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 quarterly period ended   June 30, 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:  000-30397
                         ---------

                           IVP TECHNOLOGY CORPORATION
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

           Nevada                                        65-6998896
           ------                                        ----------
(State or other jurisdiction of                       (I.R.S. Employer
 incorporation or organization)                      Identification No.)

        54 Village Centre, Suite 300, Mississauga, Ontario L4Z 1V9 Canada
        -----------------------------------------------------------------
                    (Address of principal executive offices)

                                 (905) 306-9343
              ----------------------------------------------------
              (Registrant's telephone number, including area code)

         --------------------------------------------------------------
         (Former name, former address and former fiscal year if changed
                               since last report)

Check whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements for the past
90 days.

            Yes |X| No |_|

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 37,210,848 shares of Common Stock,
$.001 par value, were outstanding as of August 21, 2000.

Transitional Small Business Disclosure Forms (check one):

            Yes |_| No |X|
<PAGE>

                         PART I - FINANCIAL INFORMATION:

Item 1 - Financial Statements

<TABLE>
<S>                                                                          <C>
CONSOLIDATED BALANCE SHEET
          At June 30, 2000 unaudited and December 31, 1999.                  F-1

CONSOLIDATED STATEMENTS OF OPERATIONS UNAUDITED                              F-2
          For the Three Months Ended June 30, 2000
          For the Three Months Ended June 30, 1999
          For the Six Months Ended June 30, 2000
          For the Six Months Ended June 30, 1999
          Cumulative from January 1, 1998 (inception of development stage)
                   through June 30, 2000

CONSOLIDATED STATEMENTS OF CASH FLOWS UNAUDITED                              F-3
          For the Six Months Ended June 30, 2000
          For the Six Months Ended June 30, 1999
          Cumulative from January 1, 1998 (inception of development stage)
                   to June 30, 2000

NOTES TO FINANCIAL STATEMENTS                                                F-4 - F-5
</TABLE>


                                       1
<PAGE>

                           IVP TECHNOLOGY CORPORATION

                        CONSOLIDATED FINANCIAL STATEMENTS

                                  JUNE 30, 2000

<PAGE>

                           IVP TECHNOLOGY CORPORATION

                                  JUNE 30, 2000

                                    CONTENTS

                                                                         Page
FINANCIAL STATEMENTS
    Consolidated Balance Sheet                                             1
    Consolidated Statement of Operations                                   2
    Consolidated Statement of Cash Flows                                   3
    Notes to Consolidated Financial Statements                           4 - 5

<PAGE>

                           IVP TECHNOLOGY CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                           CONSOLIDATED BALANCE SHEET

<TABLE>
<CAPTION>
                                                                            June 30       December 31
                                                                              2000            1999
                                                                              ----            ----
                                                                           (Unaudited)
<S>                                                                       <C>             <C>
                                     ASSETS

CURRENT

  Cash                                                                    $    126,272    $        281

LICENSE AGREEMENT - NET                                                             --         114,000

OTHER ASSETS                                                                       872             872
                                                                          ------------    ------------

                                                                          $    127,144    $    115,153
                                                                          ============    ============

                                   LIABILITIES

CURRENT

  Accounts payable and accrued liabilities                                $    278,806    $    233,412
  Management fees payable                                                           --         450,000
                                                                          ------------    ------------

                                                                               278,806         683,412
                                                                          ------------    ------------

                            SHAREHOLDERS' DEFICIENCY

COMMON STOCK (note 4)
  Common stock, $.001 par value 50,000,000 authorized,
  33,340,848 and 27,490,848 issued and outstanding at
  June 30, 2000 and December 31, 1999 respectively                              33,341          27,491
  Additional paid-in capital                                                10,842,266       9,423,115
                                                                          ------------    ------------

                                                                            10,875,607       9,450,606

  ACCUMULATED DEFICIT (accumulated in development stage $10,051,103 and
  $8,906,349 in the six months ended June 30, 2000 and the year ended
  December 31, 1999 respectively)                                          (11,027,269)     (9,882,515)
                                                                          ------------    ------------

