<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                   FORM 10-QSB

(Mark One)

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

For the quarter ended March 31, 2000


[ ]      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 0-30256


                      ADVANCED PLANT PHARMACEUTICALS, INC.
             (Exact name of registrant as specified in its charter)

       Delaware                                  59-2762023
       (State or other jurisdiction of           (I.R.S. Employer
       incorporation or organization)            Identification No.)

       43 West 33rd Street
       New York, New York                        10001
       (Address of principal executive offices)  (Zip Code)

Registrant's telephone number, including area code:   (212) 695-3334


         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      No  X




         The number of shares outstanding of the Registrant's common stock is
110,402,327 (as of 5/09/00).
<PAGE>   2
                      ADVANCED PLANT PHARMACEUTICALS, INC.
                    INDEX TO QUARTERLY REPORT ON FORM 10-QSB
                FILED WITH THE SECURITIES AND EXCHANGE COMMISSION
                          QUARTER ENDED MARCH 31, 2000

                              ITEMS IN FORM 10-QSB



<TABLE>
<CAPTION>
                                                                            PAGE
                                                                            ----
<S>                                                                        <C>

PART I   FINANCIAL INFORMATION

Item 1.  Financial Statements                                                  1

Item 2.  Management's Plan of Operation                                      ___


PART II  OTHER INFORMATION

Item 1.  Legal Proceedings                                                  None

Item 2.  Changes in Securities
           and Use of Proceeds                                              None

Item 3.  Defaults Upon Senior Securities                                    None

Item 4.  Submission of Matters to
           a Vote of Security Holders                                       None

Item 5.  Other Information                                                   ___

Item 6.  Exhibits and Reports on Form 8-K                                    ___
</TABLE>


SIGNATURES
<PAGE>   3
                                     PART I
                              Financial Information



Item 1. Financial Statements.
<PAGE>   4






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

                                                                         PAGE
                                                                         ----

Consolidated Balance Sheets (unaudited)...............................    F-1

Consolidated Statements of Operations (unaudited).....................    F-2

Consolidated Statements of Cash Flows (unaudited).....................    F-3

Notes to the Financial Statements..................................... F-4 - F-9
<PAGE>   5
                      ADVANCED PLANT PHARMACEUTICALS, INC.
                                 BALANCE SHEET
                              AS OF MARCH 31, 2000
                                  (UNAUDITED)


<TABLE>
<S>                                                            <C>
                                     ASSETS

Current assets:

 Cash and cash equivalents                                     $   75,170
 Prepaid expenses and other current assets                          2,056
                                                               ----------
   Total current assets                                            77,226

Other assets                                                       10,027
                                                               ----------
                                                               $   87,253
                                                               ==========

                      LIABILITIES AND SHAREHOLDERS' EQUITY

Current Liabilities:

 Accounts Payable                                             $    91,881
 Accrued expenses payable                                       1,581,522
 Loans payable                                                    526,047
 Due to distributor                                               103,500
                                                              -----------
   Total current liabilities                                    2,302,950
                                                              -----------
Shareholders' Equity
 Common stock, $.0007 par value, 120,000,000
  shares authorized and 108,499,506 shares issued                  75,950
 Capital in excess of par value                                 3,975,889
 Accumulated deficit                                           (6,222,356)
 Treasury shares at cost                                             (180)
 Stock subscriptions receivable                                   (45,000)
                                                              -----------
   Total shareholders' equity                                  (2,215,697)
                                                              -----------
                                                              $    87,253
                                                              ===========
</TABLE>

                See accompanying notes to financial statements.
                                      F-1
<PAGE>   6


                      ADVANCED PLAN PHARMACEUTICALS, INC.
                            STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
                                  (UNAUDITED)


<TABLE>
                                                    2000           1999
                                                -----------     ---------
<S>                                             <C>             <C>
Net Sales                                       $     2,478     $   2,585

Cost of goods sold                                   32,397         5,774
                                                -----------     ---------
    Gross profit                                    (29,919)       (3,189)
                                                -----------     ---------
Operating expenses:

  Research and development                              750         1,000
  General and administrative                      1,008,244       100,845
                                                -----------     ---------
    Total operating expenses                      1,008,994       101,845
                                                -----------     ---------
      Operating loss                             (1,038,913)     (105,034)

