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

                                   FORM 10-QSB

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

          For  the  Quarterly  Period  Ended  March  31,  2000

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

          For  the  transition  period  from  _________  to  _________

                        Commission File Number:  0-24592

                                CINEMA RIDE, INC.
        ----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

         Delaware                                           95-4417467
  -------------------------------                    ----------------------
(State  or  other  jurisdiction  of                    (I.R.S.  Employer
  incorporation  or  organization)                   Identification  Number)

        12001 Ventura Place, Suite 340, Studio City, California  91604
         --------------------------------------------------------------
                    (Address of principal executive offices)

                                 (818) 761-1002
                           --------------------------
                           (Issuer's telephone number)

                                 Not applicable
               ---------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report.)

Check  whether  the issuer (1) 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 (2) has been
subject  to  such  filing  requirements  for the past 90 days.   Yes [X]  No [ ]

As  of April 30, 2000, the Company had 779,823 shares of common stock issued and
outstanding.

Transitional  Small  Business  Disclosure  Format:  Yes  [  ]  No  [X]

Documents  incorporated  by  reference:  None.


                       CINEMA RIDE, INC. AND SUBSIDIARIES

                                      INDEX


PART  I.   FINANCIAL  INFORMATION

     Item  1.  Financial  Statements

               Consolidated Balance Sheets (Unaudited) - December 31,
               1999  and  March  31,  2000

               Consolidated  Statements  of  Operations  (Unaudited) -
               Three Months Ended  March  31,  2000  and  1999

               Consolidated  Statements  of  Cash  Flows  (Unaudited)  -
               Three  Months  Ended  March  31,  2000  and  1999

               Notes  to  Consolidated  Financial  Statements
               (Unaudited)  -  Three  Months  Ended  March  31,  2000  and
               1999

     Item  2.  Management's  Discussion  and  Analysis  or  Plan  of
               Operation


PART  II.  OTHER  INFORMATION

     Item  2.  Changes  in  Securities  and  Use  of  Proceeds

     Item  6.  Exhibits  and  Reports  on  Form  8-K


SIGNATURES








                    Cinema Ride, Inc. and Subsidiaries
                 Consolidated Balance Sheets (Unaudited)

<TABLE>
<CAPTION>

                                      March 31,      December 31,
                                        2000             1999
                                      ---------        ---------
ASSETS
<S>                                 <C>              <C>
Current assets:
  Cash and cash equivalents          $  149,832       $  320,189
  Prepaid expenses and other
    current assets                       40,326           25,804
                                      ---------        ---------
Total current assets                    190,158          345,993
                                      ---------        ---------

Property and equipment:
  Office equipment and furniture        107,007          105,249
  Equipment under capital lease         208,236          204,858
  Lease improvements                  1,061,682        1,051,723
  Theater and film equipment          1,679,782        1,673,132
                                      ---------        ---------
                                      3,056,707        3,034,962

  Accumulated depreciation           (1,764,821)      (1,688,658)
                                      ---------        ---------
                                      1,291,886        1,346,304
                                      ---------        ---------

Other assets:
  Film library, net of accumulated
    amortization of $887,497 and
    $869,930 at March 31, 2000 and
    December 31, 1999, respectively     205,273          222,840
  Investment in joint venture           398,716          411,663
  Receivables from officers               4,469            8,069
  Consulting agreement                   26,010           28,611
  Deferred lease costs and other
    assets                              115,172          123,967
                                      ---------        ---------
                                        749,640          795,150
                                      ---------        ---------
Total assets                         $2,231,684       $2,487,447
                                      =========        =========
</TABLE>

                       (continued)



