased to $160,643 in the 2000 Period
from $194,866 in the 1999 Period. This decrease was due to certain assets being
fully depreciated during the prior year.

         Interest expense was $271,098 in the 2000 Period compared to $118,200
in the 1999 Period. The Company also had non-cash interest charges of $367,581
in the 2000 Period related to the below-market conversion features of certain
convertible promissory notes issued by the Company from November, 1999 through
July , 2000 and issuance of stock for interest expense. Of the $271,098 of
interest expense in the 2000 Period, $75,150 related to a cash payment related
to the financing of the convertible promissory notes.

         Stock based compensation increased to $49,250 in the 2000 Period from
none in the 1999 Period.

         Net loss was $1,005,758 in the 2000 Period compared to $530,475 in the
1999 Period. Loss from operations was $367,079 in the 2000 Period compared to
$412,275 in the 1999 Period. The non-recurring interest charges constituted
$442,731 of the net losses in the 2000 Period. Loss from operations before
depreciation and amortization was $206,436 and $217,409 for the nine (9) months
ended November 30, 2000 and November 30, 1999, respectively.

         During the first half of fiscal year ended February 29, 2000, the
Company was still actively purchasing significant quantities of advertising time
on national radio. Due to the influx of dot com advertisers, the inventory
available was limited to unfavorable air times and rates for such advertising
increased. This resulted in a deterioration in the advertising performance.

         Beginning in the second half of fiscal year ended February 29, 2000,
management reduced the Company's dependency on such advertising and restricted
its purchasing to those areas of advertising, which were still available on
favorable terms. The Company also took steps to diversify its revenue base,
which included a greater share of revenue from teleservicing.

                                       12
<PAGE>

         Multimedia Tutorial Services, Inc. (OTCBB: MMTS) was founded in 1987
and went public in 1995 to position the company to market its tutorials
nationwide directly to parents and students. Prior to that its programs were
sold primarily to schools and libraries where their instructional materials had
been well-received by teachers and educators. Multimedia's key strengths lie in
two distinct, but complementary areas, the development and marketing of
educational products that are designed as self-paced tutorial programs; and the
delivery of customer service and sales support through its telemarketing
operation. Targeting the e-commerce sector and other direct marketers,
Multimedia also delivers inbound and outbound telemarketing services to such as
IDT Corporation, Net2Phone Corporation, Viatel and Windmere Corporation.

         As retail businesses continues to change the way they interact with
consumers, there is a growing corporate demand for telemarketing services to
support new marketing efforts driven by direct response programs. The growing
transformation of consumer sales from brick and mortar enterprises only, to web
supported sales and customer service has created an urgent need for retailers to
provide personalized attention in the online transaction. Over 90% of consumers
would prefer to have human interaction in their contact with the web site and a
large number leave the company website before buying. There are, as well, many
high ticket and sophisticated products that do not lend themselves to the
automated web format. Telesales professionals hooked up directly to the internet
have started to evolve as the solution to this growing demand. With an 8 year
background of telemarketing sales and customer service, Multimedia continues to
expand its tele-servicing business. In its many years of selling Math Made Easy
programs, the tele-servicing division has consistently achieved superior
results.

         With respect to the education side of Multimedia's business, the
socio/economic situation would appear to augur well for tutorial products.
Mathematics continues to be the number one education problem facing millions of
parents. Recently two-thirds of the students in New York City failed the
standardized math tests. This is but one example. Private tutors and learning
centers are simply too expensive for most families or are not available in many
areas. Unlike reading, the majority of parents do not have the skills or perhaps
the patience to help their children with math. Multimedia's TutorialChannel and
remedial learning products offer a solution for millions of parents who want
their kids to do better in math. Mandatory testing is now required in many
states for graduation and to move from grade to grade. Accordingly, if parents
want their children to get a higher education and have a future, math
performance is no longer optional.

         Multimedia has been successful in establishing a number of marketing
joint ventures, which could build sales by dramatically increasing the exposure
of its products. For example the revenue potential of certain alliances, such as
those with CatalogCity.com, SightSound.Com and 1st Webbank Direct may be
significant. Of course there can be no assurance that this would be the case.