                                                                              (151,662)       (431,909)

  Less subscriptions receivable                                                     --        (136,350)
                                                                          ------------    ------------

                                                                              (151,662)       (568,259)
                                                                          ------------    ------------

                                                                          $    127,144    $    115,153
                                                                          ============    ============
</TABLE>

                             SEE ACCOMPANYING NOTES


                                                                              1.
<PAGE>

                           IVP TECHNOLOGY CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                      CONSOLIDATED STATEMENT OF OPERATIONS

<TABLE>
<CAPTION>
                                                                                               Cumulative from
                                   Three Months Ended              Six Months Ended            January 1, 1998
                                        June 30                         June 30                 (Inception of
                                      (Unaudited)                     (Unaudited)           development stage) to
                                  2000            1999            2000           1999            June 30,2000
                                  ----            ----            ----           ----            ------------
<S>                          <C>             <C>             <C>             <C>                 <C>
REVENUE                      $         --    $         --    $         --    $         --        $         --
                             ------------    ------------    ------------    ------------        ------------

OPERATING EXPENSES

  Amortization                     47,816          12,858         114,000          12,858             220,000
  Bad debts                            --              --              --              --              25,000
  Bank charges                         89             304             112             304                 539
  Foreign exchange (gain)         (25,553)         (8,207)        (22,971)         (8,207)            (26,013)
  Interest                             --          13,126              --          13,126              27,461
  Legal and accounting             42,178          63,950         135,831          63,950             346,511
  Management fees                 303,000         150,000         305,000         150,000             755,000
  Office and general                4,278           1,280           4,428           1,280              49,590
  Development fees and
      software support             14,800          35,000          27,409          35,000              87,714
  Consulting fees                  81,122         100,000         516,122         100,000           3,737,500
  Travelling and promotion         59,246           9,973          64,823           9,973              95,631
                             ------------    ------------    ------------    ------------        ------------

                                  526,976         378,284       1,144,754         378,284           5,318,933
                             ------------    ------------    ------------    ------------        ------------

LOSS FROM OPERATIONS             (526,976)       (378,284)     (1,144,754)       (378,284)         (5,318,933)

WRITE DOWN
      OF GOODWILL                      --              --              --              --          (4,000,000)
                             ------------    ------------    ------------    ------------        ------------

LOSS BEFORE EXTRA-
      ORDINARY ITEM              (526,976)       (378,284)     (1,144,754)       (378,284)         (9,318,933)

EXTRAORDINARY ITEM:

LOSS ON EXTINGUISHMENT
      OF DEBT                          --              --              --        (732,170)           (732,170)
                             ------------    ------------    ------------    ------------        ------------

NET LOSS                     $   (526,976)   $   (378,284)   $ (1,144,754)   $ (1,110,454)       $(10,051,103)
                             ============    ============    ============    ============        ============

NET LOSS PER SHARE-
      BASIC AND DILUTED             (0.02)          (0.02)   $      (0.04)   $      (0.06)       $      (0.46)
                             ============    ============    ============    ============        ============

WEIGHTED AVERAGE NUMBER OF
OUTSTANDING COMMON SHARES-
    BASIC AND DILUTED          33,187,002      20,533,650      30,922,991      18,455,296          21,662,829
                             ============    ============    ============    ============        ============
</TABLE>

                             SEE ACCOMPANYING NOTES


                                                                              2.
<PAGE>

                           IVP TECHNOLOGY CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                      CONSOLIDATED STATEMENT OF CASH FLOWS

<TABLE>
<CAPTION>
                                                                                               Cumulative from
                                                                    Six Months Ended           January 1, 1998
                                                                         June 30                (Inception of
                                                                       (Unaudited)          development stage) to
                                                                   2000           1999           June 30,2000
                                                                   ----           ----
<S>                                                           <C>             <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES
        Net loss                                              $ (1,144,754)   $ (1,110,454)      $(10,051,103)
                                                              ------------    ------------       ------------
    Adjustments to reconcile net loss to net cash (used in)
    operating activities:
        Amortization                                               114,000          12,858            220,000
        Loss on extinguishment of debt                                  --         732,170            732,170
        Write-off of goodwill and other costs                           --              --          4,000,000
        Stock issued for services                                  300,000          10,000          3,310,000