Other expense (income)                                   --            --
                                                -----------     ---------
    Loss before provision for income taxes       (1,038,913)     (105,034)

Provision for income taxes                               --            --
                                                -----------     ----------

    Net loss                                    $(1,038,913)    $(105,034)
                                                ===========     =========
Loss per common share                              $(0.0100)    $      --
                                                ===========     =========
</TABLE>







                See accompanying notes to financial statements.
                                      F-2
<PAGE>   7
                      ADVANCED PLANT PHARMACEUTICALS, INC.
                            STATEMENTS OF CASH FLOWS
               FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
                                  (UNAUDITED)


<TABLE>
<CAPTION>
                                                       2000             1999
                                                   ------------    ------------
<S>                                                <C>             <C>
Cash Flows from Operating Activities:

  Net Loss from operations                         $(1,038,913)    $  (105,034)
  Adjustments to reconcile net loss from
   operations to net cash used by operating
   activities:

     Depreciation and amortization expense                 201             159
     Services paid with common stock                        --         268,133
     (Increase) decrease in prepaid expenses            (2,056)         12,153
     Increase (decrease) in accounts payable             1,796          (5,000)
     Increase (decrease) in accrued expenses           735,425        (245,570)
                                                   ------------    ------------
     Net cash used by operations                      (303,547)        (75,159)
                                                   ------------    ------------

Cash Flows from Investing Activities:

  Purchase of computer equipment                        (1,000)             --
                                                   ------------    ------------
     Net cash used by investing activities              (1,000)             --
                                                   ------------    ------------
Cash Flows from Financing Activities:

  Proceeds from short-term loans payable               392,000          23,697
  Payments on short-term loans payable                 (25,009)             --
  Net proceeds from issuance of common stock                --          53,300
                                                   ------------    ------------
     Net cash provided by financing activities         366,991          76,997
                                                   ------------    ------------
Net increase in Cash and cash equivalents               62,444           1,838

Cash and cash equivalents at beginning of period        12,726           4,198
                                                   ------------    ------------
Cash and cash equivalents at end of period         $    75,170     $     6,036
                                                   ============    ============
Supplemental Cash Flow Information:

  Cash Paid During the Period for:

   Interest                                                 --              --
                                                   ============    ============
   Income Taxes                                             --              --
                                                   ============    ============
  Information about Noncash Activities:
    Common stock issued for services               $        --     $   268,133
                                                   ============    ============
</TABLE>

                See accompanying notes to financial statements.
                                      F-3
<PAGE>   8
                      ADVANCED PLANT PHARMACEUTICALS, INC.
                         NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2000
                                  (UNAUDITED)

NOTE 1     Basis of Presentation

     The accompanying unaudited financial statements of Advanced Plant
     Pharmaceuticals, Inc. ("APPI" or the "Company") as of March 31, 2000 have
     been prepared in accordance with generally accepted accounting principles
     for interim information. Accordingly, certain information and footnote
     disclosures required under generally accepted accounting principles have
     been condensed or omitted pursuant to the rules and regulations of the
     Securities and Exchange Commission. In the opinion of management, all
     adjustments of a recurring nature considered necessary for a fair
     presentation of the results for the interim periods presented have been
     included. Operating results for the three months ended March 31, 2000 are
     not necessarily indicative of the results that may be expected for the
     entire year or any other period.

     These financial statements should be read in conjunction with the audited
     financial statements for the year ended December 31, 1999.

NOTE 2    Nature of Operations

     APPI focuses on the research and development of plant based dietary
     supplements. During July 1999, the Company acquired exclusive rights and
     interests to a thirteen step process which utilizes virtually the whole of
     the nutrients found in plants to manufacture all natural herbal dietary
     supplements. The Company intends to use this process to manufacture
     products that it hopes to distribute worldwide through various sales
     distribution contracts.

NOTE 3    Summary of Significant Accounting Policies

     Cash Equivalents

     For purposes of the statement of cash flows, the Company considers all
     highly liquid debt instruments purchased with a maturity of three months or
     less to be cash equivalents.

     Other Assets

     Other assets consist of patents ($4,925), security deposits ($4,144) and
     computer equipment ($958).