              Cinema Ride, Inc. and Subsidiaries
       Consolidated Balance Sheets (Unaudited) (continued)
<TABLE>
<CAPTION>
                                      March 31,        December 31,
                                        2000              1999
                                      ---------         ---------
<S>                                  <C>              <C>
LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
  Accounts payable and accrued
    expenses                          $  187,299       $  219,125
  Current portion of capital
    lease obligations                     44,091           40,381
  Current portion of note payable
    to lender                            136,937          133,077
  Current portion of note payable
    to bank                                                   416
                                       ---------        ---------
Total current liabilities                368,327          392,999
                                       ---------        ---------
Non-current liabilities:
  Obligations under capital lease,
    less current portion                  75,494           84,660
  Note payable to lender, less
    current portion                      661,942          697,072
  Deferred rent                           78,070           84,061
  Loan payable to officer                120,000          120,000
                                       ---------        ---------
                                         935,506          985,793
                                       ---------        ---------
Total liabilities                      1,303,833        1,378,792
                                       ---------        ---------
Stockholders' equity (Note 2):
  Preferred stock, $.01 par value -
    Authorized - 500,000 shares
    Issued - None
  Common stock, $.08 par value -
    Authorized - 20,000,000 shares
    Issued and Outstanding -
    779,823 shares and 731,823
    shares at March 31, 2000 and
    December 31, 1999, respectively       62,386           58,546
  Additional paid-in-capital           9,220,369        9,212,209
  Accumulated deficit                 (8,354,904)      (8,162,100)
                                       ---------        ---------
Total stockholders' equity               927,851        1,108,655
                                       ---------        ---------
Total liabilities and
  stockholders' equity                $2,231,684       $2,487,447
                                       =========        =========
</TABLE>

 See accompanying notes to consolidated financial statements.


              Cinema Ride, Inc. and Subsidiaries
       Consolidated Statements of Operations (Unaudited)
<TABLE>
<CAPTION>
                                         Three Months Ended
                                              March 31,
                                      --------------------------
                                        2000             1999
                                      ---------        ---------
<S>                                   <C>              <C>
Revenues                               $658,485         $511,458

Selling, general and
  administrative expenses               643,531          538,169

Start-up costs for New Jersey
  Facility (Note 3)                      74,421

Depreciation and amortization            96,420          136,363
                                        -------          -------
Loss from operations                   (155,887)        (163,074)

Other income (expense):
  Equity in net income
    of joint venture                      8,161           18,055
  Interest income                         1,336            3,002
  Interest expense                      (46,414)         (53,999)
  Fair value of warrants issued
    to officer as commitment fee
    for line of credit                                   (64,620)
                                        -------          -------
Net loss                              ($192,804)       ($260,636)
                                        =======          =======

Basic and diluted net loss
  per common share (Note 1)              ($0.25)          ($0.36)
                                           ====             ====

Weighted average common
  shares outstanding -
  basic and diluted                     775,823          729,665
                                        =======          =======

</TABLE>

 See accompanying notes to consolidated financial statements.


           Cinema Ride, Inc. and Subsidiaries
    Consolidated Statements of Cash Flows (Unaudited)
<TABLE>
<CAPTION>
                                               Three Months Ended
                                                    March 31,
                                          --------------------------
                                             2000             1999
                                           ---------        ---------
<S>                                      <C>             <C>
Cash flows from operating activities:
  Net loss                                 ($192,804)        ($260,636)
  Adjustments to reconcile net loss
    to net cash used in operating
    activities:
    Depreciation and amortization             96,420           136,363
    Common stock issued for services
      rendered                                12,000               809
    Equity in net income of joint
      venture                                 (8,161)          (18,055)
    Amortization of consulting
      agreement                                2,601             2,601
    Amortization of deferred
      financing costs                          3,105             3,104
    Fair value of warrants issued
      to officer as commitment fee
      for line of credit                                        64,620
    Changes in operating assets and
      liabilities:
      (Increase) decrease in:
      Inventories                                               (3,386)
      Prepaid expenses and other
        current assets                       (14,522)           11,877
      Other receivables                                            438
      Deposits                                 3,000             9,000
      Increase (decrease) in:
      Accounts payable and
        accrued expenses                     (31,826)         (131,734)
      Deferred rent                           (5,991)           (5,990)
                                             -------          ---------
  Net cash used in operating
    activities                              (136,178)         (190,989)
                                             -------          ---------


</TABLE>



                       (continued)


         Cinema Ride, Inc. and Subsidiaries
Consolidated Statements of Cash Flows (Unaudited) (continued)
<TABLE>
<CAPTION>

                                           Three Months Ended
                                                March 31,
                                       --------------------------
                                         2000             1999
                                       ---------        ---------
<S>                                   <C>             <C>
Cash flows from investing activities:
  Purchase of property and equipment   $(21,745)        $
  Investment in joint venture                             (8,285)
  Dividends received from joint
    venture                              21,108           41,537
  (Increase) decrease in receivables
    from officers                         3,600           (1,840)
                                        -------          -------
Net cash provided by investing
  Activities                              2,963           31,412
                                        -------          -------

Cash flows from financing activities:
  Proceeds from notes payable                             22,337
  Payments on notes payable             (31,686)          (2,490)
  Principal payments on capital
    lease obligations                    (5,456)          (4,446)
                                        -------          -------
Net cash provided by (used in)
  financing activities                  (37,142)          15,401
                                        -------          -------

Cash and cash equivalents:
  Net decrease                         (170,357)        (144,176)
  At beginning of period                320,189          240,341
                                        -------          -------
  At end of period                     $149,832         $ 96,165
                                        =======          =======



</TABLE>

          See accompanying notes to consolidated financial statements.