    Changes in operating assets and liabilities:
    Increase (decrease)
        Accounts payable and accrued expenses                       45,394          (4,141)           207,678
        Management fees payable                                         --              --                 --
                                                              ------------    ------------       ------------

Total adjustments                                                  459,394         750,887          8,469,848
                                                              ------------    ------------       ------------

Net cash used in operating activities                             (685,360)       (359,567)        (1,131,255)
                                                              ------------    ------------       ------------

CASH FLOWS FROM INVESTING ACTIVITIES:

    Minority interest                                                   --              --                400
    Other                                                               --              --                400
                                                              ------------    ------------       ------------

        Net cash used in investing activities                           --              --                800
                                                              ------------    ------------       ------------

CASH FLOWS FROM FINANCING ACTIVITIES:

    Proceeds from issuance of common stock and
     collected subscriptions                                       811,351         384,360          1,235,321
    Proceeds from loans                                                 --              --             14,335
    Proceeds from stockholders                                          --              --              6,618
                                                              ------------    ------------       ------------

    Net cash provided by financing activities                      811,351         384,360          1,256,274
                                                              ------------    ------------       ------------

Net increase in cash                                               125,991          24,793            125,819

CASH AND CASH EQUIVALENTS AT
    BEGINNING OF PERIOD                                                281              --                453
                                                              ------------    ------------       ------------

CASH AND CASH EQUIVALENTS AT
    END OF PERIOD                                             $    126,272    $     24,793       $    126,272
                                                              ============    ============       ============
</TABLE>

                             SEE ACCOMPANYING NOTES


                                                                              3.
<PAGE>

                           IVP TECHNOLOGY CORPORATION
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

                                  JUNE 30, 2000

1.    BASIS OF PRESENTATION

      The accompanying unaudited consolidated financial statements have been
      prepared in accordance with generally accepted accounting principles and
      the rules and regulations of the securities and exchange commission for
      interim financial information. Accordingly, they do not include all the
      information and footnotes necessary for a comprehensive presentation of
      financial position and results of operation.

      It is management's opinion, however, that all material adjustments
      (consisting of normal recurring adjustments) have been made which are
      necessary for a fair financial statement presentation. The results for the
      interim period are not necessarily indicative of the results to be
      expected for the year.

      For further information, refer to the consolidated financial statements
      and footnotes in the Company's audited financial statements for the year
      ended December 31, 1999 included in the Form 8-K filed on April 17, 2000.

2.    GOING CONCERN

      The company's consolidated financial statements have been prepared on the
      accounting principles applicable to a going concern, which contemplates
      that the company will continue its operations for the foreseeable future
      and be able to realize its assets and discharge its liabilities in the
      normal course of business.

      The company has an urgent need for equity capital and financing for
      working capital requirements. No agreements with lenders or investors have
      been reached and there is no assurance that such will take place. Because
      of the operating losses of the past two years and the working capital
      deficiency as at June 30, 2000, the company's continuance as a going
      concern is dependent upon its ability to obtain adequate financing and to
      reach profitable levels of operation. It is not possible to predict
      whether financing efforts will be successful or if the company will attain
      profitable levels of operation.

3.    ACQUISITION AND CONSULTING AGREEMENT

      The Company entered into an agreement with the principal stockholder of
      Erebus Corporation whereby the principal stockholder will provide certain
      stipulated services with regard to the Company becoming a United States
      SEC reporting company. The consideration to the stockholder was $200,000.

      The Company acquired all of the issued and outstanding capital stock of
      Erebus Corporation, an inactive reporting shell for the issuance of
      350,000 common shares. The transaction was accounted for as a
      recapitalization of the company with a par value of $350 charged to
      additional paid-in capital.