         The company has made a significant marketing relationship with
SightSound.Com. This enables the company's Math Made Easy customers to directly
download its video products via the technology developed by SightSound.Com with
their own computers. Math Made Easy will be featured on CatalogCity.com, one of
the leading retail sites on the Web, reporting approximately 9,000,000
impressions per month. Multimedia joins ranks with successful marketers like
Hammacher Schlemmer and The Sharper Image in potentially reaching 750,000 unique
visitors each month with additional exposure on Yahoo, Exite, and Lycos,
CatalogCity's mall partners. CatalogCity enjoys a relatively high purchase order
of $90 and reaches the right demographic for Multimedia's tutorial programs.

         On August 17,2000 Multimedia announced that it has entered into a
co-marketing agreement with 1st Webbank Direct (1st Web), the virtual banking
division of Sovereign Bank (Nasdaq: SVRN). Sovereign is a pro forma $35 billion
financial institution, with 600 plus branches and one thousand plus ATM units,
throughout the Northeastern United States.

         As part of the marketing partnership, 1st Web will offer select
prospective customers a premium option to receive a complete set of Math Made
Easy or Reading Made Easy tutorials. Multimedia will receive a payment from 1st
Web for each set of videos or CD's given to 1st Web's customers who qualify for
the premium.

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<PAGE>

         In addition, Multimedia has entered into an alliance with Abacus, a
division of DoubleClick, one of the world's major providers of marketing
solutions. Abacus Direct is a leading source of predictive buying data, offering
direct marketing companies, like Multimedia, new and innovative ways to broaden
their customer bases and to more effectively target promotions. Abacus manages
the nations largest proprietary database of consumer buying behavior. This
database reaches virtually every direct buying household in the United States,
including 70 million households with over one billion transactions recorded.

         Multimedia has also entered into a partnership with HotSocket, a
leading online direct marketing company which will create for the company a
direct marketing campaign for 2001.

         In order to increase online sales and reduce customer acquisition
costs, Multimedia, has incorporated !heycenter technology from !hey inc which
will enable Multimedia customers and prospects to receive immediate answers to
questions online by clicking a live help button (door bell) on its website,
which initiates direct text chat with a Multimedia Educational Sales Consultant.
By incorporating live text chat into MathMadeEasy.com, visitors with a dial-up
connection to the Internet can receive sales assistance without interrupting
their visit to our site by needing to make a phone call.

         LIQUIDITY AND CAPITAL RESOURCES. The Company's cash and restricted cash
Decreased to $15,000 at November 30, 2000 from $50,000 at February 29, 2000. The
Company did not have any cash, other than restricted cash, at November 30, 2000.

         Net cash used in operations in the nine (9) months ended November 30,
2000 was $486,670 compared to $95,541 in the nine (9) months ended November 30,
1999.

         Net cash used in investing activities in the nine (9) months ended
November 30, 2000 was $50,009 compared to $39,200 in the nine (9) months ended
November 30, 1999.

         Net cash provided from financing activities in the nine (9) months
ended November 30, 2000 was $523,500, compared to $255,575 in the nine(9) months
ended November 30, 1999.

         As of May 24, 1999, the Company effected a reverse split of its issued
and outstanding Common Stock on a one-for-ten basis.

         In April 1996, the Company received gross proceeds of $500,000 from the
issuance of convertible notes. The notes bear interest at 10% per annum and an
accelerated rate of 17% per annum beginning April 17, 1997. The noteholders have
the right to convert the principal and accrued interest into common shares of
the Company at a price of (i) $1.2656 per share or (ii) 75% of the closing bid
for the five trading days immediately preceding the conversion. In the event of
default, as defined, the Company will not have the right to compel conversion.
The Company placed 909,090 shares of common stock into escrow for the benefit of
the noteholders. During the nine months ended November 30, 1996, $250,000 was
converted into 34,190 shares and $250,000 of principal remain outstanding and
are currently due and payable. As a result of the conversion, 45,455 shares
remained in escrow.

         The Company has received advances aggregating $375,000, which bear
interest at the rate of 10% per year, and are currently due and payable.