                       Cinema Ride, Inc. and Subsidiaries
             Notes to Consolidated Financial Statements (Unaudited)
                   Three Months Ended March 31, 2000 and 1999


1.  Organization  and  Basis  of  Presentation

Basis  of  Presentation  -  The  accompanying  consolidated financial statements
include  the  operations  of Cinema Ride, Inc. and its wholly-owned subsidiaries
(the  "Company").  All  significant  intercompany transactions and balances have
been  eliminated  in  consolidation.

The  Company's  investment  in  joint  venture is accounted for under the equity
method  of  accounting,  whereby  the  Company recognizes its share of the joint
venture's  net  income  or  loss  and  accordingly,  the  carrying  value of the
Company's  investment  in joint venture in the accompanying consolidated balance
sheets  is  adjusted.

Business  -  The  Company  is  in the business of developing and operating rides
consisting  of  3-D  motion  simulator attractions and filmed entertainment that
combines  projected three-dimensional action films of approximately four minutes
in  duration with computer-controlled, hydraulically-mobilized capsules that are
programmed  to  move  in  concert with the on-screen action.  With regard to the
technology  employed by the Company in its ride facilities, on January 12, 1999,
the  Company  was  granted  Patent No. 5,857,917 by the United States Patent and
Trademark  Office  for  3-D video projected motion simulator rides.  The Company
currently  operates  ride  facilities  in  Las Vegas, Nevada; Edmonton, Alberta,
Canada;  Atlanta,  Georgia;  and  Elizabeth,  New  Jersey.

Comments - The accompanying consolidated financial statements are unaudited, but
in  the  opinion  of  management  of the Company, contain all adjustments, which
include  normal recurring adjustments, necessary to present fairly the financial
position at March 31, 2000, the results of operations for the three months ended
March 31, 2000 and 1999, and the cash flows for the three months ended March 31,
2000  and  1999.  The  consolidated  balance  sheet  as  of December 31, 1999 is
derived  from  the  Company's  audited  financial  statements.

Certain  information  and  footnote  disclosures  normally included in financial
statements  that  have  been  presented  in  accordance  with generally accepted
accounting  principles  have been condensed or omitted pursuant to the rules and
regulations  of  the  Securities and Exchange Commission, although management of
the  Company  believes  that  the  disclosures  contained  in  these  financial
statements  are  adequate  to  make  the  information  presented  therein  not
misleading.  For  further  information,  refer  to  the  consolidated  financial
statements  and  notes  thereto  included in the Company's Annual Report on Form
10-KSB for the fiscal year ended December 31, 1999, as filed with the Securities
and  Exchange  Commission.

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

The  results  of  operations  for  the three months ended March 31, 2000 are not
necessarily  indicative of the results of operations to be expected for the full
fiscal  year  ending  December  31,  2000.

Going  Concern  -  The  accompanying consolidated financial statements have been
prepared  assuming  that  the  Company  will  continue as a going concern, which
contemplates  the  realization  of assets and the satisfaction of liabilities in
the  normal  course  of business. The carrying amounts of assets and liabilities
presented  in  the accompanying consolidated financial statements do not purport
to  represent  the  realizable  or  settlement values.  The Company has suffered
recurring  operating  losses  and  had a working capital deficit at December 31,
1999  and  March  31,  2000  that  may  impair  its ability to obtain additional
financing.  These factors raise substantial doubt about the Company's ability to
continue  as  a going concern.  As a result, the Company's independent certified
public accountants have included a modification paragraph in their report on the
Company's  consolidated  financial  statements  for  the year ended December 31,
1999.

Foreign  Currency  Translation  -  Foreign  currency  denominated  assets  and
liabilities  of  the subsidiary where the United States dollar is the functional
currency and which have certain transactions denominated in a local currency are
remeasured  as  if  the  functional  currency was the United States dollar.  The
remeasurement  of  local currency into United States dollars creates translation
adjustments  which  are  included  in  the  statement  of  operations.