                                                                              4.
<PAGE>

                           IVP TECHNOLOGY CORPORATION
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

                                  JUNE 30, 2000

4.    CAPITAL STOCK

      The balance at the beginning of the year of the common stock account is
      27,490,848 shares amounting to $9,450,606. During the 3 month period ended
      March 31,2000 the Company issued 4,850,000 shares for $675,000. During the
      3 month period ended June 30,2000 the Company issued 600,000 common shares
      in satisfaction of the legal obligation of $450,000 arising out of a legal
      settlement reached with three former officers of the Company. Additionally
      400,000 common shares were issued to two officers of the Company for past
      services. The stock was valued on the same basis for an aggregate
      management fee expense of $300,000. The balance as of June 30, 2000 is
      33,340,848 shares amounting to $10,875,607. The subscription receivable at
      December 31, 1999 of $136,350 was collected during the first quarter.

5.    SUBSEQUENT EVENT

      Subsequent to June 30, 2000 the Company issued 300,000 common shares under
      an extended consulting agreement whereby the consultant agrees to assist
      the Company in raising stipulated minimum equity capital and perform other
      consulting services. The 300,000 common shares will be valued at $ 0.175 a
      share based on the quoted share price at the agreement date.

      Subsequent to June 30, 2000 the Company entered into a consulting
      agreement. The consideration for these services was 70,000 common shares
      of the capital stock of the corporation and $8,000. The 70,000 common
      shares will be valued at $ 0.688 a share based on the quoted share price
      at the agreement date.


                                                                              5.
<PAGE>

Item 2. Plan of Operation.

      The following is a discussion of our plan of operation and should be read
together with our financial statements and notes included in this 10-QSB.

      The following discussion contains certain forward-looking statements that
involve risks and uncertainties. Our actual future results could differ
materially from those foreseen in this discussion.

Overview.

      We were incorporated in the State of Nevada on February 11, 1994 under the
name Mountain Chief, Inc. On November 16, 1994, the corporation changed its name
to IVP Technology Corporation (which may be referred to herein as "we," "us,"
"IVP" or the "Company") for the purpose of identifying and acquiring private
companies and/or their technologies in the high technology field. On March 30,
1999, we entered into a fourteen-month software distribution agreement with
Orchestral Corporation whereby Orchestral granted to us the exclusive right to
market and distribute Orchestral's PowerAudit software in the United States. In
September 1999, the distribution agreement was amended to include the European
Economic Community. In May 2000, the Software Distribution Agreement was further
amended to extend the term of the agreement and expand the territory, among
other things, and consists of the terms, rights and obligations described
elsewhere herein (Part II, Item 5).

      PowerAudit is a software product designed to provide a platform for remote
data collection and market survey purposes. PowerAudit operates on handheld
computers that run on Microsoft's Windows CE operating system and allows field
employees to collect specific data and transmit that data via the Internet to a
server located at the employee's main office or other location. PowerAudit was
designed for use by organizations that market and distribute many products,
including entities such as consumer goods distributors and pharmaceutical and
healthcare companies.

      PowerAudit will benefit any organization that requires immediate and
qualified data from the field, including companies involved in surveying sales
reporting and merchandising, retail and industrial auditing, pharmaceutical
research and agriculture. The information collected in the field is available to
decision makers immediately for analysis. Supervisors or other decision makers
can add to or revise the survey or develop a different survey to elicit other
information depending upon the information received in the initial survey,
transmit the revised survey on a wireless basis to the field employee via the
Internet and have the employee conduct a new survey. Current marketing strategy
can be revised or new marketing strategy can be implemented based upon the
results garnered from field surveys. When integrated into a client's overall
strategy, accurate, relevant and timely information can provide a powerful
decision-making tool.


                                       2
<PAGE>

      Management has been advised by Orchestral that PowerAudit currently is
being used by two large Canadian corporations that report that the software
operates within the designed parameters.