     Patents are amortized on a straight-line method over their economic lives
     and are reviewed for impairment whenever the facts and circumstances
     indicate that the carrying amount may not be recoverable.

     Computer equipment is depreciated on a straight-line method using an
     estimated useful life of three years.


                                      F-4
<PAGE>   9
                     ADVANCED PLANT PHARMACEUTICALS, INC.
                         NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2000
                                  (UNAUDITED)

NOTE 3    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

     Research & Development Costs

     Research and development costs are expensed as incurred.

     Income Taxes

     APPI has incurred significant losses from operations. The Company has
     elected not to record any tax benefits relating to potential net operating
     loss carryforwards due to the uncertainty of realizing those benefits.

     The Company intends to follow Statement of Financial Accounting Standards
     No. 109 (SFAS 109), "Accounting for Income Taxes" when either operations
     achieve profitability or the realization of net operating loss benefits can
     more readily be measured, whichever comes first.

     Earnings per Share

     Statement of Financial Accounting Standards ("SFAS") No. 128, "Earnings Per
     Share" discusses the computation and presentation of earnings per share
     ("EPS"). Basic EPS, as defined by SFAS No. 128, is computed by dividing
     income available to common shareholders by the weighted-average number of
     common shares outstanding for the reporting period, ignoring any potential
     effects of dilution. Diluted EPS reflects the potential dilution that would
     occur if securities, or other contracts to issue common stock, were
     exercised or converted into common stock that then shared in the earnings
     of the entity.

     There were 5,500,000 common stock options outstanding as of March 31, 2000.
     As a result of the losses reported in the periods presented these options,
     if exercised, would be antidilutive. Accordingly, only Basic EPS is
     presented in these financial statements. The weighted-average number of
     shares used in the computation of per share data was 108,499,506 and
     69,649,000 for the three months ended March 31, 2000 and 1999,
     respectively.

     Stock-Based Compensation

     APPI has satisfied various loans, trade payables, employee back-wages and
     other liabilities through the issue of its common stock. The Company
     accounts for such stock-based compensation using the fair-value method as
     prescribed by SFAS No. 123, "Accounting for-Stock-Based Compensation." The
     Company has also issued stock options to key employees. As permissible
     under SFAS No. 123, the Company accounts for stock options using the
     intrinsic value method as prescribed under Accounting Principles Board
     Opinion No. 25.


                                      F-5
<PAGE>   10

                      ADVANCED PLANT PHARMACEUTICALS, INC.
                         NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2000
                                  (UNAUDITED)



NOTE 3    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

     Use of Estimates

     The preparation of financial statements in conformity with generally
     accepted accounting principles requires management to make estimates and
     assumptions. These estimates and assumptions affect the reported amounts of
     assets and liabilities, the disclosure of contingent liabilities and the
     reported amounts of revenues and expenses. Actual results could differ from
     these estimates.


NOTE 4    CAPITAL STOCK

     The Company is authorized to issue 120 million shares of it common stock,
     par value $.0007 per share. The holders of common stock are entitled to one
     vote for each share held on all matters to be voted on by stockholders.

     The Company is authorized to issue 5 million shares of preferred stock, par
     value $.0007 per share. There is currently no preferred stock outstanding
     and the company has no current plans to issue preferred stock.


NOTE 5    LOANS PAYABLE

     Loans Payable consists of unsecured, non-interest bearing short-term loans
     typically of less than three months duration. The loan agreements provide
     the Company with the option of repaying the loans with either cash or
     restricted shares of the Company's common stock.

     Loans payable at March 31, 2000 includes a loan of $472,800 payable to one
     individual lender. This loan is payable on or before December 30, 2000 and
     includes an option that permits the Company to pay off the loan with shares
     of its common stock. If the Company elects to repay the balance of the loan
     in common stock, the number of shares issued shall be calculated based on
     the following per share prices. The first $175,000 of principal balance
     will be paid using a discounted per share price of $.015. The remaining
     balance, up to $350,000 of loan principal, will be paid using a share price
     of $.12.


NOTE 6    RELATED--PARTIES TRANSACTIONS

     On February 28, 2000 the Company entered into an Asset Purchase Agreement
     with Dr. Leonard Bielory whereby the company acquired the exclusive rights
     and interest to allergy and sinus formulations ("Assets"). As consideration
     for such formulations, Dr. Bielory shall receive options to purchase
     18,000,000 shares of the company's common stock at an aggregate exercise
     price of $180.