Loss Per Share - Basic earnings per share are calculated by dividing net loss by
the  weighted  average  number  of  common shares outstanding during the period.
Diluted  earnings  per share reflects the potential dilution that would occur if
stock  options  and  warrants  were  exercised.  These  potentially  dilutive
securities  were anti-dilutive for all periods presented, and accordingly, basic
and  diluted  earnings  per share are the same for all periods presented.  As of
March  31,  2000,  potential common stock consisted of 222,188 stock options and
1,899,535  warrants  outstanding.


2.  Stockholders'  Equity

During January 2000, the Company issued 48,000 shares of common stock to certain
of  its non-officer employees and consultants as a bonus, which were recorded at
fair  market value on the date of issuance of $0.25 per share.  Accordingly, for
the  three  months  ended  March  31,  2000, the Company recognized compensation
expense  of  $12,000,  which  is included in selling, general and administrative
expenses  in  the  accompanying  statement  of  operations.

During  January  2000,  as  a  result  of  the opening of the Company's new ride
facility  in Elizabeth, New Jersey, the Company was obligated to grant its Chief
Executive  Officer  a  bonus  in  the  form of a stock option to purchase 25,000
shares  of  common  stock  exercisable  for  a period of five years at $0.25 per
share,  which  was  fair market value at the date of grant.  The Chief Executive
Officer  was  granted  this stock option pursuant to the terms of his employment
agreement  with  the  Company,  which provides for the granting of stock options
based  on  various  occurrences,  including  the opening of new ride facilities.


3.  Start-up  Costs  for  New  Jersey  Facility

The  Company began development of the New Jersey Facility during late 1999.  The
New  Jersey  Facility  was  completed  and began operations in January 2000.  In
connection  with  the  establishment  of  the  New  Jersey Facility, the Company
incurred start-up costs of $74,421 during the three months ended March 31, 2000,
which  were  charged  to  operations  as  incurred.







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

Cautionary  Statement  Pursuant  to  Safe  Harbor  Provisions  of  the  Private
Securities  Litigation  Reform  Act  of  1995:

This  Quarterly  Report  on Form 10-QSB for the quarterly period ended March 31,
2000  contains  "forward-looking"  statements  within the meaning of the Federal
securities  laws.  These  forward-looking  statements  include,  among  others,
statements  concerning  the Company's expectations regarding its working capital
requirements,  its  business,  growth  prospects,  competition  and  results  of
operations,  and  other  statements  of  expectations, beliefs, future plans and
strategies,  anticipated  events  or  trends, and similar expressions concerning
matters  that  are not historical facts.  The forward-looking statements in this
Quarterly  Report  on  Form 10-QSB for the quarterly period ended March 31, 2000
are subject to risks and uncertainties that could cause actual results to differ
materially  from  those  results  expressed  in  or  implied  by  the statements
contained  herein.

Overview:

The Company was formed in April 1993, and operations of the Company commenced in
October 1994 when the Las Vegas, Nevada Facility was opened.  The Company opened
its other locations, the West Edmonton Mall Facility, the Times Square Facility,
the  Atlanta, Georgia Facility, and the Elizabeth, New Jersey Facility in August
1995,  September  1996,  September  1998  and  January  2000, respectively.  The
Company  closed  the  Times  Square  Facility  in  January  1998.



Seasonality:

Because  of  the  seasonal  nature  of  tourist  traffic, attendance patterns at
attractions  may vary.  The degree of this seasonality varies among attractions,
depending  on  the  nature  of  tourist  and  local  traffic patterns at a given
location  as  well  as  the  nature  of  entertainment alternatives available to
audiences.  The  Company  expects  that attendance at its facilities will be the
highest during June through August (the height of the tourist season) and lowest
during  January  and February.  As a result, the Company's results of operations
at  its  facilities  will  depend  upon revenues generated from the peak tourist
periods  and  any  significant decrease in revenues in such periods could have a
material  adverse  effect  upon  the  Company's  results  of  operations.

Results  of  Operations:

Three  Months  Ended  March  31,  2000  and  1999  -

Revenues  increased  by  $147,027  or 28.7% to $658,485 in 2000 from $511,458 in
1999.  Approximately  $91,814  or  62.4%  of  the  increase  in  revenues  was
attributable  to  the  New  Jersey  Facility,  which  opened  in  January  2000.