      We presently are initiating marketing operations in the United States and
Europe and will target HPC original equipment manufacturers, computer systems
integrators, data base management and service providers and potential end-users
of the software. At such time as funds become available, if ever, we intend to
engage marketing personnel and implement our marketing plan.

      On August 17, 2000, we entered into an agreement to license one server and
forty client licenses (for use on the handheld devices) to Strategic Merchandise
Partners, Inc. ("SMP"). Pursuant to this agreement, SMP would pay an aggregate
of $107,360 to IVP, of which $88,000 would be attributable to the license of the
software and $19,360 would be attributable to maintenance of the software. The
first payment of $26,840 was made on August 18, 2000, and the balance ($80,520)
is payable in twelve equal installments of $6,710 on the first of each month
after the effective date of the agreement.

      At June 30, 2000, we had not generated any revenues from operations. At
June 30, 2000, we had a cumulative working capital deficiency of $152,534, a
stockholder deficiency of $151,662 and a net operating loss of $1,144,754
attributable to our PowerAudit operations. We have not been profitable since
inception and we expect to incur operating losses through at least the end of
2000. Except as described in the Software Distribution Agreement, we have no
cash obligations at this time.

Plan of Operation.

      We require substantial additional funds to implement our business plan,
including the full range of marketing programs and plans for future growth. We
require funds for the following purposes:

      o     to implement our marketing strategy;

      o     to develop and implement a customer service department to assist
            end-users of PowerAudit with problems;

      o     to develop future products;

      o     to take advantage of unanticipated opportunities, such as major
            strategic alliances or other special marketing opportunities and
            acquisitions of complementary businesses or assets.

      We will seek to obtain additional funds through sales of equity and/or
debt securities, or other external financing in order to fund current operations
and to achieve our business plan. We cannot give any assurances that additional
capital resources will be available, or, if available, on acceptable terms. Any
additional equity


                                       3
<PAGE>

financing will dilute the equity interests of existing security holders. If
adequate funds are not available or are not available on acceptable terms, our
ability to execute our business plan and out business could be materially and
adversely affected.

      In May 2000, we paid to Orchestral the sum of $162,500, an amount equal to
the minimum royalty for the first year of the agreement, and which triggered an
automatic extension of the Software Distribution Agreement for a one-year
period. Said agreement has been further extended, as more fully described
elsewhere herein.

      In the event that the Software Distribution Agreement is terminated for
any reason or is not renewed by Orchestral, we would be required to license a
substitute remote data collection software application that runs on the
Microsoft CE operating system, which could be less desirable and could be costly
in terms of cash and other resources and which may not be available on terms and
conditions acceptable to us, if at all. In the alternative, we could develop our
own remote data collection software application, which would take considerable
time, resources and expense, and would divert management's attention from
day-to-day business activities. Moreover, any interruption in the service
component of the distribution agreement could cause users to of PowerAudit to
abandon the software and sue us for damages. Any failure to maintain the
software distribution agreement with Orchestral would have a material adverse
effect on our business and results of operations.

      Management intends to focus on the following issues for the balance of
2000:

            >     To obtain a listing of its common stock on the Nasdaq SmallCap
                  Market;

            >     To complete a financing which will allow us to:

                  o     Secure the services of three additional employees,
                        including a Chief Technology Officer, a US marketing
                        manager and a European marketing manager;

                  o     Implement our marketing plan; and

                  o     Identify, evaluate and, where appropriate, acquire the
                        rights additional software products.

      We recognize that the Windows CE operating system for HPC's is not as
widely distributed as the Palm operating system for HPC's. The trend over the
last two years indicates that HPC's employing the Palm operating system are
increasing as a percentage of the total market for HPC's. We believe that HPC's
employing the Palm operating system are being used primarily for personal use
and not by businesses or in a business context. We further believe that as
businesses are made aware of the utility of software such as PowerAudit that
many such operations could begin to offer HPC's running on the Window CE
platform to their employees in an effort to increase productivity. We will


                                       4
<PAGE>

seek to extol the advantages PowerAudit software offers to businesses to
overcome the current trend.

PART II -- OTHER INFORMATION.