                                      F-6
<PAGE>   11
                      ADVANCED PLANT PHARMACEUTICALS, INC.
                         NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2000
                                  (UNAUDITED)

NOTE 6    RELATED-PARTIES TRANSACTIONS
(Continued)

     This purchase is contingent on the occurrence that the Company's
     stockholders vote in favor of increasing the number of shares the Company
     is authorized to issue to 250,000,000. Additionally, the Company agrees to
     pay Dr. Bielory a royalty payment of $.01 per bottle with respect to each
     product manufactured with these Assets, 1% (one percent) of the suggested
     retail price of each product sold that was manufactured with the Assets
     and 10% (ten percent) of the company's net profits before taxes from such
     sales (net profits to be determined by the Company's regularly retained
     independent public accountants using generally accepted accounting
     principles). In the event that the Company enters into an agreement with a
     third party for the sale of products manufactured with these Assets, which
     agreement unconditionally provides for payments to the Company of not less
     than $20,000,000, whether in lump sum or over a period of four years, from
     such third party, the Company shall issue to Dr. Bielory 5 million shares
     for each $20,000,000 required to be paid to the Company, not to exceed
     twenty five million shares.

     On March 15, 2000 the company entered into a two-year employment agreement
     with Dr. Leonard Bielory whereby Dr. Bielory will serve as the Company's
     Scientific Director and its Chairman of the Board of Directors. Under the
     terms of the agreement, the Company is required to pay Dr. Bielory wages
     of $500 per month for the first twelve months and up to $2,500 per month
     thereafter, contingent on the Company achieving specified net profit
     levels. Upon commencement of this agreement, and each January 1
     thereafter, the Company is to issue Dr. Bielory options to purchase
     750,000 shares of the Company's common stock as additional compensation
     under this agreement. The Company intends to issue the initial options to
     Dr. Bielory during the second quarter of 2000. These options are expected
     to expire on March 15, 2005 and have an exercise price equal to the fair
     market value of the Company's stock on March 15, 2000. The agreement also
     required the Company to issue Dr. Bielory 225,000 restricted shares of the
     Company's common stock as a signing bonus. The fair market value of the
     Company's stock on March 15, 2000 (the date of this agreement) was $.43
     per share. The Company accrued the shares' aggregate fair market value of
     $96,750 as additional compensation expense during the first quarter of
     2000. The Company issued the shares to Dr. Bielory on April 10, 2000.

NOTE 7    FINANCIAL RESULTS AND LIQUIDITY

     Since its inception, the Company has had significant operating losses and
     working capital deficits. The Company's continued existence has been
     dependent on cash proceeds received from the sale of its common stock and
     the willingness of vendors to accept stock in lieu of cash payments for
     their services. Employees have also accepted deferrals of wage payments.


                                      F-7
<PAGE>   12
                      ADVANCED PLANT PHARMACEUTICALS, INC.
                         NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2000
                                  (UNAUDITED)

NOTE 7      FINANCIAL RESULTS AND LIQUIDITY
(Continued)

       The Company hopes to reverse this trend by generating cash inflows
       through the sale of new products that they have developed. To accomplish
       this objective, the Company will require working capital to satisfy
       current operating expenses, and to produce inventory, during the interim
       period preceding such time as the revenue cycle begins generating cash.

       To market and generate sales of its new products, the Company entered
       into several distribution agreements during 1999. Following is a
       discussion of the potential minimum sales that may result from these
       agreements as well as their status as of April 30, 2000:

       In June 1999, the Company entered into an exclusive two-year distribution
       agreement with Ambar Pharmacies and Health, Inc. ("Ambar") for the sale
       of the Company's products in Israel. Such distribution agreement requires
       Ambar to purchase a minimum of $88,290 during the two year period. Under
       the agreement, the Company is committed to reimburse Ambar for
       advertising expenditures in an amount not to exceed 5% of Ambar's gross
       purchases. As of April 30, 2000, no sales have been realized from this
       agreement and Ambar has not complied with the initial minimum order
       schedule outlined in the agreement due to compliance issues relating to
       Israeli labeling laws. The Company expects to resolve this issue during
       the second quarter of 2000.