Selling,  general  and administrative expenses increased by $105,362 or 19.6% to
$643,531  in 2000 from $538,169 in 1999, primarily as a result of the opening of
the  New  Jersey  Facility  in  January  2000.
Included  in selling, general and administrative expenses in 1999 is a charge of
$70,000  related  to  the  Company's  former Chief Financial Officer leaving the
Company  effective  March  1,  1999.

During  the  three  months  ended  March 31, 2000, the Company recorded start-up
costs  of  $74,421  related to the opening of the New Jersey Facility in January
2000.

Depreciation  and  amortization decreased by $39,943 or 29.3% to $96,420 in 2000
from $136,363 in 1999, primarily as a result of certain fixed assets being fully
depreciated  at  December  31,  1999.

Interest expense decreased by $7,585 or 14.0% to $46,414 in 2000 from $53,999 in
1999.

Equity in net income of joint venture decreased by $9,894 to $8,161 in 2000 from
$18,055  in  1999.

As  consideration  for  providing  a  line of credit to the Company, the Company
granted  the  Chief  Executive  Officer warrants to purchase 1,538,461 shares of
common  stock  at an exercise price of $0.13 per share, the fair market value on
the date of the agreement, expiring on February 2, 2002.  The Company calculated
the  fair  value of the warrants issued to the Chief Executive Officer using the
Black-Scholes  option  pricing  model,  and charged the fair value of $64,620 to
operations  as  a  loan  commitment  fee during the three months ended March 31,
1999.

Net  loss was $192,804 for the three months ended March 31, 2000, as compared to
a  net  loss  of  $260,636  for  the  three  months  ended  March  31,  1999.

Liquidity  and  Capital  Resources  -  March  31,  2000:

The  Company  utilized cash of $136,178 in operating activities during the three
months  ended  March  31, 2000, as compared to utilizing cash of $190,989 during
the  three  months  ended  March  31,  1999.  The  reduction in cash utilized in
operating  activities  in  2000  as  compared to 1999 of $54,811 was primarily a
result  of  a  reduction  in  cash  utilized  for  accounts  payable and accrued
expenses.  At  March  31,  2000,  cash  and  cash  equivalents  had decreased by
$170,357,  to  $149,832,  as  compared  to  $320,189 at December 31, 1999.  As a
result, the Company had a working capital deficit of $178,169 at March 31, 2000,
as  compared  to  a  working  capital  deficit  of $47,006 at December 31, 1999,
resulting  in  current  ratios of .52:1 and .88:1 at March 31, 2000 and December
31,  1999,  respectively.

Net  cash provided by investing activities was $2,963 for the three months ended
March  31, 2000, primarily as a result of $21,108 of dividends received from the
Company's  joint  venture with Dave & Buster's, Inc., offset in substantial part
by  the  purchase  of  fixed  assets of $21,745.  Net cash provided by investing
activities was $31,412 for the three months ended March 31, 1999, primarily as a
result  of  dividends  received  from  the  Company's  joint venture with Dave &
Buster's,  Inc.  of  $41,537.

Net  cash  used  in  financing activities was $37,142 for the three months ended
March  31,  2000,  as  a  result  of payments on notes payable and capital lease
obligations.  Net  cash  provided  by  financing  activities was $15,401 for the
three  months  ended  March 31, 1999, primarily as a result of the proceeds from
notes  payable  of  $22,337.

The  Company  has  relied on the proceeds from the sale of its securities, loans
from  both  unrelated  and  related parties, and equipment leases to provide the
cash  necessary  to  develop  its  facilities  and ride films and to operate its
business.

Pursuant  to  the  Company's  amended  loan  agreement  with its Chief Executive
Officer, during November 1999, the Chief Executive Officer repaid $85,000 of his
notes  receivable,  consisting  of  principal of $75,000 and accrued interest of
$10,000,  and  the  Company borrowed $120,000 from him under the line of credit.

The  aggregate  proceeds  of $205,000 were utilized to fund the costs associated
with  the  installation  of  the  Company's  new ride facility in Elizabeth, New
Jersey,  which  opened  in  January  2000.