Item 1. Legal Proceedings.

      Not applicable.

Item 2. Changes in Securities and Use of Proceeds.

      Not applicable.

Item 3. Defaults Upon Senior Securities.

      Not applicable.

Item. 4. Submission of Matters to a Vote of Security Holders.

      Not applicable.

Item 5. Other Information.

      During the quarter ended June 30, 2000, IVP and Orchestral Corporation,
the developer of the PowerAudit software (the "Software") that we distribute,
entered into an agreement which amended the respective parties' rights under the
Software Distribution Agreement dated as of May 31, 1999, as amended on
September 1999. The following discussion describes each party's respective
rights and obligations under the Software Distribution Agreement, as amended.
The following discussion does not purport to be complete and is subject to the
terms of the executed agreement, a copy of which accompanies this filing.

      Pursuant to the Software Distribution Agreement, IVP:

      o     acquired the exclusive right and license to copy, distribute, market
            and sub-license the Software in the United States, the European
            Economic Community and Switzerland (the "Territory") through May 31,
            2003;

      o     has paid or will pay the following consideration to Orchestral to
            obtain its rights under the Software Distribution Agreement:

            o     $50,000 to facilitate the development and delivery of the
                  Software;


                                       5
<PAGE>

            o     2,500,000 shares of IVP's common stock, which IVP has agreed
                  to use its best efforts register, at its own expense, for
                  public resale under the Securities Act of 1933 pursuant to a
                  registration statement it has agreed to file by August 30,
                  2000;

            o     $162,500 in payment of the first year's royalties under the
                  agreement;

            o     a royalty equal to 7.5% of the purchase price paid for each
                  copy of the Software sold by IVP;

            o     the sum of $4,200 per month in each month in which Orchestral
                  provides the certain support and maintenance services
                  described below;

            o     has agreed to segregate 2 1/2% of gross revenues in excess of
                  $1,000,000 attributable to sales of the Software into a
                  Product Development Capital Pool to be used by Orchestral for
                  development of products other than the Software provided that
                  advances to Orchestral from the Development Pool are approved
                  by the Board of Directors of IVP, and all or some mutually
                  agreeable portion of the marketing rights to any product
                  developed Orchestral.

      o     shall use its best efforts to develop at the earliest practicable
            date, either internally or by contracting an independent third
            party, a technical support team and a marketing team;

      o     shall exercise its best efforts to complete a financing of a minimum
            of $2,000,000 at the earliest practicable a portion of the net
            proceeds from which would be used, inter alia, to contract the
            services of or to develop its own internal technical support team
            and to contract the services of or develop an internal marketing
            group dedicated to the licensing of the Software;

      o     shall use its best efforts to effect sales of the Software to a
            minimum of twelve (12) purchasers prior to the expiration of the
            twelve-month period ending June 1, 2001. Any failure of IVP to
            effect sales to such number of purchasers shall not affect any of
            IVP's rights hereunder except that IVP shall be required to
            compensate Orchestral for unearned royalties at the rate of $3,750
            per unrealized sale up to the maximum of twelve (12) or $45,000 and
            IVP shall be required to pay a penalty of one hundred thousand
            (100,000) common shares in the event that the objective of a minimum
            of twelve (12) new purchasers is not met.

      o     will have the right to use the source code materials relating to the
            Software pursuant to the terms of a Source Code Trust Agreement to
            be negotiated and executed between the parties;


                                       6
<PAGE>

      o     has the exclusive right to use Orchestral's trademarks and service
            marks with respect to the Software in the Territory;

      o     must provide installation assistance, technical training and first
            and second level support to end-users of the Software in the
            Territory;

      o     must deliver to Orchestral at the end of each calendar quarter
            reports relating to Software installation, problems and bugs and the
            entities to which demonstration copies of the Software were
            delivered during that quarter; and

      o     shall indemnify and hold harmless Orchestral from any and all
            liability, suits, claims, losses, damages and judgments, and shall
            pay all costs (including reasonable attorney's fees) and damages to
            the extent that such liability, costs or damages arise from a claim
            that any software of IVP infringes any third party's patent or
            copyright in the sales territory.