       In July 1999, the Company entered into exclusive distribution agreements
       with Manayer Najd Trading & Medical Supplies Co. ("MNM") and with Manayer
       Egypt Trading & Medical Supplies Co. ("MEM") for distribution of the
       Company's products in Saudi Arabia and Egypt respectively. Both
       agreements are contingent on the distributors receiving product
       registration certificates from their respective countries and are for
       periods of five years. The potential aggregate minimum purchases required
       under these agreements is $4,681,140 over the five-year period commencing
       with receipt of the registration certificates. As of April 30, 2000, the
       registration certificates have not been received from the respective
       countries.

       The success of these distribution agreements, and their effect on the
       Company's cash flow is uncertain. There is no guarantee that the cash
       generated from new product sales will occur prior to the depletion of
       existing cash balances, or that the generated cash receipts will be
       sufficient to fund operating costs which can be expected to increase as
       the Company "ramps up" for manufacturing and distribution activities.
       There also is no assurance that the Company will continue to be able to
       finance operations through the sale of its common stock, the exchange of
       stock for services or from the proceeds of unsecured loans with private
       lenders.




                                      F-8
<PAGE>   13
                      ADVANCED PLANT PHARMACEUTICALS, INC.
                         NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2000
                                  (UNAUDITED)

NOTE 8    FINANCIAL ADVISOR AND INVESTMENT BANKING AGREEMENT

     On February 17, 2000 the Company entered into an agreement with First
     Madison Securities, Inc. ("FMS") whereby FMS will act as consultant and
     non-exclusive financial advisor and investment banker to the Company in
     connection with strategic planning, securities transactions, valuations,
     mergers & acquisitions, alternative financing structures and capital
     formation. FMS will also act as placement agent for the Company.

     As compensation for these services, the Company is required to issue FMS
     6,000,000 restricted shares of its common stock as follows; 1,700,000
     shares upon execution of the agreement, 1,700,000 shares within three
     months of signing the agreement and 2,600,000 shares within six months of
     signing the agreement. The restricted shares shall be registered with the
     Securities and Exchange Commission to become free trading shares as soon as
     possible with FMS bearing all registration costs. Accrued expenses payable
     at March 31, 2000 includes consulting expense of $663,000, which was the
     aggregate fair market value of the initial 1,700,000 shares due to FMS on
     February 17, 2000. The Company expects to distribute the initial 1,700,000
     shares during May 2000.

     The Company will also pay FMS a placement fee for any transactions
     consummated, directly or indirectly, through FMS during the term of the
     agreement or within two years thereafter. The placement fee will consist of
     a payment equal to 10% of the gross proceeds raised from the sale of
     applicable securities, reimbursement of non-accountable expenses equal to
     3% of the gross proceeds from the sale of any applicable securities plus
     warrants to purchase common stock equal to 10% of the applicable shares
     sold. Additionally, the Company will reimburse FMS for all reasonable
     out-of-pocket expenses incurred in the performance of this agreement, up to
     a maximum of $25,000.

     Service under this agreement shall continue until terminated by either
     party by giving thirty days written notice. The provisions regarding
     compensation and placement fees shall survive the term of the agreement.


                                      F-9
<PAGE>   14
Item 2. Management's Plan of Operation.


         (i) We believe that currently we have enough cash on hand to enable us
to operate until September 1, 2000. We have had minimal sales of our products
and have primarily financed our operations, research and development with the
proceeds of the sale of our common stock. Should we aggressively expand the
manufacturing and distribution of our products, we may need additional funding
for such purposes. We may be materially adversely affected if we are unable to
secure sufficient funds to finance our manufacturing and distribution
activities.

         (ii) We intend to use our Process to expand our product line to include
herbal dietary supplements such as St. John's Wort, Kava Kava, Ginko Biloba and
Echinacea. We estimate that the initial production and preliminary marketing of
these four herbal products to potential domestic and international distributors
and wholesalers will cost approximately $60,000.

         (iii) We do not expect to purchase or sell any manufacturing facilities
or significant equipment over the next twelve months.

         (iv) We do not foresee any significant changes in the number of
employees we will employ over the next twelve months.




Item 5. Other Information.