Going  Concern:

The  accompanying  consolidated financial statements have been prepared assuming
that  the  Company  will  continue  as  a  going concern, which contemplates the
realization  of  assets and the satisfaction of liabilities in the normal course
of  business.  The  carrying  amounts of assets and liabilities presented in the
accompanying  consolidated  financial statements do not purport to represent the
realizable  or  settlement values.  The Company has suffered recurring operating
losses and had a working capital deficit at December 31, 1999 and March 31, 2000
that may impair its ability to obtain additional financing.  These factors raise
substantial  doubt  about  the Company's ability to continue as a going concern.
As  a  result,  the  Company's  independent  certified  public  accountants have
included  a modification paragraph in their report on the Company's consolidated
financial  statements  for  the  year  ended  December  31,  1999.

The  Company believes that its previous efforts to reduce costs and operate more
efficiently, combined with the modified financing arrangement with the Company's
Lender,  borrowings  under  the  line  of credit provided by the Chief Executive
Officer,  and  the  opening  of the New Jersey Facility, will generate increased
cash  flows  sufficient to fund operations.  However, there can be no assurances
that  such  efforts will result in increased operating cash flows.  Furthermore,
to  the  extent that the Company experiences a revenue shortfall during the June
through  August  peak  tourist  season,  the  Company's liquidity and ability to
conduct  operations  may  be  impaired.

The  Company  is  also  continuing  its  efforts  to  secure working capital for
operations, expansion and possible acquisitions, mergers or joint ventures.  The
Company  is  also considering a wide range of other business opportunities, some
of  which  are  unrelated to the Company's current business activities and could
result  in  a change in control of the Company.  There can be no assurances that
the  Company  will  be  able to secure the working capital necessary to fund any
future  business  endeavor  on  a timely basis and/or under acceptable terms and
conditions.

Year  2000  Issue:

As of December 31, 1999, the Company had completed any required modifications to
its  software to ensure that its software systems were Year 2000 compliant.  The
cost  of  such  modifications  was  not  material.

Since  the date rollover on January 1, 2000, the Company has not experienced any
material  adverse effect from the Year 2000 Issue. While the primary risk to the
Company with respect to the Year 2000 Issue continued to be the ability of third
parties  to  provide  goods  and  services  in a timely and accurate manner, the
Company  has  not experienced any such disruption to date.  The Company does not
expect  any  remaining  risks  with  respect  to  the  Year 2000 Issue to have a
material  adverse  effect  on  the  Company.









                           PART II.  OTHER INFORMATION


ITEM  2.  CHANGES  IN  SECURITIES  AND  USE  OF  PROCEEDS

(c)  Recent  sales  of  unregistered  securities

During January 2000, the Company issued 48,000 shares of common stock to certain
of  its non-officer employees and consultants as a bonus, which were recorded at
fair  market value on the date of issuance of $0.25 per share.  Accordingly, for
the  three  months  ended  March  31,  2000, the Company recognized compensation
expense  of  $12,000,  which  is included in selling, general and administrative
expenses  in  the  accompanying  statement  of  operations.

During  January  2000,  as  a  result  of  the opening of the Company's new ride
facility  in Elizabeth, New Jersey, the Company was obligated to grant its Chief
Executive  Officer  a  bonus  in  the  form of a stock option to purchase 25,000
shares  of  common  stock  exercisable  for  a period of five years at $0.25 per
share,  which  was  fair market value at the date of grant.  The Chief Executive
Officer  was  granted  this stock option pursuant to the terms of his employment
agreement  with  the  Company,  which provides for the granting of stock options
based  on  various  occurrences,  including  the opening of new ride facilities.

The  shares  of common stock and stock options were issued based on an exemption
from  registration  pursuant  to  Section 4(2) of the Securities Act of 1933, as
amended,  based  on  the  representations  of  the  recipients.


ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

(a)     Exhibits:

27     Financial  Data  Schedule  (electronic  filing  only)

(b)     Reports  on  Form  8-K:

Three  Months  Ended  March  31,  2000  -  None









                                   SIGNATURES



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


                                       CINEMA  RIDE,  INC.
                                       -----------------
                                          (Registrant)


                                       /s/  MITCHELL  J.  FRANCIS
Date:  May  10,  2000               By:  __________________________
                                       Mitchell  J.  Francis
                                       Chief  Executive  Officer,
                                       President,  Chief  Financial
                                       Officer  and  Chairman  of
                                       the  Board  of  Directors
                                       (Duly  Authorized  Officer
                                       and  Chief  Financial
                                       Officer)