            Orchsetral, in addition to granting to IVP the license to use the
            Software:

            -     will provide IVP with draft marketing materials and user
                  manuals for use in marketing, installing and operating the
                  Software;

            -     provide IVP with the Software's computer programs, in
                  executable code only, in a form suitable for reproduction and
                  distribution to customers upon their execution of an end-user
                  license;

            -     will use its commercially reasonable efforts to correct, at no
                  charge, all errors, defects and malfunctions of the Software,
                  brought to its attention by IVP or IVP's customers;

            -     will supply training services to IVP's staff for the fees
                  specified in a schedule to the Software Distribution
                  Agreement;

            -     will provide first and second level support and maintenance
                  services, which will include resolving problems whether or not
                  caused primarily by the Software's malfunction;

            -     shall defend or settle any claim made or any suit or
                  proceeding brought against IVP insofar as such claim, suit or
                  proceeding is based on an allegation that any of the Software
                  supplied to IVP infringes the proprietary and intellectual
                  property rights of any third party including any copyright or
                  any trade secret rights and shall indemnify and hold IVP
                  harmless from and against any and all such claims and shall
                  pay all damages and costs finally agreed to be paid in
                  settlement of such claim, suit or proceeding.


                                       7
<PAGE>

      In the event Orchestral breaches any material term of the Software
Distribution Agreement, IVP shall be deemed to have satisfied all of its
obligations under said agreement and IVP shall receive a perpetual non-revocable
license to use the Software for the purposes of maintaining IVP's client base
and not for resale of new licenses. In the case of material breach by
Orchestral, (i) all source code to the Software shall be released to IVP in
accordance with the terms of the license provided for in the Source Code Escrow
Agreement (not yet executed) and (ii) in the event that that IVP sells
additional new licenses of the Software after such time, IVP shall pay
Orchestral royalties as described herein.

      Either party may terminate the Software Distribution Agreement with sixty
(60) days' prior written notice of any of the following:

            -     Orchestral's failure to comply with any material term of the
                  Software Distribution Agreement within sixty (60) days after
                  written notification thereof or Orchestral 's insolvency or
                  the filing of any proceeding by or against that party seeking
                  relief from creditors;

            -     IVP's failure to comply with any material term of the Software
                  Distribution Agreement within sixty (60) days after written
                  notification thereof or IVP's insolvency or the filing of any
                  proceeding by or against that party seeking relief from
                  creditors; and

            -     upon mutual agreement by the parties.

      To date, IVP has paid an aggregate of $229,300 to Orchestral, including
$50,000 as required pursuant to the Software Distribution Agreement, $162,500
for the first year's royalties under the Software Distribution Agreement and
$16,800 in payment of the first four months for which Orchestral has provided
support services in connection with PowerAudit.

      On August 17, 200, IVP entered into an agreement to license one server and
forty client licenses (for use on the handheld devices) to Strategic Merchandise
Partners, Inc. ("SMP"). Pursuant to this agreement, SMP would pay an aggregate
of $107,360 to IVP, of which $88,000 would be attributable to the license of the
software and $19,360 would be attributable to maintenance of the software. The
first payment of $26,840 was made on August 18, 2000, and the balance ($80,520)
is payable in twelve equal installments of $6,710 on the first of each month
after the effective date of the agreement.


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<PAGE>

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

      (a) Exhibits.

      Second Amending Agreement to Software Distribution Agreement dated as of
May 31, 2000.

      License Agreement between IVP Technology Corporation and Strategic
Merchandising Partners, Inc. relating to the license of software.

      (b) Reports on Form 8-K.

      None

Item 27. Financial Data Schedule

      Attached.


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<PAGE>

      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.

Dated: August 23, 2000

                                            IVP TECHNOLOGY CORPORATION
                                            --------------------------
                                                   (Registrant)


                                            /s/ John Maxwell
                                            --------------------------
                                                    President


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