         On February 17, 2000 we entered into an agreement with First Madison
Securities, Inc. ("FMS") whereby FMS agreed to act as our consultant and
non-exclusive financial advisor in connection with strategic planning,
securities transactions, valuations and mergers and acquisitions. FMS may also
act as our placement agent for capital raising transactions. As compensation for
these services, we are required to issue to FMS 6,000,000 restricted shares of
our common stock within six months from the signing of such agreement. We will
also pay FMS a placement fee for any transactions consummated, directly or
indirectly, through FMS during the term of the agreement or within two years
thereafter. The placement fee will consist of payment equal to 10% of the gross
proceeds raised from the sale of securities, reimbursed non-accountable expenses
equal to 3% of the gross proceeds from the sale of any securities and warrants
to purchase common stock equal to 10% of the shares sold.

         On February 28, 2000, we entered into an Asset Purchase Agreement with
Dr. Leonard Bielory whereby we acquired the exclusive rights and interest to
allergy and sinus formulations. As consideration we will grant Dr. Bielory
options to purchase 18,000,000 shares of our common stock at an aggregate
exercise price of $180.00, that is, an exercise
<PAGE>   15
price of one thousandths of one percent per share. Dr. Bielory's option is
conditioned on our stockholders voting to increase the number of shares we are
authorized to issue to 250,000,000 shares. In addition, we have agreed to pay
Dr. Bielory a royalty payment of $.01 per bottle for each bottle using such
formulations we acquired from Dr. Bielory, one percent of our suggested retail
price of each bottle using such formulations and ten percent of our net profits
from the sale of products manufactured with the Assets (net profits to be
determined by our independent public accountants using generally accepted
accounting principles). In the event that we enter into an agreement with a
third party for the sale of products manufactured using such formulations, which
agreement unconditionally provides for payment to us of not less than
$20,000,000, we shall issue to Dr. Bielory up to twenty five million shares of
our common stock at the rate of five million shares for each $20,000,000
required to be paid to us pursuant to such agreement.
<PAGE>   16
                                     PART II

                                OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)  EXHIBITS.

EXHIBIT
NUMBER
-------

3.1.1    Articles of Incorporation of the Company, as amended (1)

3.1.2    Amendment to the Articles of Incorporation of the Company (1)

3.2      By-Laws of the Company (1)

27.1*    Financial Data Schedule

--------------
*    Filed herewith.

(1)  Filed as an Exhibit to the Company's Form 10-SB, dated July 23, 1999, and
     incorporated herein by reference.



(b)  REPORTS ON FORM 8-K.

     No reports on Form 8-K were filed during the first quarter of the quarter
ending March 31, 2000.

                           FORWARD LOOKING INFORMATION

     This Quarterly Report on Form 10-QSB includes "forward-looking statements"
within the meaning of Section 27A of the Securities Act of 1933 and Section 21E
of the Securities Exchange Act of 1934. For example, statements included in this
Quarterly Report regarding Management's plans and objectives for the future and
assumptions and predictions about products and sales are all forward-looking
statements. When used herein, words like "intend," "anticipate," "believe,"
"estimate," "plan" or "expect," as they relate to the Company, are intended to
identify forward-looking statements. The Company believes that the assumptions
and expectations reflected in such forward-looking statements are reasonable,
based on information available to it on the date of this Quarterly Report, but
no assurances can be given that these assumptions and expectations will prove to
have been correct or that the Company will take any action that it may presently
be planning. The Company is not
<PAGE>   17
undertaking to publicly update or revise any forward-looking statement if it
obtains new information or upon the occurrence of future events or otherwise.
<PAGE>   18
                                   SIGNATURES

Pursuant to the requirements 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.


                                  ADVANCED PLANT PHARMACEUTICALS, INC.


                                  By: /s/ David Lieberman
                                      David Lieberman
Date: May 10, 2000                    President
<PAGE>   19
Exhibit Index

EXHIBIT
NUMBER

3.1.1    Articles of Incorporation of the Company, as amended (1)

3.1.2    Amendment to the Articles of Incorporation of the Company (1)

3.2      By-Laws of the Company (1)

27.1*    Financial Data Schedule

--------------
*    Filed herewith.

(1)  Filed as an Exhibit to the Company's Form 10-SB, dated July 23, 1999, and
     incorporated herein by reference.