         At November 30, 2000, the Company maintained advances of $12,624 from
Barry and Anne Reichman, who are directors and executive officers of the
Company.

                                       14
<PAGE>

         In December, 1999 the Company entered into an agreement with Gaspra,
Inc., a software development company, to develop a website and to convert a
portion of its educational video product into on-line learning courses utilizing
flash technology. The Company agreed to pay $130,000 for these services and
issued 433,333 shares of Common Stock in satisfaction of $65,000 of this
obligation in the fiscal quarter ended May 31, 2000. The Company has agreed to
issue an additional 433,333 shares in satisfaction of the $65,000 balance, once
the Company has determined that the project has been completed to its
satisfaction.

         From November, 1999, to July, 2000, the Company issued approximately
$763,000 of convertible, unsecured promissory notes. The notes bear interest at
the rate of 10% PER ANNUM, and are due 10-months following the date of issuance.
The notes are convertible into Common Stock at the lesser of: (i) $0.50 per
share, or (ii) 50% of the average of the closing bid price for the Common Stock
during the five (5) days immediately preceding conversion. However, the notes
may not be converted at a price of less than $0.10 per share. The notes may be
converted into a number of shares of common stock of the Company's subsidiary,
The Tutorial Channel.com, equal to 1% of the issued and outstanding shares of
common stock of such subsidiary for each $25,000 principal amount with respect
to $600,000 of certain of these notes (Series A Notes), and equal to 0.25% of
the issued and outstanding shares of common stock of such subsidiary for each
$25,000 principal amount with respect to $163,000 of certain of these notes
(Series B Notes). Each class of these notes is convertible on the earlier of (i)
the last business day preceding the filing of the first registration statement
for the common stock of such subsidiary, or (ii) December 1, 2000. As of August
31, 2000, the Company converted $312,500 principal amount of the Series A Notes
and $100,000 principal amount of Series B Notes, plus accrued interest, at a
conversion price of $0.10 per share, into an aggregate of 4,133,611 shares of
Common Stock. The Company recorded a non-cash interest expense of $357,908 in
connection with the below-market conversion feature of these notes.

         From November, 1999 to February, 2000, the Company issued $100,000 of
unsecured, demand promissory notes, bearing interest at the rate of 10% PER
ANNUM.

         As of February 2, 2000, the Company converted an account payable of
$135,500 due to its former accountants, Holtz Rubenstein & Co., LLP, into a
one-year Series B Note, in the principal amount of $135,500, bearing interest at
the rate of 10% PER ANNUM.

         In August, 2000, the Company issued 40,740 shares of Common Stock to a
consultant in consideration of an interest payment of $4,074.

         In September, 2000, the Company issued 1,000,000 shares of Common Stock
to an existing stockholder of the Company in consideration of $100,000. The
shares have certain piggyback registration rights.

         In September, 2000, the Company issued 280,000 shares of Common Stock
in consideration of the conversion of $28,000 in payables to a vendor.

         As of October, 2000, the Company had judgments entered against it by
certain of its vendors in the aggregate amount of approximately $40,000. The
Company has reached agreements or is in the course of negotiating agreements
with these vendors to make scheduled payments on these obligations. The Company
has made a settlement with one of its creditors that had begun litigation. It
has settled a $235,000 claim for $190,000 with a 29 month payout schedule
commencing January, 2001. In addition, the Company has been sued by a vendor for
approximately $100,000, and the Company has asserted a counterclaim against the
vendor seeking damages in the sum of $500,000. The Company also has reached
agreements with certain of its vendors relating to obligations in the aggregate
amount of approximately $740,000.

                                       15
<PAGE>

         The Company continues to meet its working capital requirements through
debt and equity funding from outside sources and internally generated funds. In
addition, the Company may have increased capital requirements as it seeks to
expand its product lines and customized telemarketing services. In order to meet
its current and future cash requirements, the Company is in discussions to
negotiate additional debt and equity financing. There can be no assurance that
any financing will be successful nor that the Company will be able to fund
internally its working capital requirements or meet its debt repayment
obligations. In the event that the Company is unable to secure additional
financing, it may be obligated to significantly reduce its operations and seek
to sell assets, which would have a material adverse affect on the Company's
prospects and financial results.

         The Company has received a report from its independent public
accountants, which has been filed with the Company's Annual Report on Form
10-KSB for the fiscal year ended February 29, 2000, that includes an explanatory
paragraph describing the uncertainty as to the ability of the Company's
operations to continue as a going concern.

         The Company's operations have not been materially affected by the
impact of inflation. YEAR 2000

         The Company has updated its computer systems to address issues related
to year 2000 compliance. Financial and operational systems were developed to
address systems modification requirements to become year 2000 compliant. The
financial impact of making the required systems changes was not material to the
Company's consolidated financial position, liquidity and results of operations.
In the first week of January, 2000, the Company experienced a year 2000 problem
relating to the operations of its voice mail system. The problem has been
resolved with minimal expense, and the problem did not have a material adverse
effect on the operations of the Company during the weeklong period and the
Company does not anticipate that there will be a material adverse effect on the
Company relating to the matter for the foreseeable future.

                       DOCUMENTS INCORPORATED BY REFERENCE

         THE COMPANY IS CURRENTLY SUBJECT TO THE REPORTING REQUIREMENTS OF THE
SECURITIES EXCHANGE ACT OF 1934, AS AMENDED (THE "EXCHANGE ACT") AND IN
ACCORDANCE THEREWITH FILES REPORTS, PROXY STATEMENTS AND OTHER INFORMATION WITH
THE COMMISSION. SUCH REPORTS, PROXY STATEMENTS AND OTHER INFORMATION MAY BE
INSPECTED AND COPIED AT THE PUBLIC REFERENCE FACILITIES OF THE COMMISSION AT
JUDICIARY PLAZA, 450 FIFTH STREET, N.W., WASHINGTON D.C. 20549; AT ITS NEW YORK
REGIONAL OFFICE, SUITE 1300, 7 WORLD TRADE CENTER, NEW YORK, NEW YORK, 10048;
AND AT ITS CHICAGO REGIONAL OFFICE, 500 WEST MADISON STREET, SUITE 1400,
CHICAGO, ILLINOIS 60661, AND COPIES OF SUCH MATERIALS CAN BE OBTAINED FROM THE
PUBLIC REFERENCE SECTION OF THE COMMISSION AT ITS PRINCIPAL OFFICE IN
WASHINGTON, D.C., AT PRESCRIBED RATES. IN ADDITION, SUCH MATERIALS MAY BE
ACCESSED ELECTRONICALLY AT THE COMMISSION'S SITE ON THE WORLD WIDE WEB, LOCATED
AT http://www.sec.gov.


                                       16
<PAGE>

                           PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

         Not applicable.

ITEM 2.  CHANGES IN SECURITIES

         c. Recent Sales of Unregistered Securities.
            ----------------------------------------

         In September, 2000, the Company issued 1,000,000 shares of Common Stock
to an existing stockholder of the Company in consideration of $100,000. The
shares have certain piggyback registration rights.

         In September, 2000, the Company issued 280,000 shares of Common Stock
in consideration of the conversion of $28,000 in payables to a vendor.

         These securities were issued in transactions exempt from registration
pursuant to Section 4(2) of the Securities Act of 1933.

ITEM 3.  DEFAULTS ON SENIOR SECURITIES

         None

ITEM 4.  SUBMISSION TO A VOTE OF SECURITY HOLDERS

         None.

ITEM 5.  OTHER INFORMATION

         None

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         (a) EXHIBIT 27 - Financial Data Schedule.

         (b) REPORTS ON FORM 8-K - The Company did not file any Reports on Form
             8-K during the quarter ended August 31, 2000.




                                       17


<PAGE>

                                   SIGNATURES

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


                                           MULTI-MEDIA TUTORIAL SERVICES, INC.




Date: January 19, 2001                     By: /s/ Barry Reichman
                                               -------------------------------
                                               Barry Reichman
                                               Chief Executive Officer and
                                               Chief Financial Officer



                                       18